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1 ABN: (formerly Southern Crown Resources Limited) ANNUAL REPORT 30 JUNE 2016 Yojee Limited ANNUAL REPORT 2016

2 CORPORATE DIRECTORY BOARD OF DIRECTORS Ed Clarke Managing Director Shannon Robinson Non-Executive Director Mathew Walker Chairman COMPANY SECRETARY Sonu Cheema REGISTERED OFFICE Suite Churchill Ave Subiaco WA 6008 Telephone: (+61) Facsimile: (+61) LAWYERS Steinepreis Paganin Level 4, The Read Buildings 16 Milligan Street PERTH WA 6000 AUDITOR Grant Thornton Audit Pty Ltd The Rialto, Level 30, 525 Collins Street MELBOURNE VIC 3000 SHARE REGISTRY Computershare Investor Services Pty Ltd Level 2, 45 St Georges Terrace PERTH WA 6000 STOCK EXCHANGE LISTING Australian Securities Exchange (ASX) ASX Code: YOJ CONTENTS Corporate Directory 1 Directors Report 2 Auditor s Independence Declaration 13 Directors Declaration 14 Independent Audit Report 15 Consolidated Statement of Profit or Loss and Other Comprehensive Income 17 Consolidated Statement of Financial Position 18 Consolidated Statement of Changes in Equity 19 Consolidated Statement of Cash flows 20 Notes to the Financial Statements 21 Additional Shareholder Information 45 Yojee Limited ANNUAL REPORT

3 DIRECTORS REPORT The Directors of Yojee Limited and its subsidiaries (the Group ) submit herewith their report and the consolidated financial statements of the Group for the financial year ended 30 June In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows: DIRECTORS The names and details of the Company s Directors at any time during or since the end of the financial year are outlined below. Unless otherwise disclosed, all Directors held their office from 1 July 2015 until the date of this report. Mr Mathew Walker - Non-Executive Chairman (Appointed 30 June 2016) Mr. Walker is a businessman and entrepreneur with extensive experience in the management of public and private companies, corporate governance and the provision of corporate advice. In a management career spanning three decades, Mr. Walker has served as executive Chairman or Managing Director for public companies with operations in North America, South America, Africa, Eastern Europe, Australia and Asia. He is co-founder of technology incubator Alchemy Venture Capital and Chairman of boutique corporate advisor Cicero Advisory Services. For twenty five years Mr. Walker has served as Managing Director of his family livestock business, which was sold in part to Australia s largest beef cattle producer the Australian Agricultural Company Limited (ASX: AAC) in 2006, described by AAC at the time as the world s largest and most credentialed full blood herd outside of Japan and is viewed as Australia s premier Wagyu Business. He remains active in the agricultural industry, with extensive family beef cattle interests in both New South Wales and Western Australia, is one of Western Australia s leading grain producers and a known industry advocate for animal welfare. Mr. Walker holds a Bachelor of Business from the University of Technology, Sydney, and is an Economic Development Ambassador for World Vision Australia. During the last three years, Mr Walker has served as a director of ZipTel Limited (resigned 12 June 2014) and Yojee Limited (appointed 30 June 2016). Mr Edward Clarke Managing Director (Appointed 26 May 2016) Mr Clarke is an experienced technology entrepreneur with a background in taking innovative blue ocean technology platforms to market in areas such as real-time communication, big data marketing and e-commerce. As Vice President of Sales for Temasys Communications Pte Ltd, Mr Clarke was part of a team that IBM recognised as a "Top 5 global start-ups to watch in 2014". More recently Mr Clarke has been working as Vice President of Sales and Marketing with Silicon Valley and Asia venture capitalist backed marketing technology platform Ematic which, within its first 12 months, now has over 60 of South East Asia's leading e-commerce retailers as clients. Ms Shannon Robinson - Non-Executive Director (Appointed 20 January 2016) Ms Robinson is a former corporate lawyer and corporate advisor with over 10 years' international experience in providing transaction, mergers and acquisition, strategic, capital raising and general corporate advice to numerous ASX and AIM listed and unlisted companies. Ms Robinson has been a director of several ASX and AIM listed companies and is currently a non-executive director of Spookfish Limited (ASX: SFI) and Fastbrick Robotics Limited (ASX: FBR). Yojee Limited ANNUAL REPORT

4 Mr Sonu Cheema - Company Secretary (Appointed 26 May 2016) Mr Cheema holds the position of Accountant and Company Secretary for Cicero Corporate Services Pty Ltd with experience working with public and private companies in Australia and abroad. Roles and responsibilities conducted by Mr Cheema include completion and preparation of management & ASX financial reports, investor relations, Initial Public Offer (IPO), mergers & acquisitions, management of capital raising activities and auditor liaison. Currently Mr Cheema is Company Secretary for Corizon Limited (ASX: CIZ), Intiger Group Limited (ASX: SRT), Sugar Dragon Limited, CFDT Pty Ltd and Technology Metals Australia Limited. Mr Cheema has completed a Bachelor of Commerce majoring in Accounting at Curtin University and is a CPA member. Mr Rhod Grivas - Executive Chairman (Appointed 30 April 2010, Resigned 30 June 2016) Mr Adrian Hill - Non-Executive Director and Company Secretary (Appointed 31 May 2012, Resigned 26 May 2016) Mr Mark Papendieck - Non-Executive Director (Appointed 30 April 2010, Resigned 20 January 2016) Refer to the Remuneration Report for details of the Directors share and option holdings. PRINCIPAL ACTIVITIES During the year the Company lodged a Prospectus for the proposed acquisition by the Company of 100% of the issued capital of Send Yojee Pty Ltd (ACN ) (formerly Yojee Pty Ltd) ( Yojee ) and successfully completed the prospectus offer of up to 160,498,518 shares at an issue price of 0.02 per share to raise up to 3,209,970 before costs. This Prospectus is a re-compliance prospectus for the purposes of satisfying Chapters 1 and 2 of the ASX Listing Rules and to satisfy ASX requirements for re-listing following a change to the nature and scale of the Company s activities. Prior to the lodgement of the Prospectus the principal activities of the Group consisted of exploration for copper-gold resources within Australia and Alaska; and evaluation of additional acquisition opportunities both within the resource industry and across other sectors globally. Yojee is a company focused on developing a sharing-economy based logistics technology through the creation of the Yojee delivery network and secure blockchain technology platform ( Platform ), initially targeting the Asia-Pacific region. The Platform will be an international collaborative economy technology platform aiming to provide seamless and efficient, on-demand movement of goods and services where and when they are needed. Yojee was founded on the basis that opportunities in e- commerce are growing at a rapid rate, the global population is embracing the sharing-economy and the traditional logistics model provides an opportunity for implementation of these newer technologies, in particular in jurisdictions with immature transport networks. REVIEW OF OPERATIONS Refer to the significant changes in the state of affairs. Yojee Limited ANNUAL REPORT

5 FINANCIAL POSITION The net assets of the consolidated entity at 30 June 2016 were 3,019,581. During the financial year, the company under took an IPO which resulted in raising 3.2 million before costs, as part of the completion of a reverse acquisition of the company formerly known as Southern Crown Resources (ASX: SWR). The consolidated entity s working capital, being current assets less current liabilities is 3,019,581 at 30 June During the period the consolidated entity had negative cash flows from operating activities of 345,193. As a result of the above the Directors believe the consolidated entity is in a strong and stable position to expand and grow its current operations. SIGNIFICANT CHANGES IN STATE OF AFFAIRS On 29 April 2015, the Company signed a binding terms sheet to acquire all of the shares in Homepeople Corporation, the owner of the ROMIO mobile application and associated platform, a next generation social media crowd-sourced review and recommendation provider. However, on 31 July 2015, the Company announced that it had given formal notice terminating that agreement. Subsequently, the Company announced on 23 December 2015 that it had entered into a conditional exclusive agreement with Yojee to acquire 100% of its issued capital, pursuant to which the Company was granted an option to undertake due diligence ( Yojee Option ). The Company subsequently paid a 50,000 non-refundable option fee. On 20 January 2016, the Company announced that, after undertaking its due diligence, it had exercised the Yojee Option, upon which the Company: (a) made a non-refundable payment of 250,000 to Yojee to exercise the option; and (b) entered into a formal share sale agreement ( Acquisition Agreement ) with Yojee and the major shareholders of Yojee ( Major Shareholders ) to conditionally acquire 100% of the issued capital in Yojee ( Acquisition ). On 20 April 2016, the Company lodged a prospectus of the offer of up to 160,498,518 Shares at an issue price of 0.02 per Share to raise up to 3,209,970 (before costs). The prospectus offer closed oversubscribed on 9 May On 26 April 2016, the Company received shareholder approval at the General Meeting of Shareholders for the 100% acquisition of Yojee and its securities were suspended from trading pending compliance with ASX Listing Rules Chapters 1 and 2. As consideration for the acquisition of 100% of Yojee, the Company issued the following securities in the capital of the Company to the shareholders of Yojee ( Consideration Securities ): million shares ( Consideration Shares ); million unlisted options (exercisable at 0.02; expiring 5 years from issue) ( Consideration Options ) Yojee Limited ANNUAL REPORT

6 - 200 million performance shares that will convert to ordinary shares based on achievement of the following milestones ( Performance Shares ): (a) 50 million Class A Performance Shares upon Yojee achieving 3 million consolidated revenue within 36 months of completion of the transaction or upon Yojee launching the Yojee operational platform on two of the Android, ios or Desktop devices and the 20 day volume weighted average price ( vwap ) of the Shares trading at 0.20 or higher; (b) 50 million Class B Performance Shares upon Yojee achieving 5 million consolidated revenue within 48 months of completion of the transaction or upon Yojee launching the Yojee operational platform on two of the Android, ios or Desktop devices and the 20 day vwap of the Shares trading at 0.20 or higher; (c) 50 million Class C Performance Shares upon Yojee achieving 7 million consolidated revenue within 54 months of completion of the transaction or upon Yojee launching the Yojee operational platform on two of the Android, ios or Desktop devices and the 20 day vwap of the Shares trading at 0.20 or higher; (d) 50 million Class D Performance Shares upon Yojee achieving 10 million consolidated revenue within 60 months of completion of the transaction or upon Yojee launching the Yojee operational platform on two of the Android, ios or Desktop devices and the 20 day vwap of the Shares trading at 0.20 or higher. On 2 June 2016, the Company confirmed that in accordance with the shareholder approvals received at the General Meeting held on 26 April 2016 and pursuant to the prospectus dated 19 April 2016, it has completed the acquisition of Yojee and confirmed its change of company name to Yojee Limited as registered with ASIC. In addition, Yojee has also changed its name to Send Yojee Pty Ltd as registered with ASIC. Upon completion of the reverse acquisition with the Company issued 160,498,518 fully paid ordinary shares along with consideration securities. On 14 June 2016, the Company was reinstated to official quotation and commenced trading on the ASX trading platform. There were no other significant changes in the state of affairs of the Company during the financial year. EVENTS SUBSEQUENT TO REPORTING DATE On 12 July 2016 the Company announced a new platform technology company delivering powerful logistics and supply chain management capabilities via its world class software to the South East Asian region, has registered 15,522 vehicles within its network and established 229 transport hubs (logistics warehouses) across Australia and the South East Asia region during the first half On 15 July 2016 the Company announced that it had entered into a collaborative partnership with Thailand s largest media company, Nation Multimedia Group (NML) with the signing of a memorandum of understanding (MOU). On 8 August 2016 the Company advised that it had signed a memorandum of understanding with Heiniger Australia, a global leader in the manufacturing and supply of agricultural machinery, to further improve security, efficiency and freight capacity. Yojee Limited ANNUAL REPORT

7 On 18 August 2016, the Company advised that the Yojee Driver app is now available in the ios app store and Google Play store for Andriod to enable a pilot period to be run during Q3 and Q4 of the 2016 calendar year, which depending on the feedback from carriers on the user experience and feature requirements, will then be made available to the wider Yojee partner network. DIVIDENDS No dividend has been declared or paid since the incorporation of the Group on 30 April 2010 and the Directors do not recommend the payment of any dividend in respect of the financial year ended 30 June ENVIRONMENTAL REGULATIONS During the period the Group held a participating interest in a mineral exploration tenement, this tenement was subsequently relinquished. The various authorities granting such tenements require the tenement holder to comply with the terms of the grant of the tenement and all directions given to it under those terms of the tenement. There have been no known breaches of the tenement conditions, and no such breaches have been notified by any government agency during the financial year ended 30 June SHARE OPTIONS Options over ordinary shares of Yojee Limited at the date of this report are as follows: Item Opening Balance Exercise Price of Options Expired Options Granted Options Closing Balance Expiry Date of Options Unlisted Options 500, (500,000) Jul 2015 Unlisted Options 500, (500,000) Jun 2016 Unlisted Options 500, (500,000) Jun 2016 Unlisted Options 1 2,000, ,000, Mar 2017 Unlisted Options ,000, ,000, May 2021 Unlisted Options ,000,000 22,000, May ,500,000 - (1,500,000) 122,000, ,000,000 1 On 17 December 2014, the Group granted 2,000,000 share options to Directors and/or their nominees. The primary purpose of the grant of the Related Party Options to the Related Parties is to provide a performance linked incentive component in the remuneration package for the Related Parties to motivate and reward the performance of the Related Parties in their respective roles as Directors. 2 Unquoted Options exercisable at 0.02 each on or before the date that is 5 years from the date of issue of the Options. 3 5,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.07 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); 5,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.10 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); 5,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.15 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); and 7,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.20 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued). Yojee Limited ANNUAL REPORT

8 REMUNERATION REPORT (AUDITED) The Directors of Yojee Limited present the Remuneration Report prepared in accordance with the Corporations Act 2001 and the Corporations Regulations The remuneration report is set out under the following main headings: a. Principles used to determine the nature and amount of remuneration b. Details of remuneration c. Service agreements d. Share-based remuneration e. Other information a. Principles used to determine the nature and amount of remuneration The remuneration of the Group has been designed to align Director and Executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering longterm incentives based on key performance areas. The Board believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best Executives and Directors to run and manage the Group, as well as create goal congruence between Directors, Executives and shareholders. Executive Director Remuneration In determining the level and make-up of executive remuneration, the Board negotiates a remuneration to reflect the market salary for a position and individual of comparable responsibility and experience. Due to the limited size of the Group and of its operations and financial affairs, the use of a separate remuneration committee is not considered appropriate. Remuneration is regularly compared with the external market by participation in industry salary surveys and during recruitment activities generally. If required, the Board may engage an external consultant to provide independent advice in the form of a written report detailing market levels of remuneration for comparable executive roles. No external remuneration consultant was used during the period. All remuneration paid to Directors and Executives is valued at the cost to the Group and expensed. Options are valued using either the Black-Scholes or Monte Carlo methodology. Non-Executive Director Remuneration Non-Executive Directors fees are paid within an aggregate limit which is approved by the shareholders. The limit of Non-Executive Director fees was set at a maximum of 250,000 at a Board meeting held on 12 May Retirement payments, if any, are agreed to be determined in accordance with the rules set out in the Corporations Act 2001 at the time of the Director s retirement or termination. Non-Executive Directors remuneration may include an incentive portion consisting of bonuses and/or options, as considered appropriate by the Board, which may be subject to shareholder approval in accordance with the ASX Listing Rules. Performance Based Remuneration Remuneration packages do not include performance-based components. An individual member of staff s performance assessment is done by reference to their contribution to the Group s overall operational achievements. Yojee Limited ANNUAL REPORT

9 Relationship between the remuneration policy and company performance The table below sets out summary information about the Group s earnings and movements in shareholder wealth. The current period results relate to Yojee as outlined within this annual report while the comparative information relates to Southern Crown Resources Limited. 30 June June Net profit/(loss) after tax (6,215,427) (1,683,387) (289,751) (456,222) (1,941,815) Dividends (cents per share) Share price Basic EPS (cents) (5.12) (4.05) (0.97) (1.52) (5.55) Diluted EPS (cents) (5.12) (4.05) (0.97) (1.52) (5.55) June June June 2012 The remuneration of the Directors is not linked to the performance, share price or earnings of the Group. Voting and comments made at the company s last Annual General Meeting Yojee Limited received no votes against its Remuneration Report for the financial year ended 30 June The company received no specific feedback on its Remuneration Report at the Annual General Meeting held on 30 November b. Details of Remuneration Details of the nature and amount of each element of the remuneration of each key management personnel of Yojee Limited are as follows: 30 June 2016 Short-term benefits Directors Salary and Fees Postemployment Superannuation Equity based compensation Shares Options Executive Directors Mr R Grivas 127,846 11, ,421 Mr E Clarke 1 88, ,002 91,779 Non-Executive Directors Mr M Walker Ms S Robinson 2 45,618 1, ,102 Mr M Papendieck Mr A Hill 23,333 35,000 2,217 3, ,550 38,325 Total 320,574 18,601-3, ,177 1 Mr Ed Clarke is engaged in a managing director capacity for Yojee Pte Ltd the Singapore based wholly owned subsidiary company. Fees are paid in Singapore dollars (SGD) and are converted at the spot rate for the period ending 30 June Ms S Robinson received 30,000 corporate advisory fee from Send Yojee Pty Ltd during the year ended 30 June Yojee Limited ANNUAL REPORT

10 30 June 2015 Short-term benefits Directors Salary and Fees Postemployment Superannuation Equity based compensation Shares Options Executive Directors Mr R Grivas 1 137,875 11,400-2, ,091 Total Non-Executive Directors Mr M Papendieck 35,000 Mr A Hill 35,000 3,325 3, ,127 1,690 39,452 40, ,875 18,050-5, ,558 1 Mr R Grivas role changed from Non-Executive Director to Executive Director effective 1 April Payments to Mr Grivas included an amount of 17,875 paid to Goodheart Pty Ltd relating to due diligence work performed by Mr Grivas. Mr Grivas is a Director of Goodheart Pty Ltd. c. Service Agreements During the period Yojee Limited had a management services agreement in place with Westoria Capital Pty Ltd which has provided various advisory, company secretarial, accounting and other administrative services. Westoria Capital was paid 92,100 for these services in addition to 9,900 for office rent during the financial year ended 30 June Mr Adrian Hill is an Executive Director of Westoria Capital Pty Ltd. On 25 May 2016, the Company engaged Cicero Corporate Services Pty Ltd for administrative and company secretarial services. Cicero Corporate Services Pty Ltd is paid 8,800 per month for these services. Mr Mathew Walker is a Director of Cicero Corporate Services Pty Ltd. d. Share Based Remuneration Options Issued as Part of Remuneration for the financial year ended 30 June 2016 On 14 June 2016, the Group granted 13,000,000 share options to the Managing Director Ed Clarke with 3,002 recognised as an expense for the year ended 30 June The primary purpose of the grant of the options to the executive was to provide a performance linked incentive component in the remuneration package for the executive to motivate and reward the performance of the executive in his role as Managing Director of the Group. These options vest upon the executive remaining employed by the Group at the time in which the following vesting conditions are met with the last exercise date being 27 May 2021: 3,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.07 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); 3,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.10 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); 3,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.15 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued); and 4,000,000 unquoted options vesting on the 20 day VWAP of Shares being equal to or in excess of 0.20 per Share (exercisable at 0.07 on or before the fifth anniversary of the date on which they were issued). Yojee Limited ANNUAL REPORT

11 The following provide details of the options granted: Number Grant date Value per option Value of options Number vested Exercise price () granted at grant date () at grant date () 3,000, June , ,000, June , ,000, June , ,000, June , Shares Issued as Part of Remuneration for the financial year ended 30 June 2016 No shares were issued during the period as part of the compensation. e. Other Information The following table provides details of shares and options held by Key Management Personnel. Share and Option holdings of Directors and Key Management Personnel or their nominees The relevant interest of each director in the shares and options over such shares issued by the companies within the Group and other related bodies corporate, as notified by the directors to the ASX in accordance with S205G(1) of the Corporations Act 2001, as at 30 June 2016 is as follows: Ordinary Shares No. Shares Performance Shares No. Options No. Exercise Price Options First exercise date Last exercise Mr M Walker 10,000, Mr E Clarke ,000, May 2021 Ms S Robinson 7,500,000 10,000,000 5,000, May 2021 Mr R Grivas 796,667-1,000, Mar 2017 Mr M Papendieck 25, , Mar 2017 Mr A Hill 485, , Mar 2017 The movement during the reporting period in the number of options over ordinary shares in Yojee Limited held, directly, indirectly or beneficially, by each key management person, including their related parties, is as follows: date 2016 Opening Balance Granted as Compensation Exercised Other Changes Vested and exercisable at 30 June 2016 Unvested at 30 June 2016 Mr M Walker Mr E Clarke - 13,000, ,000,000 Ms S Robinson ,000,000 5,000,000 - Mr R Grivas 1,500, (500,000) 1,000,000 - Mr M Papendieck 400, ,000 - Mr A Hill 600, ,000 - Total 2,500,000 13,000,000-4,500,000 7,000,000 13,000,000 Yojee Limited ANNUAL REPORT

12 Share holdings by Directors and Key Management Personnel or their nominees 2016 Opening Balance Conversion of Options Compensation Purchased/ (Sold) Balance 30 June 2016 Mr M Walker ,000,000 10,000,000 Mr E Clarke Ms S Robinson ,500,000 10,000, ,500,000 10,000,000 Mr R Grivas 796, ,667 Mr M Papendieck 25, ,000 Mr A Hill 485, ,594 Total 1,307, ,500,000 28,807, ,000,000 Performance Shares (being 2,500,000 Class A Performance Shares, 2,500,000 Class B Performance Shares, 2,500,000 Class C Performance Shares and 2,500,000 Class D Performance Shares). f. Loans/Payables to Key Management Personnel As at 30 June 2016 there were no loans or payables to the Company key management personnel. g. Other transactions with Key Management Personnel Other transactions with Key Management Personnel during the financial year ended 30 June 2016 are detailed in Note 17 and 20. DIRECTORS MEETINGS The following table sets out the number of Directors meetings held during the financial year ended 30 June 2016 and the number of meetings attended by each Director. During the period, 3 Board meetings were held. There is no separate nomination, remuneration or audit committee. Name Board Meetings Held Eligible to attend Attended M Walker E Clarke S Robinson Mr R Grivas Mr M Papendieck Mr A Hill INDEMNIFICATION OF OFFICERS AND AUDITORS During the financial period, the Group renewed a premium in respect of a contract insuring the Directors of the Group (as named above), the company secretary and all executive officers of the Group and of any related body corporate against a liability incurred as such as a director, secretary or executive officer to the extent permitted by the Corporations Act The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium. The Group has not otherwise, during or since the end of the period, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Group or of any related body corporate against a liability incurred as such an officer or auditor. Yojee Limited ANNUAL REPORT

13 NON-AUDIT SERVICES The Directors are satisfied that the provision of the non-audit services, during the year by the auditor (or by another person or firm on the auditor s behalf) is compatible with the general standards of independence for auditors imposed by the Corporations Act No officers of the Group are former partners of Grant Thornton. PROCEEDINGS ON BEHALF OF THE COMPANY No person has applied to the Court under Section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. AUDITOR S INDEPENDENCE DECLARATION A copy of the auditor s independence declaration under s.307c of the Corporation Act 2001 in relation to the audit of the full year is included in page 13. Grant Thornton Audit Pty Ltd continues in office in accordance with s. 327 of the Corporations Act Signed in accordance with a resolution of the Directors made pursuant to s.298(2) of the Corporations Act On behalf of the Directors Mathew Walker Chairman 30 September 2016 Yojee Limited ANNUAL REPORT

14 The Rialto, Level Collins St Melbourne Victoria 3000 Correspondence to: GPO Box 4736 Melbourne Victoria 3001 T F E info.vic@au.gt.com W Auditor s Independence Declaration To the Directors of Yojee Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Yojee Limited for the period ended 30 June 2016, I declare that, to the best of my knowledge and belief, there have been: a b no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit. GRANT THORNTON AUDIT PTY LTD Chartered Accountants Brad Taylor Partner - Audit & Assurance Melbourne, 30 September 2016 Grant Thornton Audit Pty Ltd ACN a subsidiary or related entity of Grant Thornton Australia Ltd ABN Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another s acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

15 DIRECTOR S DECLARATION In the Director s opinion: a. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; b. the attached financial statements and notes thereto are in compliance with International Financial Reporting Standards, as stated in Note 3 to the financial statements; and c. the attached financial statements and notes thereto, are in accordance with the Corporations Act 2001, including compliance with Australia Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and give a true and fair view of the financial position and performance of the Group. The Directors have been given the declarations required by s.295a of the Corporations Act Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the Corporations Act On behalf of the Directors Mathew Walker Chairman 30 September 2016 Yojee Limited ANNUAL REPORT

16 The Rialto, Level Collins St Melbourne Victoria 3000 Correspondence to: GPO Box 4736 Melbourne Victoria 3001 INDEPENDENT AUDITOR S REPORT TO THE MEMBERS OF YOJEE LIMITED T F E info.vic@au.gt.com W Report on the Financial Report We have audited the accompanying financial report of Yojee Limited (the Company), which comprises the consolidated statement of financial position as at 30 June 2016, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the period then ended, notes comprising a summary of significant accounting policies and other explanatory information and the directors declaration of the consolidated entity comprising the Company and the entities it controlled at the period s end or from time to time during the financial period. Directors Responsibility for the Financial Report The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act The Directors responsibility also includes such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. The Directors also state, in the notes to the financial report, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, the financial statements comply with International Financial Reporting Standards. Auditor s Responsibility Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require us to comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. Grant Thornton Audit Pty Ltd ACN a subsidiary or related entity of Grant Thornton Australia Ltd ABN Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another s acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

17 In making those risk assessments, the auditor considers internal control relevant to the Company s preparation of the financial report that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act Auditor s Opinion In our opinion: a the financial report of Yojee Limited is in accordance with the Corporations Act 2001, including: b i ii giving a true and fair view of the consolidated entity s financial position as at 30 June 2016 and of its performance for the period ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001; and the financial report also complies with International Financial Reporting Standards as disclosed in the notes to the financial statements. Report on the Remuneration Report We have audited the Remuneration Report included in pages 7 to 11 of the directors report for the period ended 30 June The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Auditor s Opinion on the Remuneration Report In our opinion, the Remuneration Report of Yojee Limited for the period ended 30 June 2016, complies with section 300A of the Corporations Act GRANT THORNTON AUDIT PTY LTD Chartered Accountants Brad Taylor Partner - Audit & Assurance Melbourne, 30 September 2016

18 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Note 30 June 2016 Revenue Interest revenue 5 6,322 Other 5 300,000 Expenses Listing expense on reverse acquisition 6 (5,862,028) Employee benefits expense (339,175) Consulting fees and other expenses (258,682) Auditor Remuneration (33,000) Professional fees (7,500) Director fees (10,830) Share based payments expense (5,007) Exploration expenditure impaired 14 (5,527) Loss before income tax expense (6,215,427) Income tax expense 7 - Loss attributable to members of the parent entity (6,215,427) Other comprehensive income - Total comprehensive loss (6,215,427) Loss per share 24 Cents per Share Basic loss per share (5.12) Diluted loss per share (5.12) The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. Yojee Limited ANNUAL REPORT

19 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2016 Note As at 30 June 2016 Current Assets Cash and cash equivalents 10 3,001,472 Trade and other receivables 11 33,787 Other current assets 12 43,046 Loans receivable 13 - Total Current Assets 3,078,305 Non-Current Assets Tenement acquisition and exploration costs 14 - Total Non-Current Assets - Total Assets 3,078,305 Current Liabilities Trade and other payables 15 58,724 Total Current Liabilities 58,724 Net Assets 3,019,581 Equity Share capital 16 9,230,001 Option Reserves 5,007 Accumulated losses (6,215,427) Total Equity 3,019,581 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. Yojee Limited ANNUAL REPORT

20 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Share Capital Option Reserve Accumulated Losses Balance at 27 October 2015 (date of incorporation) Total Shares issued during the period Send Yojee Pty Ltd 230, ,000 Deemed fair value of existing SWR shares at acquisition 2,580, ,580,059 Deemed fair value of IPO shares at acquisition 6,419, ,419,941 Options granted - 5,007-5,007 Total comprehensive loss for the period - - (6,215,427) (6,215,427) Balance at 30 June ,230,001 5,007 (6,215,427) 3,019,581 The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. Yojee Limited ANNUAL REPORT

21 CONSOLIDATED STATEMENT OF CASH FLOWS Note 30 June 2016 Cash Flows From Operating Activities Interest received 6,322 Option fee 300,000 Payments to suppliers and employees (651,515) Net cash from (used in) operating activities 22 (345,193) Cash Flows From Investing Activities Purchase of tenements, acquisitions and exploration costs (5,527) Net proceeds of cash from acquisition of business 6 3,122,191 Net cash from (used in) investing activities 3,116,664 Cash Flows From Financing Activities Proceeds from issue of equity securities 230,001 Net cash flows from financing activities 230,001 Net change in cash and cash equivalents 3,001,472 Cash and cash equivalents at beginning of period - Cash and cash equivalents at the end of period 10 3,001,472 The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes Yojee Limited ANNUAL REPORT

22 1. GENERAL INFORMATION Yojee Limited (the Company ) is a company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange (ASX). Yojee Limited is a for-profit entity for the purpose of preparing the financial statements. The addresses of its registered office and principal place of business are disclosed in the introduction to the financial report. The principal activities of the Company and its subsidiaries (the Group ) are described in the Director s Report. 2. ADOPTION OF NEW AND REVISED ACCOUNTING STANDARDS New, revised or amending Accounting Standards and Interpretations adopted The consolidated entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ( AASB ) that are mandatory for the current reporting period. Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the consolidated entity. The following Accounting Standards and Interpretations are most relevant to the consolidated entity: AASB Amendments to Australian Accounting Standards - Offsetting Financial Assets and Financial Liabilities AASB Amendments to AASB Recoverable Amount Disclosures for Non- Financial Assets AASB Amendments to Australian Accounting Standards - Novation of Derivatives and Continuation of Hedge Accounting AASB Amendments to Australian Accounting Standards - Investment Entities AASB Amendments to Australian Accounting Standards (Parts A to C) 3. SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies adopted in the preparation of the financial statements are set out below. 3.1 Statement of Compliance These financial statements are general purpose financial statements which have been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and Interpretations, and comply with other requirements of the law. Yojee Limited ANNUAL REPORT

23 Australian Accounting Standards incorporate International Financial Reporting Standards (IFRS s) as issued by the International Accounting Standards Board. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with IFRS s. The financial statements were authorised for issue by the directors on 30 September Basis of preparation The financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted. 3.3 Principles of consolidation The consolidated financial statements incorporate the financial statements of the Company and entities (including special purpose entities) controlled by the Company and its subsidiaries as listed in Note 27 (collectively the Group ). Control is achieved where the Company is exposed, or has rights to variable returns from its involvement with the subsidiary and has the ability to affect those returns. All inter-company balances and transactions between entities, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries are consistent with those policies applied by the parent entity. Reverse asset acquisition Yojee Limited (formerly Southern Crown Resources Limited) (Yojee) is listed on the Australian Securities Exchange. The Company completed the 100% legal acquisition of Send Yojee Pty Ltd (Send Yojee) and its 100% wholly owned Singaporean subsidiary company Yojee Pte Ltd on 14 June Send Yojee (the legal subsidiary) was deemed to be the acquirer for accounting purposes as it obtained control over the operations of the legal acquirer Yojee (accounting subsidiary). Accordingly, the consolidated financial statements of Yojee have been prepared as a continuation of the financial statements of Send Yojee from the date of incorporation being 27 October Send Yojee (as the deemed acquirer) has accounted for the acquisition of Yojee from 14 June There is no comparative information presented in the consolidated financial statements for Send Yojee as the Company was incorporated during the current financial period. The impact of the reverse acquisition on each of the primary statements is as follows: The consolidated statement of profit or loss and other comprehensive income: - for the year to 30 June 2016 comprises of approximately nine months of Send Yojee and the period from 14 June 2016 to 30 June 2016 of Yojee. The consolidated statement of financial position: - as at 30 June 2016 represents both Send Yojee and Yojee. Yojee Limited ANNUAL REPORT

24 The consolidated statement of changes in equity: - for the year ended 30 June 2016 comprises Send Yojee's loss for the year and transactions with equity holders for twelve months. It also comprises Yojee transactions within equity from 14 June 2016 to 30 June 2016 and the equity value of Send Yojee and Yojee at 30 June The number of shares on issue at year end represent those of Yojee only. The consolidation statement of cash flows: - for the year to 30 June 2016 comprises approximately nine months of Send Yojee and the period from 14 June 2016 to 30 June 2016 of Yojee. Refer to note 6 for further details. 3.4 Going Concern The financial report has been prepared on the going concern basis which contemplates continuity of normal business activities and realization of assets and settlement of liabilities in the ordinary course of business. The going concern of the Group is dependent upon it maintaining sufficient funds for its operations and commitments. The Directors continue to monitor the ongoing funding requirements of the Group. The Directors are confident that current funds are sufficient to enable the Group to continue as a going concern and as such are of the opinion that the financial report has been appropriately prepared on a going concern basis. The following significant accounting policies have been adopted in the preparation and presentation of the financial report: 3.5 Revenue Recognition Revenue is measured at the fair value of the consideration received or receivable. Revenue is recognized when it is probable that the economic benefit will flow to the Group and the revenue can be reliably measured Interest Revenue Interest revenue is recognized when it is probable that the economic benefits will flow to the Group and the amount of revenue can be measured reliably. Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset s net carrying amount on initial recognition. 3.6 Share based payments Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the equity instrument at the grant date. Fair value is determined by application of either the Black-Scholes or Monte Carlo methodology. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group s estimate of shares that will eventually vest. At the end of each reporting period, the Group revises its estimate of the number of Yojee Limited ANNUAL REPORT

25 equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the option reserve. No amounts have been recognised in the financial statements in respect of other equity-settled shared based payments. Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of goods or services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service. For cash-settled share-based payments, a liability is recognized for the goods or services acquired, measured initially at the fair value of the liability. At the end of each reporting period until the liability is settled, and at the date of settlement, the fair value of the liability is re-measured, with any changes in fair value recognized in profit or loss for the year. 3.7 Taxation The income tax expense (revenue) comprises current income tax expense (income) and deferred tax expense (income) Current tax Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority Deferred tax Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred tax assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary Yojee Limited ANNUAL REPORT