Fulum Group Holdings Limited — Proxy Solicitation & Information Statement 2006

Aug 2, 2006

(Incorporated in Bermuda with limited liability)

(Stock Code: 621)

Form of Proxy for use at the Annual General Meeting to be held on 29 August 2006

I/We [(Note 1) ]

of

being the registered holder(s) of

shares [(Note 2)]

of HK$1.00 each in the share capital of the above-named Company, HEREBY APPOINT THE CHAIRMAN OF THE MEETING [(Note 3)] or of

as my/our proxy to attend at the Annual General Meeting (and at any adjournment thereof) of the said Company to be held at 14/F Yau Lee Centre, 45 Hoi Yuen Road, Kwun Tong, Kowloon, Hong Kong on 29 August 2006, Tuesday at 11:00 a.m. for the purposes of considering and, if thought fit, passing the Resolutions as set out in the Notice convening the said Meeting and at such Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the Resolutions as indicated below [(Note 4)] .

	RESOLUTIONS	FOR	AGAINST
1.	To receive and consider the Audited Consolidated Financial Statements and theReports of the Directors and of the Auditors for theyear ended 31 March 2006.
2.	(a)To re-elect Mr. NgTat Leung, George as a Director.
	(b)To re-elect Mr. Chan Wai Keung, Ivan as a Director.
	(c)To re-elect Mr. WangXianzhangas a Director.
	(d)To fix the maximum number of Directors.
	(e)To authorise the Board of Directors to appoint additional Directors upto the maximum number determined.
	(f)To authorise the Board of Directors to fix the Directors’ remuneration.
3.	To re-appoint Auditors and authorise the Board of Directors to fix the Auditors’remuneration.
4.	To consider and approve the ordinary resolution as detailed in item 4 of theNotice of Annual General Meeting.
5.	To consider and approve the ordinary resolution as detailed in item 5 of theNotice of Annual General Meeting.
6.	To consider and approve the ordinary resolution as detailed in item 6 of theNotice of Annual General Meeting.

Dated this day of 2006. Signature:

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS .

2. Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy 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 is preferred, please strike out “ THE CHAIRMAN OF THE MEETING ” here inserted and insert the name and address of the proxy desired in the space provided. You may appoint one or more proxies to attend the Meeting. IF NO NAME IS INSERTED, THE CHAIRMAN OF THE MEETING WILL ACT AS PROXY. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

4. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “FOR”. IF YOU WISH TO VOTE AGAINST THE RESOLUTIONS, TICK THE APPROPRIATE BOXES MARKED “AGAINST”. Failure to complete any or all of the boxes will entitle your proxy to cast his votes at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the Notice convening the Meeting.

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

6. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the Register of Members.

7. To be valid, this form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company’s Branch Share Registrar in Hong Kong, Tengis Limited at 26/F, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding the Meeting.

8. The proxy need not be a member of the Company but must attend the Meeting in person to represent you.

9. Completion and delivery of this form of proxy will not preclude you from attending and voting at the Annual General Meeting if you so wish.