IONIC RARE EARTHS LIMITED — Capital/Financing Update 2003

Jan 12, 2003

Ezenet Limited ACN 083 646 477 ABN 84 083 646 477 Ground Floor Zurich House 66 Kings Park Road West Perth WA 6005

10 January 2003

Telephone: +618 9486 8598 Facsimile: +618 9486 8597 Email: linton@czenet.com.au

Company Announcements Platform Australian Stock Exchange Limited Bond Street SYDNEY NSW 2000

By facsimile: 1300 300 021

Dear Sirs

PLACEMENT AND BOARD CHANGES

The Company is pleased to advise it has raised a total of \$261,750 by the placement of 5,235,000 fully paid ordinary shares at an issue price of 5 cents per share.

The Company has also agreed, subject to shareholder approval, to grant 5,235,000 free attaching options to the subscribers on a one for one basis. Each option is exercisable at 20 cents on or before 30 June 2007.

Dr Wolf Martinick has joined the Board as non-executive Chairman and Mr Neil O'Loughlin has joined the board as a non-executive Director.

Dr Martinick is a well-known environmental consultant and has been a director of several public companies, including Basin Minerals Limited. He is currently a director of Sun Resources NL. Mr O'Loughlin is a geologist and was Technical Director of Basin Minerals Limited.

Mr Marcello Cardaci has resigned as interim Chairman and director. The Company thanks Mr Cardaci for his efforts in assisting the Company in attracting new investors to the Company.

An Appendix 3B is attached.

For the purposes of Category 1 of Class Order 02/1180, the Company hereby notifies the ASX that there is no information to be disclosed of the kind required to be disclosed under subsection 713(5) of the Act if a prospectus were issued in reliance on section 713 in relation

Yours faithfully

Company Secretary

128812

$\overline{\phantom{a}}$

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.

Name of entity

EZENET LIMITED

ABN

84 083 646 477

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).

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

Ordinary Shares Fully Paid

• $\overline{2}$ Number of ⁺securities issued or to 5,235,000 be issued (if known) or maximum number which may be issued
• Principal terms of the "securities 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)

The shares are fully paid ordinary shares.

• See chapter 10 for defined terms.

$1/1/2003$

Appendix 3B Page 1

4	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 ٠ which the. extent to ٠ they participate for the next dividend, fin the case of a trust. distribution) or interest payment the extent to which they do not rank equally, other than in	shares.	The shares issued rank equally in all respects with the existing class of ordinary quoted
	relation to the next dividend, distribution or interest payment
5	Issue price or consideration	share.	5,235,000 shares at an issue price of 5 cents per
6.	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	The purpose of the issue is to raise funds to: (a) company (b)	progress the existing business of the supplement working capital.
7.	Dates of entering *securities into uncertificated holdings or despatch of certificates	14 January 2003
8	Number and + class of - all securities quoted on ASX. (including the securities in clause	Number 40,135,000	†Class Ordinary Shares
	2 if applicable)	29,000,000	Options with expiry date of 31 July 2003

$+$ See chapter 19 for defined terms.

Appendix 3B Page 2

1/1/2003

$\cdot$

$\bar{z}$

$\boldsymbol{9}$ Number and ⁺class of all ⁺securities not quoted on ASX (including the securities in clause 2 if applicable)

$\cdot$

Number	+ Class
Nil

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

It is not expected a dividend will be declared in the near future.

Part 2 - Bonus issue or pro rata issue

$\mathbf{1}$	Is security holder approval required?	Not Applicable
12	Is the issue renounceable or non- renounceable?	Not Applicable
13.	Ratio in which the "securities will be offered	Not Applicable
14	+ Class of + securities to which the offer relates	Not Applicable
15	*Record date determine to. entitlements	Not Applicable
16.	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?	Not Applicable
17	Policy for deciding entitlements in relation to fractions	Not Applicable
18	Names of countries in which the entity has "security holders who will not Ъe sent new issue documents	Not Applicable
	Note: Security holders must be told how their entitlonients are to be dealt with.
	Cross reference: rule 7.7.
L9	Closing date fоr receipt of acceptances or renunciations	Not Applicable

$\ddot{\phantom{a}}$

1/1/2003

Appendix 3B Page 3

See chapter 19 for defined terms.

Appendix 3B New issue announcement

$\bar{\alpha}$

20	Names of any underwriters	Not Applicable
21	Amount of any underwriting fee or	Not Applicable
	commission
22.	Names of any brokers to the issue	Not Applicable
23.	Fee or commission payable to the	Not Applicable
	broker to the issue
24	Amount of any handling fee payable to brokers who lodge	Not Applicable
	acceptances or renunciations on
	hebalf of *security holders
25	If the issue is contingent on	Not Applicable
	"security holders' approval, the date of the meeting
26	Date entitlement and acceptance	Not Applicable
	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 to	Not Applicable
	participate on exercise, the date on which notices will be sent to option
	holders
28	Date rights trading will begin (if Not Applicable applicable)
29	Date rights trading will end (if Not Applicable applicable)
30	How do 'security holders sell their
	entitlements in full through a	Not Applicable
	broker?
31	How do "security holders sell part	Not Applicable
	of their entitlements through a
	broker and accept for the balance?

Appendix 3B Page 4

$1/1/2003$

j.

⁺ See chapter 19 for defined terms.

32 How do 'security holders dispose of their entitlements (except by sale through a broker)?

33 ⁺Despatch date Not Applicable

Not Applicable

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

$\left( a\right)$

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
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

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

A copy of any trust deed for the additional *securities

• See chapter 19 for defined terms.

1/1/2003

Appendix 3B Page 5

³⁶

Entities that have ticked box 34(b)

• Number of securities for which Not Applicable 38 *quotation is sought
• Class of ⁺securities for which 39 Not Applicable quotation is sought
• 40 Do the *securities rank equally in all Not Applicable 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
• $41$ Reason for request for quotation Not Applicable now

Example; In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

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

Number	E Class
Not Applicable	Not Applicable

See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

r.

Quotation agreement

• $\bf{l}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the 'securities on any conditions it decides.
• $\overline{2}$ 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.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the 'securities to be quoted, it has been provided 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.

1/1/2003

⁺ See chapter 19 for defined terms.

• 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.
• $\blacktriangleleft$ 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.

$m_{\gamma}$ $\frac{Q\alpha y}{f}$ Date: 10:1.03

-- == == ==

Sign here:

(Company Secretary)

Print name:

William Michael Day

+ See chapter 19 for defined terms.

Appendix 3B Page 8

$1/1/2003$

60/60 BPAGE