MVA Minerva Res

    Notice of General Meeting
             



AIM
Release
                                                        4 August 2008


                   Minerva Resources Plc (AIM:MVA)
               ('Minerva Resources' or 'the Company')

                      Notice of General Meeting

The Company  announces  that a  notice  convening a  General  Meeting
(''GM'') has been sent to  shareholders today (the "GM Notice").  The
GM is  scheduled  to  be  held  at  the  offices  of  Sprecher  Grier
Halberstam LLP, One  America Square,  Crosswall, London  EC3N 2SG  at
10.00 a.m. on 28 August 2008.

Background

The Company has previously announced in its interim statement that it
is seeking funding to
continue the  development of  its assets  and to  provide  additional
working capital. In order to
facilitate this the Company  is convening a  general meeting to  seek
Shareholder approval  to  increase  the  Company's  authorised  share
capital, to allow the Directors to allot unissued share capital,  and
to allow the issue of shares on a non pre-emptive basis.

GM Resolutions

Resolution 1, which is an ordinary resolution to approve an  increase
in the authorised  share capital  of the Company  from �5,000,000  to
�10,000,000 by  the creation  of an  additional 200,000,000  Ordinary
Shares, representing an  increase of  100 per  cent.over the  current
authorised share capital of  the Company -  the principal reason  for
this increase  is  to  enable  the Directors  to  issue  the  further
Ordinary Shares so as to fund its operations;

Resolution 2,  which  is  an ordinary  resolution  to  authorise  the
Directors under  section  80  of  the Companies  Act  1985  to  allot
unissued Ordinary Share capital up  to an aggregate nominal value  of
�4,100,000, being 147 per cent. of the current issued share capital -
if passed, this authority will expire on the earlier of 31 March 2009
and the conclusion of  the annual general meeting  of the Company  in
2009 and  will  give the  Directors  authority to  allot  164,000,000
Ordinary Shares; and

Resolution 3, which is a special resolution, subject to Resolutions 1
and 2 above being passed, to disapply the provisions of section 89 of
the Companies Act 1985 (statutory pre-emption provisions) to  empower
the Directors  to  allot equity  securities  in up  to  an  aggregate
nominal value of �4,100,000 - if given, this authority will expire at
the same time as the authority to be given by Resolution 2 expires.

Recommendation

The Directors  consider that  it  is in  the  best interests  of  the
Company and its  Shareholders as  a whole that  the Directors  should
have flexibility  to allot  further  Ordinary Shares.  The  Directors
unanimously  recommend  that  Shareholders  vote  in  favour  of  the
Resolutions, as they have undertaken to do so in respect of their own
beneficial holdings  of Ordinary  Shares, representing  in  aggregate
approximately 2.3  per  cent. of  the  issued share  capital  of  the
Company at the date of this document.
Copies of GM Notice

Copies of the GM Notice and the Form of Proxy are available from the
Company's website,  www.minervaresources.com.

Defined terms in this announcement have the same meaning as in the GM
Notice.


For further information please contact:

Roger Clegg
Minerva Resources plc
Tel: +44 20 7634 4700
roger.clegg@ambrian.com

Jane Stacey / Ed Portman
Conduit PR
Tel: +44 (0)20 7429 6606/ (0)7922923306
jane@conduitpr.com

James Joyce/ Sarang Shah
W. H. Ireland
Tel: +44 (0)20 7220 1666
james.joyce@wh-ireland.co.uk

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