YOJEE LIMITED — Capital/Financing Update 2011

Mar 22, 2011

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ASX

Release

23[rd] March 2011

Rare Earth International Acquisition Update

• Due Diligence has been completed over all three projects.

• Variation to the Heads of Agreement was signed 23[rd] March 2011.

Southern Crown Resources Limited

ABN: 52 143 416 531 Level 1, Suite 2 415 Riversdale Road HAWTHORN EAST VIC 3123 T: (+61) 3 9813 3882 F: (+61) 3 9813 4882 www.southercrown.com.au

• The issuance of shares following shareholder approval has been reduced from 8 million to 5 million with the remaining 3 million conditional on the granting of a prospecting permit at the Xiluvo Project, Mozambique.

• Shareholders Meeting is now scheduled for early May 2011.

The Directors of Southern Crown Resources Limited ("Southern Crown" or “the Company”) wish to announce that the Company has renegotiated the terms of the binding Heads of Agreement (“Agreement”) to purchase all of the issued capital of Rare Earth International (“ REI ”), a company which has secured two advanced rare earth exploration projects and an application over a third historical mining project.

Contact:

Rhod Grivas Executive Director T: 0419 919 321 Rhod.grivas@southerncrown.com.au

T: 0419 919 321
Rhod.grivas@southerncrown.com.au		The terms of the original REI acquisition were subject to satisfactory due diligence
		by both parties. Since the announcement of the acquisition on 21 December 2010,
		Southern Crown has been conducting thorough legal due diligence in the three
		southern African countries where the projects are located, Zambia, Burundi and
		Mozambique.
Directors / Officers:
Bruce Fulton Rhod Grivas Mark Papendieck Adrian Hill		As a result of the legal due diligence, the parties have agreed to vary the terms of the binding Heads of Agreement. The issuance of shares following shareholder approval has been reduced from 8 million to 5 million. The remaining 3 million will be issued on granting of a Prospecting Permit at the Xiluvo project, Mozambique within 12 months of the date of settlement.
		At Xiluvo, REI has a binding agreement with PROMAC, the owners of the mining
Issued Shares and Options:		permit. Under that agreement, REI can commence exploration for rare earth minerals. In addition REI and PROMAC are in the process of registering a local
29,495,837 shares		company that will hold a separate prospecting permit over the Xiluvo rare earth
10,000,000 listed options		prospects. This will provide REI with a direct interest over the title of the
5,000,000 unlisted options		prospecting permit relating to the rare earth minerals.
		The Company is in the process of finalising the shareholder Notice of Meeting and
ASX Codes:SWR, SWRO		related reports. The shareholder meeting is now scheduled for the first week of
		May 2011.

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Summary of the Amended Key Terms of Agreement

The Directors of Southern Crown have agreed to acquire all the shares in REI for which the consideration will be satisfied by the issuance of ordinary fully paid shares and Performance Shares in Southern Crown. These Performance Shares will only convert to fully paid ordinary shares upon the satisfaction of certain performance hurdles as set out below. The shares will be issued and convertible in the following tranches:

1. The issue of 5 million fully paid ordinary shares following shareholder approval of the transaction.

2. The issue of 3 million fully paid ordinary shares following the granting of a Prospecting permit at Xiluvo Project, within (1) year from the date of settlement of the transaction.

3. The issue of Performance Shares following shareholder approval of the transaction, that will be converted to fully paid ordinary shares upon the satisfaction of the following performance hurdles:

4. a. The conversion of 7 million Performance Shares when the Company has the right to commence exploration on any application submitted by REI within one (1) year of the date of issue of the Performance Shares. The only existing application in place is the application for the Gakara Project, Burundi.

5. b. The conversion of 7.5 million Performance Shares when the Company has earned its 50% interest in the Nkombwa Project, Zambia within two (2) years of the date of issue of the Performance Shares.

6. c. The conversion of 7.5 million Performance Shares when the Company has earned its 85% interest in the Xiluvo Project, Mozambique within two (2) years of the date of issue of the Performance Shares.

7. d. The conversion of 15 million Performance Shares upon completion of a positive pre-feasibility (based on independent studies and conservative metal pricing) and a resolution of the Independent Directors of Southern Crown to undertake a full bankable feasibility study on any of REI’s projects, within three (3) years of the date of issue of the Performance Shares.

All shares issued will be subject to a 12 month escrow from the shareholder approval date. In addition fully paid ordinary shares issued under the terms of this agreement that give the receiving shareholder in excess of 1% of the issued shares in the Company will be subject to a voluntary escrow from the conversion of the performance shares into ordinary shares. The Performance Shares will have no voting rights prior to conversion.

For further details on the projects and an overview of rare earths please refer to the ASX release dated 21 December 2010.

For further information please contact:

Rhod Grivas Executive Director Southern Crown Resources Limited Ph: 0419 919 321

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About Southern Crown Resources Limited

Southern Crown Resources Limited, named after a prominent arc constellation in the Southern Hemisphere listed on the ASX on 2[nd] December 2010 with approximately 29.5 million shares on issue.

Southern Crown was formed with the purpose of acquiring, exploring and developing mineral deposits and on 29 July 2010 entered into an agreement with Centaurus Metals Ltd to acquire The Dish and North East Queensland projects. The Company regards these projects as highly prospective principally for gold but also for base metals as both projects lie in terranes that host multi-million ounce gold and copper deposits.

In addition to these projects, the Company continues to evaluate additional mineral projects that it considers may add value to Shareholders.

The Board of Directors has a strong mix of technical, financial and corporate skills to successfully explore the prospects at The Dish and the North East Queensland projects as well as source and develop further potential acquisition opportunities both in Australia and overseas.

Competent Person’s Statement

The information in this report that relates to Exploration Results, Mineral Resources and/or Ore Reserves is based on information provided by Dr Jock Harmer, PrSciNat, FGSSA and compiled by Mr R Grivas, MAIG, MAusIMM an employee of Southern Crown Resources Limited. Dr Harmer and Mr Grivas have sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which they are undertaking to qualify as a Competent Person as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Dr Harmer and Mr Grivas, consent to the inclusion in the report of the matters based on this information in the form and context in which it appears.

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