ZEOTECH LIMITED — Capital/Financing Update 2012

Jun 24, 2012

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 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

Laconia Resources Limited

ABN 29 137 984 297

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 1. Ordinary Shares be issued 2. Performance Shares 3. Convertible Note

• 2 Number of[+] securities issued or 1. 42,055,000 to be issued (if known) or 2. 14,500,000 maximum number which may be 3. 1 Note, convertible to a maximum of 7.8 issued million Ordinary Shares (which includes the shares which can be converted in respect of interest)

• See chapter 19 for defined terms.

24/10/2005Appendix 3B Page 1

Appendix 3B New issue announcement

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) 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  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 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	1. Ordinary Shares 2. Each Performance Share will automatically convert into one Ordinary Share upon Laconia announcing that it has commenced the commercial production of gold and or silver or gold and or silver ore on any part of the Rasuhuilca Tenements . 3. An unsecured Convertible Note with an aggregate face value of $650,000, convertible as to principal to 6,500,000 Shares at a conversion price equal to $0.10 per Share and attracting interest at the rate of 10% per annum. Interest accrues monthly and is only convertible to Shares (max of 1.3m). The Note expires on 20 June 2014.
	1. Yes 2. No – The Performance Shares will only rank equally when they have been converted to Ordinary Shares 3. No – The Convertible Note will only rank equally when it has been converted to Ordinary Shares
	Acquisition of the shares of Gold Mines of Peru SAC (which owns the Rasuhuilca Au Ag project in Peru), the shares in Minera Peru Gold SAC and Compania Minera Sucre SA
	Consideration for the acquisition of the shares of Gold Mines of Peru SAC (which owns the Rasuhuilca Au Ag project in Peru), the shares in Minera Peru Gold SAC and Compania Minera Sucre SA from Gold Mines of Peru Ltd

• See chapter 19 for defined terms.

24/10/2005Appendix 3B Page 2

Appendix 3B New issue announcement

• 7 Dates of entering +securities 1. Ordinary Shares - 21 June 2012 into uncertificated holdings or 2. Performance Shares – 21 June 2012 despatch of certificates 3. Convertible Note - 20 June 2012

Number +Class 8 Number and +class of all +securities quoted on ASX 157,625,010 Ordinary Shares ( including the securities in clause 2 if applicable) Number +Class 9 Number+securities andnot quoted+class onof ASXall 3,000,000 March 31 2013 – 20 cent options ( including the securities in clause 2 if applicable) 200,000 August 31 2013 – 15 cent options 20,500,000 September 30 2014 – 20 cent options 400,000 May 16 2014 – 8 cent options 14,500,000 Performance Shares 1 Convertible Note with an aggregate face value of $650,000, convertible as to principal to 6,500,000 Shares at a conversion price equal to $0.10 per Share and attracting interest at the rate of 10% per annum.

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

Part 2 - DELETED – NOT APPLICABLE

Part 3 - Quotation of securities

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

34	Type of securities	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)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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

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

• See chapter 19 for defined terms.

24/10/2005Appendix 3B Page 4

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.

Sign here:

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Date: 25 June 2012

Company Secretary

Print name: Graeme Smith

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Laconia Resources Limited ACN 137 984 297 Level 1, 41-43 Ord St West Perth WA 6005

T: +61 8 9486 1599 E: info@laconia.com.au

25 June 2012

Company Announcements Office ASX Limited Exchange Plaza 2 The Esplanade PERTH WA 6000

Dear Sir

ISSUE OF LACONIA RESOURCES LIMITED SHARES – SECONDARY TRADING NOTICE - NOTIFICATION PURSUANT TO PARAGRAPH 708A(5)(e) OF THE CORPORATIONS ACT 2001 ("Act")

On 21 June 2012, Laconia Resources Ltd (" Company ") issued 42,055,000 fully paid ordinary shares (" Securities ").

Secondary Trading Exemption

The 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 Securities noted above will fall within the exemption in section 708A(5) of the Act.

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

• (a) the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act;

• (b) as at 25 June 2012 the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

• (c) as at 25 June 2012 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 Securities.

Yours faithfully,

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Graeme Smith Company Secretary