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PENINSULAR GOLD LIMITED

('Peninsular' or the 'Company')

AIM: PGL

Notice of Extraordinary General Meeting

Peninsular announces that a notice convening an Extraordinary General Meeting ('EGM') to be held at 9:00 a.m. on 2 April 2009 has today been posted to shareholders and is available to download from the Company's web site: www.peninsulargold.com. 

On 25 February 2009, the Company announced that it had completed transactions to repurchase and cancel US$20 million of secured convertible loan notes and obtain new funding of Ringgit Malaysia 69 million (the 'Repurchase').

The terms of the Repurchase have resulted in a net reduction in potential dilution to shareholders of between 22.5 million and 27.5 million ordinary shares of no par value ('Ordinary Shares') as the original conversion rights attached to the convertible loan notes have been cancelled and replaced by 10 million warrants to subscribe for 10 million Ordinary Shares. The amount of the actual dilution will depend upon whether such warrants are exercised and whether the cashless exercise option in respect of 5 million of the warrants is utilised. 

In issuing the new warrants to achieve this net reduction in potential dilution, the Company has had to utilise a large part of its existing authorities to allot on a non-pre-emptive basis Ordinary Shares and Equity Securities (as defined in the Company's Articles of Association). 

In order to provide the Company with the flexibility to issue new Shares to take advantage of any funding or other opportunities which may arise between now and 31 December 2009, a resolution is to be proposed at the EGM seeking shareholder approval for the directors of the Company to issue and allot up to 25 million Shares on a non-pre-emptive basis in addition to the balance of authority remaining under the Article 17B of the Company's Articles of Association.

In addition to providing the Company with maximum flexibility to take advantage of opportunities which may assist with the Group's general and future needs (including, but not limited to, exploration and working capital requirements) the Company considers that it may be appropriate to provide an incentive to employees of the Group by establishing an employee share option or other incentive plan. The Company is currently considering the alternative incentive plans and will make a further announcement as and when appropriate.

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Further information:

Dato' Sri Andrew Kam Tai Yeow

Chairman and Chief Executive

Peninsular Gold Limited

Tel: +60 12 3310828

Patrick Watson 

Finance Director

Peninsular Gold Limited

Tel: +44 7799 885 653

David Nabarro / Richard Greenfield

Ambrian Partners Limited

Tel: +44 20 7634 4710

Jerry Keen 

Blue Oar Securities Ltd.

Tel: +44 2074484 471

Ed Portman

Conduit PR Ltd.

Tel: +44 (0) 20 7429 6607

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