China Railway FSDI Signs KWG Standstill Agreement

TORONTO, ONTARIO--(Marketwired - Nov. 24, 2015) - KWG Resources Inc. (CSE:KWG) ("KWG") and China Railway First Survey & Design Institute Group Co., Ltd. ("FSDI") have signed a Confidentiality and Non-Disclosure Agreement arranged by Golden Share Mining Corporation (TSX VENTRUE:GSH) ("GSH"), which includes a three-year standstill provision, to enable the scoping and engineering data of KWG subsidiary Canada Chrome Corporation ("CCC") to be made available for examination and analysis by FSDI. The parties intend to explore the possibility of a negotiated transaction between them for FSDI to undertake a feasibility study for KWG on all aspects of the construction of a Ring of Fire transportation corridor and railroad, including terms for construction financing facilities. FSDI has begun its review of the CCC data and advises that it will deliver a proposal to the parties as soon as possible in preparation for discussions in early 2016.

To advance the ongoing anticipated negotiations, CCC has engaged GSH as its representative and advocate in China. GSH is indirectly controlled by the Beijing Institute of Geology for Mineral Resources, a Chinese State Owned Enterprise. As a completion incentive, CCC will grant to GSH a finder's fee for capital expenditures made by FSDI and its affiliates and associates for any transportation assets with which the CCC lands are improved, of 1% of all construction expenditures, payable on substantial completion of construction and thereafter a royalty on revenues generated by such transportation assets of 1.5% of freight revenues, payable quarterly.

To secure access to its mineral interests in the Ring of Fire, in 2010 CCC staked mineral claims along a 340 kilometre long route covering a series of sand ridges. These claims traverse the traditional territories of the Aroland and Marten Falls First Nations who accordingly have a keen interest in development of any transportation corridor along that alignment. The interests of these two First Nations and their Matawa Tribal Council neighbours must be accommodated for any construction to proceed and are expected to be negotiated as part of the feasibility study process.

About FSDI:

Established in 1953, China Railway First Survey & Design Institute Group Co., Ltd. ("FSDI") holds 26 national Grade-A complex qualification certificates for engineering survey, design, supervision and consultation.

Over the past 60 years since establishment, FSDI has led the design and construction of over 48,000 km of railways represented by western China's railway network, and undertaken over 5,000 km of high-speed railways which have been in operation or are under construction in China.

FSDI has undertaken rail transit projects in over 30 cities of China, fully covering the whole process or industrial chain of planning, design, consultation, supervision, EPC and general property development of means of transport such as subway, light rail and tramcar. It has also undertaken railway, highway and subway consultation and design projects measuring a total of over 2,000 kilometers in over 40 countries.

FSDI's complete survey & design technologies have been up to domestic or world advanced standards in fields such as mountain railways, plateau permafrost railways, desert railways, electrified railways, super long tunnels, large railway hubs or marshalling stations, wireless train control, command scheduling systems, and large interchange engineering.

About KWG:

KWG has a 30% interest in the Big Daddy chromite deposit and the right to earn 80% of the Black Horse chromite where resources are being defined. KWG also owns 100% of CCC which has staked claims and conducted a surveying and soil testing program, originally for the engineering and construction of a railroad to the Ring of Fire from Aroland, Ontario. KWG subsequently acquired patent interests, including a method for the direct reduction of chromite to metalized iron and chrome using natural gas. The company has determined that the reduction method can be employed to metalize finely ground chromite which could also be recovered from slurry delivered to Aroland in an underground pipeline constructed within the CCC claims.

Cautionary Note Regarding Forward‐Looking Statements: This Press Release contains or refers to "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", "is expected", "budget", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "occur" or "be achieved". All information, other than information regarding historical fact that addresses activities, events or developments that KWG believes, expects or anticipates will or may occur in the future is forward-looking information. Forward-looking information contained in this Press Release is subject to a number of risks and uncertainties that may cause the actual results of KWG to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, KWG. Should one or more of these risks and uncertainties occur, such as: the parties failing to explore the possibility of a negotiated transaction between them for FSDI to undertake a feasibility study for KWG on all aspects of the construction of a Ring of Fire transportation corridor and railroad, including terms for construction financing facilities; the actual results of current exploration programs; risks normally incidental to exploration and development of mineral properties; the uncertainty of mineral resources estimates; uncertainties in the interpretation of drill results; the possibility that future exploration, development or mining results will not be consistent with expectations; the grade and recovery of ore varying from estimates; the general risks associated with the mining industry; adverse changes in commodity prices; currency and interest rate fluctuations; increased competition and general economic and market factors, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, or expected. We do not intend and do not assume any obligation to update these forward‐ looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such forward‐looking statements.

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