MGX RESOURCES LIMITED — Major Shareholding Notification 2006

Dec 19, 2006

page 2/2 15 July 2001 604

Form 604 Corporations Act 2001 Section 6718 Notice of change of interests of substantial holder
To Company Name/Scheme	Mount Gibson Iron Limited (MGI)
ACNJARSN	008 670 817
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	Shougang Holding (Hong Kong) Limited (Shougang Holding)
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated	18 / 12 / 2006 13/12/2006 13/12/2006
2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) In when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

---------		Previous notice		Present notice
	Class of securities (4)	Voting power (5) Parson's votes		Person's votes	Voting power (5)
		__ 96.127,843	$-1$ 14.26	96,127,343	13.11
	Crdinary ___

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a ralevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	s Die günstenmal immer was werten er im de Person whose relevant interest changed	Nature of change (6)	Consideration olven in relation to change $(7)$	Class and number of securities affected	Person's votes affected
i18 / 12 / 2006	Shougang Holding	Reduction in relevant limberest as a result of a the dilutive impact of lthe 21,091,039 shares issued by MGI ion 18 December 12000	IN/A	Shougang Holding's 96,127,843 lentire relevant interest was affected investments Limited. lby the dilution (98,127,843 ordinary Limited, Citigroup lahares)	KNew Fortress Honest Opportunity Nominee Pte Limited)

4. Present relevant interests

nt interest of the substantial holder in voting securities after the change are as follows: Particula

IS OF EACH REGARDED INTEREST OF THE SUBSPAINTER HOMES IN TWO SET Holder of relevant Interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant Interest $(6)$	Class and number of securities	Person's votes
Shougang Holding	Citigroup Nominee Pte Timely Rich Limited ∟mited		A holder of more than 20% of Timely Rich Limited	19,754,646 ordinary 19,754,646 shares
Shougang Holding	New Fortress Investments Limited land Honest Opportunity Limited (in (in respect of and Merrill Lynch (Australia) Nominees (Ltd (in respect of i28.000.000).	Fortune Desire Invastments Limited Success Investments and Net Success Limited (in respect of Investments Limited 28,000 000)	A holder of more than 20% of Shanghai Merchants Holdings Limited, Fortune respect of 48,373,197) [48,373,197) and Net Desire Investments Limited. (Section 608(3)(a))	76,373,197 ordinary 76,373,197 shares

The persons who have become associated (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if	Nature of association
applicable)

6. Addresses

The addresses of persons pamed in this form are as follows:

Name	Address
Shougang Holding (Hong Kong) Limited and Timely Rich Limited	7th Floor, Bank of East Asia Harbour View Centre, 56 Gloucester Road, Wanchai, Hong Kong
All other parties	C/- Shanghai Merchanta Holdings Limited, Rooms 2808-10, 28th Floor, 71 Des Voeux Road Central, Hong Kong

Signature

	print name Cao Zhong			capacity	Director
sign here				date	19/12/2006

DIRECTIONS

• If there are a rumber of substantial holders with similar or related relevant Interests (eg. a corporation and its related corporations, or the manager and
  trustee of an equity trust), the names could be included in an ann $(1)$ is clearly set out in paragraph 6 of the form.
• See the definition of "associate" In section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $\left($
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The parson's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$

include details of: $(5)$

• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy any televisia syndems in or oncer of constanties because of which are oneige in referent merced cocambia. In consciousn't may appeas, a contract,
  of any document setting out the terms of any relevant agreement, and a state $(a)$
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the
  securities to which the relevant interest relates (indicating clearly the $(b)$

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• Details of the consideration must include any and all banefits, money and other, that any person from whom a relevant interest was acquired has, or may,
  become entitled to receive in relation to that acquiration. Details m $(7)$ accurate engines to receive an islanding original consequences and the substantial holder or its associate in relation to the acquisitions, even if they contingency. Details must be included on any benefit paid on behalf o are not paid directly to the person from whom the relevant interest was acquired.
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$