Fountain Set (Holdings) Limited — Proxy Solicitation & Information Statement 2007

Mar 21, 2007

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(Incorporated in Hong Kong with limited liability)

(Stock Code: 236)

PROXY FORM

I/We (note 1)

of

being registered holder(s) of (note 2)

shares of HK$0.50 each of

San Miguel Brewery Hong Kong Limited (“the Company”) hereby appoint the Chairman of the meeting (note 3)

or

of

or failing him

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf at the Forty-Fourth Annual General Meeting of the Company to be held at Sheraton Hong Kong Hotel & Towers, 20 Nathan Road, Tsimshatsui, Kowloon, Hong Kong on 16 April 2007 at 3:00pm (Shareholders registration will start at 2:30pm) and at any adjournment(s) thereof on the undermentioned resolutions as indicated:

		See	_(note _	_(note _	4)
	For					Against

			See(note4)
1.2.3.
			ForAgainst
		To receive and consider the audited Financial Statements, the Reportof the Directors and the Independent Auditor’s Report for the yearended 31 December 2006.
		(a)To re-elect Mr. Ramon S. Ang as a director.(b)To re-elect Mr. Faustino F. Galang as a director.(c)To re-elect Mr. Ferdinand K. Constantino as a director.(d)To elect Mr. Carlos Antonio M. Berba as a director.(e)To elect Mr. Francis H. Jardeleza as a director.
		To appoint KPMG as auditors of the Company and authorize thedirectors to fix their remuneration.

witness my/our hand this	day of	2007.Signature(s)

Notes:

1. Please insert full name(s) and address(es) in BLOCK LETTERS .

2. Please insert the number of shares registered in your name(s). If no such indication is given, this proxy form will be deemed to relate to all the shares of the Company registered in your name(s).

3. If any proxy other than the chairman of the meeting is preferred, please cross out the words “the chairman of the meeting” herein and insert the name and address of the proxy desired in the space provided. ANY ALTERATION MADE IN THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

4. Please indicate with an “X” in the appropriate space beside each of the resolution how you wish the proxy to vote on your behalf. In the absence of any such indication, the proxy will be entitled to vote for or against the resolution or will abstain at his discretion.

5. This proxy form mush be signed by you or your attorney duly authorized in writing or, in the case of a corporation, must be either signed under its seal or under the hand of an officer or attorney duly authorized.

6. In the case of joint holders, any one of such persons may attend and vote at the meeting either personally or by proxy. If more than one of such joint holders is present at the meeting personally or by proxy, then the person whose name stands first on the Register of Members in respect of the joint holding shall alone be entitled to vote.

7. To be valid, this proxy form must be completed, signed and deposited at the registered office of the Company at 9th Floor, Citimark Building, 28 Yuen Shun Circuit, Siu Lek Yuen, Shatin, New Territories, Hong Kong, not less than 48 hours before the time of the meeting.

8. A proxy needs not be a shareholder of the Company.