ENERGY METALS LTD — AGM Information 2007

Oct 14, 2007

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Notice of Annual General Meeting and Explanatory Statement

ENERGY METALS LIMITED ABN 63 111 306 533

This Notice of Annual General Meeting and Explanatory Statement should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their accountant, solicitor or other professional advisor without delay.

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2007 Annual General Meeting of shareholders of Energy Metals Limited will be held at The Celtic Club, 48 Ord Street, West Perth, Western Australia on Tuesday 27[th] November 2007 at 11.00am (Western Standard Time), for the purpose of transacting the following business:

BUSINESS

Annual Report

The Company’s 2007 Annual Report (including the financial, directors’ and auditors’ report for the year ended 30 June 2007) will be tabled.

Resolution 1 – Adoption of the remuneration report for the year ended 30 June 2007

To consider and, if thought fit, to pass the following resolution as a non-binding resolution:

"That, pursuant to and in accordance with section 250R(2) of the Corporations Act, the Directors’ Remuneration Report as contained within the Directors’ Report be adopted."

Resolution 2 - Re-election of Mr Oscar Aamodt as a Director

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, Mr Oscar Aamodt being a Director of the Company who retires in accordance with clause 13.2 of the Company's Constitution, be re-elected."

Other Business

To transact any other business which may be properly brought before the meeting in accordance with the Company's Constitution and the Corporations Act.

By Order of the Board

PATRICIA FARR Company Secretary Energy Metals Limited

12 October 2007

Proxies

Please note that:

• A shareholder entitled to attend and vote at the above meeting may appoint not more than two proxies to attend and vote at this meeting. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the shareholder's voting rights;

• A proxy may but need not be a shareholder of the Company;

• A Shareholder may appoint a body corporate or an individual as its proxy;

• The instrument appointing the proxy must be in writing, executed by the appointor or his attorney duly authorised in writing or, if such appointor is a corporation, either under seal or under hand of an officer of his attorney duly authorised;

• The instrument of proxy (and the power of attorney or other authority, if any, under which it is signed) must be lodged by person, post, courier or facsimile and reach the Registered Office of the Company at least 48 hours prior to the meeting.

The enclosed proxy form provides further details on appointing proxies and lodging proxy forms. If a Shareholder appoints a body corporate as its proxy and the body corporate wishes to appoint an individual as its representative, the enclosed certificate of appointment of corporate representative should be completed and lodged in the manner specified.

Entitlement to Vote

In accordance with Regulation 7.11.37 of the Corporations Regulations 2001, the Directors’ have set a date to determine the identity of those entitled to attend and vote at the Meeting. The date is 11.00a.m. (WST) on 25[th] November 2007. Accordingly, transactions registered after that time will be disregarded in determining Shareholders’ entitlement to attend and vote at the Annual General Meeting.

Corporate Representative

Any corporate Shareholder who has appointed a person to act as its corporate representative at the Annual General Meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company’s representative. The authority may be sent to the Company in advance of the Annual General Meeting or handed in at the Annual General Meeting when registering as a corporate representative. An appointment of Corporate Representative form is enclosed if required.

ENERGY METALS LIMITED ACN 111 306 533

EXPLANATORY STATEMENT

This Explanatory Statement is intended to provide shareholders with sufficient information to assess the merits of the Resolutions contained in the accompanying Notice of General Meeting of the Company.

Shareholders are specifically referred to the Glossary in the Explanatory Statement which contains definitions of capitalised terms used in this Notice of Annual General Meeting and the Explanatory Statement.

The Directors recommend shareholders read this Explanatory Statement in full before making any decision in relation to the resolutions.

The following information should be noted in respect of the various matters contained in the accompanying Notice of Meeting:

Financial Report

Shareholders will be given an opportunity to ask questions of the Directors and the Auditor in relation to the accounts of the Company at the Annual General Meeting.

Resolution 1 – To adopt the Remuneration Report for the year ended 30 June 2007

Section 298 of the Corporations Act requires that the annual Directors’ Report contain a Remuneration report prepared in accordance with section 300A of the Corporations Act.

The remuneration report of the company for the financial year ended 30 June 2007 is set out in the Director’s Report in the 2007 Annual Report to Shareholders (“Remuneration Report”) and also on pages 6-8 of the Full Year Accounts lodged with the ASIC and the ASX on 14 September 2007.

The Remuneration Report sets out the Company’s remuneration arrangements for the Executive and Non-Executive Directors. A reasonable opportunity will be provided for discussion of the Remuneration Report at the meeting. In addition, the Corporations Act requires that to adopt the Remuneration Report, Resolution 1 be put to the vote. However, the vote on this resolution is only advisory and does not bind the Company or its directors.

Resolution 2 - Re-election of Mr Oscar Aamodt as a Director

Resolution 2 seeks approval for the re-election of Mr Aamodt as a director of the Company with effect from the end of the meeting.

Mr Aamodt is required to retire in accordance with Listing Rule 14.4 and pursuant to the rotation of directors rule in clause 13.2 the Company’s Constitution. That clause provides that at each Annual General Meeting one-third of the Directors, or, if their number is not a multiple of three, then the number nearest to but not more than one-third of the Directors must retire from office.

Mr Aamodt retires from office in accordance with this requirement and, being eligible, has offered himself for re-election as a Director of the Company.

GLOSSARY

The following terms have the following meanings in this Explanatory Statement:

“ ASIC ” means the Australian Securities and Investments Commission;

“ ASX ” means the Australian Stock Exchange Limited;

“ Board ” means the Directors acting as the board of directors of the Company or a committee appointed by such board of directors;

“ Company ” or “ Energy Metals ” means Energy Metals Limited ACN 111 306 533;

“ Corporations Act ” means the Corporations Act 2001 (Clth);

“ Director ” means a Director of the Company;

“ Listing Rules ” means the Official Listing Rules of the ASX as they apply to the Company from time to time;

“ Notice ” means the notice of meeting accompanying this Explanatory Statement;

Shareholder/Corporate Proxy Details

This is to certify that by a resolution of the Directors of:

.................................................................................................................................... (Company) Insert name of shareholder company / corporate proxy

the Company has appointed:

...................................................................................................................................................... , Insert name of corporate representative

In accordance with the provisions of section 250D of the Corporations Act 2001, to act as the body corporate representative of that company at the meeting of the members of Energy Metals Limited to be held on Tuesday 27[th] November 2007 and at any adjournments of that meeting/all meetings of the members of Energy Metals Limited.

DATED .................................................... 2007

Please sign here

Executed by the Company In accordance with its constituent documents

Signed by authorised representative Signed by authorised representative Name of authorised representative (print) Name of authorised representative (print) Position of authorised representative (print) Position of authorised representative (print)

Instructions for Completion

1. Insert name of appointor company and the name or position of the appointee (eg. “John Smith” or “each director of the company”).

2. Execute the certificate following the procedure required by your constitution or other constituent documents.

3. Print the name and position (eg. Director) of each company officer who signs this Certificate on behalf of the Company.

4. Insert the date of execution where indicated.

5. Send or deliver the Certificate to Energy Metals Limited registered office or fax the Certificate to the registered office at 61 8 9321 7950.

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PROXY FORM

The Company Secretary Energy Metals Limited

Registered Office Address: Level 2, 18 Kings Park Road, West Perth, WA 6005 Postal Address: PO Box 1033, West Perth, Western Australia 6872 Telephone: (08) 9322 6904 Facsimile: (08) 9321 7950 Email: enquiry@energymetals.net

I/We (name of shareholder) ................................................................................................................................................... of (address) ....................................................................................................................................................................... being a member/members of Energy Metals Limited ("Company") holding ....................................... shares in the Company HEREBY APPOINT (proxy's name) ....................................................................................................................................................................... of (proxy's address) ................................................................................................................................................................ and/or failing him (name) ....................................................................................................................................................... of (address) .................................................................................................................................................................... or failing that person then the Chairman of the Annual General Meeting as my/our proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at 48 Ord Street, West Perth, Western Australia on 27[th] November 2007 at 11.00am WST and at any adjournment of the meeting.

Should you so desire to direct the Proxy how to vote, you should place a cross in the appropriate box(es) below:

I/We direct my/our Proxy to vote in the following manner: For Against Abstain Resolution 1 – To adopt the remuneration report for the year ended 30 June 2007

Resolution 2 – Re-election of Mr Oscar Aamodt as Director

If no directions are given my proxy may vote as the proxy thinks fit or may abstain.

This Proxy is appointed to represent ________% of my voting right, or if 2 proxies are appointed Proxy 1 represents ________% and Proxy 2 represents ________% of my total votes. My total voting right is ________ shares

SIGNATURE OF SECURITY HOLDERS – THIS MUST BE COMPLETED

If the Shareholder is an individual

If the Shareholder is a company:

Name: ____ Signed: ____

Affix common seal (if required by articles)

If the Shareholder acts as a Trustee of Superfund

Name: ____ Signed: ____

Name: ____ Signed: ____ Dated: 2007.

Name: ____ Signed:___ Name: _____ Signed:________ Sole Director/Director Director/Secretary

INSTRUCTIONS FOR APPOINTMENT OF PROXY

1. A shareholder entitled to attend and vote is entitled to appoint no more than two proxies to attend and vote at this Annual General Meeting as the shareholder's proxy. A proxy need not be a shareholder of the Company.

2. Where more than one proxy is appointed, each proxy must be appointed to represent a specific proportion of the shareholder's voting rights. If such appointment is not made then each proxy may exercise half of the shareholder's voting rights. Fractions shall be disregarded.

3. The proxy form must be signed personally by the shareholder or his or her attorney, duly authorised in writing. If a proxy is given by a corporation, the proxy must be executed under either the common seal of the corporation or under the hand of an officer of the company or its duly authorised attorney. In the case of joint shareholders, this proxy must be signed by at least one of the joint shareholders, personally or by a duly authorised attorney.

4. If a proxy is executed by an attorney of a shareholder, then the original of the relevant power of attorney or a certified copy of the relevant power of attorney, if it has not already been noted by the Company, must accompany the proxy form.

5. To be effective, forms to appoint proxies must be received by the Company no later than 48 hours before the time appointed for the holding of this Annual General Meeting, that is by 11.00am (WST) on 25 November 2007 by post, facsimile or email to the respective addresses stipulated in this proxy form.

6. If the proxy form specifies a way in which the proxy is to vote on any of the resolutions stated above, then the following applies:

7. (a) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way; and

8. (b) if the proxy has 2 or more appointments that specify different ways to vote on the resolution, the proxy must not vote on a show of hands; and

9. (c) if the proxy is the Chairman, the proxy must vote on a poll and must vote that way, and

10. (d) if the proxy is not the Chairman, the proxy need not vote on a poll, but if the proxy does so, the proxy must vote that way.

If a proxy is also a shareholder, the proxy can cast any votes the proxy holds as a shareholder in any way that the proxy sees fit.