ASARA RESOURCES LIMITED — Capital/Financing Update 2013

Feb 21, 2013

ASX/Media Announcement

22 February 2013

Placement Shares Allotted

Golden Rim Resources Ltd ( Golden Rim and Company, ASX: GMR) today announced it has allotted the shares under its recently completed placement of 52.5 million fully paid ordinary shares in the Company at an issue price of 4 cents per share to raise $2.1 million ( Placement ). Patersons Securities Limited was appointed Lead Manager of the Placement.

Golden Rim is pleased to have received support in difficult market conditions. The Placement broadens the Company’s shareholder base and enables the Company to move forward with its planned activities in Burkina Faso.

As recently announced, Golden Rim is also providing eligible shareholders with an opportunity to participate in a renounceable rights issue. The rights issue will raise up to $2.3 million by offering to eligible shareholders (as at the record date of 5 March 2013) one ordinary fully paid share for every nine held at 4 cents each ( Rights Issue ).

The total funds to be raised by the Placement and Rights Issue is to be used to carry out a Definitive Feasibility Study for the Netiana Lodes at the Balogo Project (subject to the results of the scoping study); further exploration programs at the Balogo and Sebba projects; initial acquisition payments for the Korongou Project; a planned RC drilling program at Korongou; and additional working capital.

Attached is a Secondary Trading Notice and Appendix 3B in relation to the Placement.

-ENDS-

Golden Rim Resources Ltd I ABN 39 006 710 774 I Level 2, 10 Outram Street, West Perth WA 6005, Australia I PO Box 378, West Perth WA 6872, Australia www.goldenrim.com.au I info@goldenrim.com.au I T + 61 8 9481 5758 I F + 61 8 9481 5759

ASX/Media Announcement

22 February 2013

Secondary Trading Notice

Golden Rim Resources Limited ( Company, ASX:GMR) has today allotted and issued 52,500,000 fully paid ordinary shares ( Shares ) at an issue price of 4 cents each. The Shares were issued to a number of institutional and sophisticated investor clients of Patersons Securities Limtied (as defined in Section 708 of the Corporations Act 2001 ( Corporations Act )). These securities are in a class of securities quoted on the Australian Securities Exchange ( ASX ).

The Corporations Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A. By the Company giving this notice, sale of the Shares noted above will fall within the exemption in section 708A(5) of the Corporations Act.

The Company hereby notifies under section 708A(5)(e) of the Corporations Act that:

• (a) the Shares were issued without disclosure to investors under Part 6D.2 of the Corporations Act;

• (b) as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Corporations Act as it applies to the Company;

• (c) as at the date of this notice, the Company has complied with section 674 of the Corporations Act as it applies to the Company; and

• (d) as at the date of this notice, there is no information:

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:

  • A. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • B. the rights and liabilities attaching to the Shares.

-ENDS-

Golden Rim Resources Ltd I ABN 39 006 710 774 I Level 2, 10 Outram Street, West Perth WA 6005, Australia I PO Box 378, West Perth WA 6872, Australia www.goldenrim.com.au I info@goldenrim.com.au I T + 61 8 9481 5758 I F + 61 8 9481 5759

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For further information, please contact:

Hayley Butcher Golden Rim Resources Company Secretary +61 8 9481 5758

Anna Staples AMN Corporate +61 400 205 433 anna@amncorporate.com

Further Company Information

E: info@goldenrim.com.au W:goldenrim.com.au

Capital Structure

Issued Shares: 511,206,231 Unlisted Options: 33,950,000

Major Shareholders

Royal Group, Abu Dhabi 10.7% Acorn Capital 5.58%

Share Registry

Security Transfer Registrars Pty Ltd 770 Canning Highway APPLECROSS WA 6153 AUSTRALIA

T: + 61 8 9315 2333 F: + 61 8 9315 2233 E: registrar@securitytransfer.com.au W: securitytransfer.com.au

Page | 2

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

Name of entity

Golden Rim Resources Ltd

ABN

39 006 710 774

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Fully paid ordinary shares
	52,500,000
	Fully paid ordinary shares

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally Yes the securities rank equally in all respects in all respects from the date of from the date of allotment allotment with an existing[+] class of quoted[+] securities? If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 4 cents each 6 Purpose of the issue Capital to be applied as follows. Definitive (If issued as consideration for Feasibility Study for the Netiana Lodes at the acquisition of assets, clearly the Balogo Project (subject to scoping identify those assets) study). Further exploration programs at the Balogo and Sebba projects. Initial acquisition payments for the Korongou Project and exploration at Korongou. Additional working capital. 6a Is the entity an[+] eligible entity NA that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder NA resolution under rule 7.1A was passed 6c Number of[+] securities issued NA without security holder approval under rule 7.1

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued under an exception in rule 7.2 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 Dates of entering +securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (including the securities in section 2 if applicable)	NA
	NA
	NA
	NA
	NA
	NA
	22 February 2013
	Number	+Class
	511,206,231

• See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable)	Number	+Class
	4,000,000 600,000 7,000,000 1,000,000 15,000,000 3,900,000 2,450,000	Options exercisable at $0.15 and expiring on 07/05/14 Options exercisable at $0.21 and expiring on 05/10/14 Options exercisable at $0.27 and expiring on 22/11/14 Options exercisable at $0.21 and expiring on 10/07/15 Options exercisable at $0.29 and expiring on 21/11/15 Options exercisable at $0.29 and expiring on 21/11/15 Options exercisable at $0.14 and expiring on 12/01/17

10 Dividend policy (in the case of a NA trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval NA required? 12 Is the issue renounceable or nonNA renounceable? 13 Ratio in which the[+] securities NA will be offered 14 +Class of +securities to which the NA offer relates 15 +Record date to determine NA entitlements

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	NA
	NA
	NA
	NA
	NA
	NA
	NA
	NA
	NA
	NA
	NA

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell part of their entitlements through a broker and accept for the balance? 32 How do+security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date	NA
	NA
	NA
	NA
	NA
	NA
	NA

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities ( tick one )

(a)  Securities described in Part 1

(b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Tick to indicate you are providing the information or documents

• 35 [If the ][+][securities are ][+][equity securities, the names of the 20 largest holders of the ] additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 [If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ]

• 1 - 1,000

• 1,001 - 5,000

5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought

39 Class of +securities for which quotation is sought

• 40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted[+] securities?

If the additional securities do not rank equally, please state:

• the date from which they do

• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)

Number +Class 42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ............................................................ (Company secretary)

Date: 22 February 2013

Print name: Hayley Butcher

== == == == ==

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for +eligible entities

Introduced 01/08/12

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Insert number of fully paid ordinary securities on issue 12 months before date of issue or agreement to issue

Add the following:

• Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2

• Number of fully paid ordinary securities issued in that 12 month period with shareholder approval

• Number of partly paid ordinary securities that became fully paid in that 12 month period

Note:

• Include only ordinary securities here – other classes of equity securities cannot be added

• Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed

• It may be useful to set out issues of securities on different dates as separate line items

Subtract the number of fully paid ordinary securities cancelled during that 12 month period

• “A”

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”	Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of equity securities issued or agreed to be issued in that 12 month period not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 _Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items
“C”
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2
Subtract“C” Note: number must be same as shown in Step 3
Total[“A” x 0.15] – “C”	[Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 11

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Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of “A”

“D” 0.10

Note: this value cannot be changed

Multiply “A” by 0.10

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

• This applies to equity securities – not just ordinary securities

• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

• It may be useful to set out issues of securities on different dates as separate line items

“E”

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A “A” x 0.10 Note: number must be same as shown in Step 2 Subtract “E” Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 13

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Appendix 3B New issue announcement

Twenty Largest Holders (22 February 2013)

         Holder name                     Designation                    Units%of issued
Units%of issued
    1    PAL TECHNOLOGY SVCS LLC                                   52,521,875   10.27%
    2 *  J P MORGAN NOM AUST LTD                                   26,006,120    5.09%
    3 *  CRABB RICK                                                18,108,601    3.54%
    4 *  HSBC CUSTODY NOM AUST LTD                                 16,402,120    3.21%
    5    NATIONAL NOM LTD                                          14,745,707    2.88%
    6    FITEL NOM LTD                                             10,774,167    2.11%
    7 *  ZADNIK HLDGS PL                                            8,573,264    1.68%
    8    OREGON NOM PL                                              7,500,000    1.47%
    9    METALLICA INV PL                                           5,864,955    1.15%
   10    PORTER DAVID JAMES                                         5,000,000     .98%
   11    HAO YUN LTD                                                4,985,641     .98%
   12    HSBC CUSTODY NOM AUST LTD                                  4,915,590     .96%
   13 *  REGENCY DVLMTS WA PL                                       4,521,063     .88%
   14    SUNCORP CUST SVCS PL                                       4,486,364     .88%
   15    CITICORP NOM PL                                            4,343,670     .85%
   16 *  EARTH SCIENCE SOLUTIONS P                                  4,025,000     .79%
   17    VIRGIN JUSTIN ANTHONY                                      3,993,100     .78%
   18    JANSEN WILLIAM + M G                                       3,925,000     .77%
   19    GRAZIANI ANGELO + MARTHA                                   3,660,719     .72%
   20    UBS WEALTH MGNT AUST NOM                                   3,615,384     .71%
          *** Top  20 total ***                                   207,968,340   40.70%

Distribution Schedule

            1  -        1,000                 355         116,569               .02 %
        1,001  -        5,000                 558       1,730,349               .34 %
        5,001  -       10,000                 384       3,227,035               .63 %
       10,001  -      100,000                1529      63,879,388             12.50 %
      100,001  -                              591     442,252,890             86.51 %
                                          _______   _____________            ________
 Total on register                           3417     511,206,231            100.00 %

• See chapter 19 for defined terms.

Appendix 3B Page 14

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