Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

SOUTHGOBI RESOURCES LTD.

南戈壁資源有限公司*

(a company continued under the laws of British Columbia, Canada with limited liability)

(Stock Code: 1878)

OVERSEAS REGULATORY ANNOUNCEMENT

SouthGobi Resources Ltd. (TSX: SGQ, HK: 1878) has filed the attached material change report in Vancouver, Canada on November 14, 2014 on SEDAR in Canada (www.sedar.com).

By order of the Board

SouthGobi Resources Ltd.

Ms. Kay Priestly

Chairperson

Hong Kong, November 14, 2014

As of the date of this announcement, the executive Director is Mr. Kenneth Ross Tromans, the non- executive Directors are Ms. Kay Priestly, Mr. Bold Baatar, and Mr. Kelly Sanders, and the independent non-executive Directors are Mr. Pierre Bruno Lebel, Mr. Andre Henry Deepwell, and Mr. William Gordon Lancaster.

FORM 51-102F3 MATERIAL CHANGE REPORT 1. NAME AND ADDRESS OF COMPANY

SouthGobi Resources Ltd. (the "Company")
354 - 200 Granville Street Vancouver, BC Canada V6C 1S4

2. DATE OF MATERIAL CHANGE

November 12, 2014.

3. PRESS RELEASE

The press release was issued on November 12, 2014 and was disseminated through the facilities of recognized newswire services. A copy of the press release was filed on SEDAR.

4. SUMMARY OF MATERIAL CHANGE

At a meeting held on November 12, 2014, Ms. Kay Priestly tendered her resignation from the position of Chair of the Company's Board of Directors effective December 1, 2014. At the same meeting, the Board appointed independent Director Mr. Gordon Lancaster as the Company's Interim Chair and appointed Mr. Jeff Tygesen as a Director of the Company. Both appointments will become effective December 1, 2014.

5. FULL DESCRIPTION OF MATERIAL CHANGE

At a meeting held on November 12, 2014, Ms. Kay Priestly tendered her resignation from the position of Chair of the Company's Board of Directors effective December 1, 2014. The Board concurrently appointed independent Director Mr. Gordon Lancaster as the Company's Interim Chair and appointed Mr. Jeff Tygesen as a Director of the Company. Both appointments will become effective December 1, 2014.
Mr. Lancaster has been a Director of the Company since 2010, and is Chair of the Company's Compensation and Benefits Committee and a member of both the Company's Audit Committee and the Nominating and Corporate Governance Committee.
Mr. Tygesen has recently been appointed Chief Executive Officer and a Director of Turquoise Hill Resources effective December 1, 2014, and brings an extensive operational background to the Company's Board. Previously, Mr. Tygesen spent more than 30 years with Rio Tinto in operational roles across multiple product groups as well as technology and innovation and strategic planning. Most recently, he was Vice-President, Copper Development at Rio Tinto Copper Group and was responsible for overseeing Rio Tinto's joint venture interests at its Chilean and Indonesian copper operations.

6. RELIANCE ON SUBSECTION 7.1(2) OR (3) OF NATIONAL INSTRUMENT 51-102

Not applicable.

7. OMITTED INFORMATION

No information has been intentionally omitted from this form.

8. EXECUTIVE OFFICER

The name and business number of the executive officer of the Company who is knowledgeable of the material change and this report is:
Allison Snetsinger
Corporate Secretary
354 - 200 Granville Street
Vancouver, BC V6C 3E1
Telephone: 604-681-6799

9. DATE OF REPORT

DATED at Vancouver, British Columbia this 14th day of November, 2014.

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