(Registration Number: 9306219)

Share code on AIM: KAT

ISIN: GB00BSNBL022

("Katoro" or "the Company")

24 February 2023

Katoro Gold plc ('Katoro' or the 'Company')

Proposed Capital Reorganisation, Posting of Circular and Notice of General Meeting

Katoro Gold PLC (AIM: KAT), the gold and nickel exploration and development company, announces that it will be posting a circular (the "Circular") today, containing a notice of a general meeting (the "General Meeting") to shareholders. The General Meeting will be held at the offices of Shakespeare Martineau LLP, 6th Floor, 60 Gracechurch Street, London, EC3V 0HR on 15 March 2023 at 10.00 a.m. GMT.

The Company is seeking shareholder approval to subdivide its share capital (the "Sub-division") and to increase its authorities to issue and allot shares to cover further possible fundraises / corporate actions that may require the issue and allotment of shares, prior to the Company's AGM in 2023. The purpose of the General Meeting is to seek shareholder approval for the subdivision and an increase in these share authorities. The proposed Sub-division will result in each of the existing Ordinary Shares of £0.01 ("Existing Ordinary Share(s)") being subdivided into one Deferred Share £0.009 each and one Ordinary Share of £0.001 each ("New Ordinary Share(s)"); therefore Shareholders will retain the same number of shares held prior to the General Meeting, it is simply the par value that will change.

A copy of the Circular and form of proxy will be available to download from the Company's website at www.katorogold.com.

Admission to AIM

Application will be made for the Admission of the New Ordinary Shares, with such Admission expected to become effective on or around 16 March 2023. Following Admission, the share capital of the Company will comprise 460,412,593 New Ordinary Shares of £0.001 each.

Each New Ordinary Share has one voting right. No New Ordinary Shares are held in treasury. Accordingly, the total number of voting rights will be 460,412,593 and this figure may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, Katoro under the FCA's Disclosure Guidance and Transparency Rules.

 **ENDS**

For further information please visit www.katorogold.com or contact: