DREADNOUGHT RESOURCES LTD — Regulatory Filings 2012

Mar 14, 2012

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

ERO MINING LIMITED

ABN

40 119 031 864

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).

⁺Class of ⁺securities issued or to $\mathbf 1$ be issued

Ordinary shares

• Number of ⁺securities issued or $\overline{z}$ 10,800 to be issued (if known) or maximum number which may be issued
• Principal terms of the ⁺securities $\overline{\mathbf{3}}$ (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

^[PJK]168891

⁺ See chapter 19 for defined terms.

4	Do the 'securities rank equally in all respects from the date of allotment with an existing + class of quoted *securities?	Yes
	If the additional securities do not rank equally, please state: the date from which they do the extent to which they ٠ for participate 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 interest Οľ payment
5	Issue price or consideration	\$0.06/Share
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Exercise of options
7	Dates of entering + securities into uncertificated holdings or despatch of certificates	15 March 2012
		Number	+ Class
8	Number and + class - of all *securities quoted on ASX. the including) securities in	360,127,677	Fully paid ordinary shares
	clause 2 if applicable)	86, 813, 229	6 Cent Options Expiring 28 September 2012

$\bar{z}$

⁺ See chapter 19 for defined terms.

		Number	+ Class
9	Number and + class of all *securities not quoted on ASX (including the securities in clause 2 if applicable)	228,000	22 cent options expiring 20 March 2012
		50,000	22 cent options expiring 19 November 2013
		313,000	16.5 cent options expiring 5 March 2013
		441,666	2.8 cent options expiring 3 February 2014
10.	Dividend policy (in the case of a $\mid$ N/A

Dividend policy (in the case of a $N/A$
trust, distribution policy) on 10 the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	security holder approval Is. required?
12	Is the issue renounceable or non- renounceable?
13	Ratio in which the + securities will be offered
14	+ Class of + securities to which the offer relates
15	+ Record date to determine entitlements
16	Will holdings on different
	registers (or subregisters) be
	calculating aggregated for
	entitlements?
17	Policy for deciding entitlements
	in relation to fractions

⁺ See chapter 19 for defined terms.

acceptances or renunciations

Names of countries in which the $18$ 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. Closing date for receipt of 19

⁺ See chapter 19 for defined terms.

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
27	If the entity has issued options, and the terms entitle option holders participate to 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
	of their entitlements part through a broker and accept for the balance?

⁺ See chapter 19 for defined terms.

⁺ See chapter 19 for defined terms.

⁺security holder How do $3²$ dispose of their entitlement (except by sale through broker)?

s
s
a

⁺Despatch date 33

Part 3 - Quotation of securities

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

Type of securities 34 (tick one)

$(b)$

• Securities described in Part 1 $(a)$
• 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

			Tick to indicate you are providing the information or
	locuments

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 are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ 5,001 - 10,000 10,001 - 100,000 100,001 and over

37

35

A copy of any trust deed for the additional *securities

⁺ See chapter 19 for defined terms.

	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 fоr the participate next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do ۰ not rank equally, other than in relation to the next dividend, distribution Оľ interest payment
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 + class οf and all quoted + securities ASX on (including the securities in clause 38)

⁺ See chapter 19 for defined terms.

Quotation agreement

• $\mathbf{I}$ ⁺Quotation of our additional ⁺securities is in ASX's absolute discretion. ASX may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
• 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 $\bullet$ the ⁺securities to be quoted under section 1019B of the Corporations Act at the time that we request that the *securities be quoted.
• We will indemnify ASX to the fullest extent permitted by law in respect of 3 any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ 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.

PTMMMS (Company'secretary

Date: 15 March 2012

Sign here:

Print name:

Peter Kupniewski

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⁺ See chapter 19 for defined terms.