SMART PARKING LIMITED — AGM Information 2007

Oct 24, 2007

23 October 2007

Dear Shareholder

ELECTRONIC ACCESS TO THE 2007 ANNUAL REPORT

You would have recently received a letter from our share registry, Computershare Investor Services Pty Ltd advising of Australian Government legislation changes pertaining to the distribution of annual reports to shareholders. The default option for this year's annual report is electronic access rather than a hard copy

Empire Beer Group Ltd has now received confirmation from shareholders as to whether they require a hard copy of the annual report or prefer to access the annual report electronically.

This letter is being sent to all shareholders along with the Notice of Annual General Meeting to keep our costs to a minimum. If there is an annual report included in this package, it is because you have advised the Company that your require a hard copy.

Under the new legislation changes, Empire Beer Group Ltd is required to provide instructions on how to access the 2007 annual report so that shareholders can read the document online and perhaps take a copy if needed. Therefore instructions on how to access the document are as follows:

• ß Go to the Empire Beer Group Limited website www.empirebeergroup.com.au
• ß Click on 'Investor Centre'
• ß Click on 'Reports'
• ß Click on '2007 Annual Report'

Empire Beer Group Limited is in the process of updating its website to keep all shareholders fully informed. If you require any assistance on accessing the 2007 annual report, please contact the Company Secretary, Mr Phil Warren on +61 8 9322 7600.

Kind Regards

Phil Warren Company Secretary

EMPIRE BEER GROUP LIMITED LIMITED

ABN 45 119 327 169

NOTICE OF ANNUAL GENERAL MEETING AND

EXPLANATORY MEMORANDUM

For the Annual General Meeting of the Company to be held on 27 November 2007 at 4 pm (WST) at The Royal Bar and Brasserie, 60 Royal Street East Perth WA 6004

This Notice of Meeting is an important document and should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

If you are unable to attend the Annual General Meeting, please complete the form of proxy enclosed and return it in accordance with the instructions set out on that form.

TIME AND PLACE OF MEETING AND HOW TO VOTE

Venue

The Annual General Meeting of the shareholders of Empire Beer Group Limited will be held at:

The Royal Bar and Brasserie Commencing 60 Royal Street 4pm (WST) EAST PERTH WA 6004 on 27 November 2007

How to Vote

You may vote by attending the meeting in person, by proxy or authorised representative.

Voting in Person

To vote in person, attend the meeting on the date and at the place set out above. The meeting will commence at 4pm (WST).

Voting by Proxy

Please note that:

• (a) a member of the Company entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy;
• (b) a proxy need not be a member of the Company; and
• (c) a member of the Company entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise, but where the proportion or number is not specified, each proxy may exercise half of the votes.

To vote by proxy, please complete and sign the proxy form enclosed with this Explanatory Memorandum as soon as possible and either:

• (a) send the proxy form by post to the Company's Registered Office Empire Beer Group, PO Box 1263, West Perth, Western Australia 6872;
• (b) deliver the proxy form to the Company's Registered Office 945 Wellington Street, West Perth, Western Australia; or
• (c) by facsimile to the Company on facsimile number INT + 61 8 9322 7602,

so that it is received not later than 4 pm (WST) on 25 November 2007. Proxy forms received later than this time will be invalid.

Your proxy form is enclosed.

"Snap-shot Time"

The Company may specify a time, not more than 48 hours before the meeting, at which a "snap-shot" of shareholders will be taken for the purposes of determining shareholder entitlements to vote at the meeting.

The Company's directors have determined that all shares of the Company that are quoted on ASX at 4 pm (WST) on 25 November 2007 shall, for the purposes of determining voting entitlements at the Annual General Meeting, be taken to be held by the persons registered as holding the shares at that time.

Corporate Representative

Any corporate Shareholder who has appointed a person to act as its corporate representative at the meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company's representative. The authority may be sent to the Company and/or registry in advance of the meeting or handed in at the meeting when registering as a corporate representative. An appointment of Corporate Representative form is enclosed if required.

NOTICE OF GENERAL MEETING

Notice is given that the Annual General Meeting of Shareholders of Empire Beer Group Limited (Company) will be held at 4pm (WST) on 27 November 2007 at The Royal Bar and Brasserie, 60 Royal Street, East Perth WA 6004.

The Explanatory Memorandum which accompanies and forms part of this Notice describes the matters to be considered at the Annual General Meeting. Terms of abbreviations used in this Notice and Explanatory Memorandum are defined in the glossary to this document.

_________________________________________________________________________________________

AGENDA

Adoption of the Annual Financial Report

To receive the Annual Financial Report, together with the Directors' and Auditor's Reports for the year ending 30 June 2007.

_______________________________________________________________________________________

Resolution 1 – Adoption of Remuneration Report (Non-binding)

To consider, and if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution:

"That, for the purposes of Section 250R(2) of the Corporations Act and for all other purposes, approval is given to the adoption of the Remuneration Report as contained in the Annual Financial Report for the year ended 30 June 2007."

Short Explanation: The vote on this resolution is advisory only and does not bind the Directors or the Company.

Resolution 2 – Appointment of Auditor

To receive a nomination of BDO Kendalls Audit and Assurance (WA) Pty Ltd as the auditor of the Company signed by Emma McCormack, a shareholder of the Company.

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for the purposes of Section 327B of the Corporations Act 2001 (Cth) and for all other purposes, BDO Kendalls Audit and Assurance (WA) Pty Ltd*, having consented in writing to act as auditors of the Company, be appointed as auditors, effective immediately."*

Resolution 3 – Re-election of Mr Norman Mel Ashton

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That in accordance with clause 14.4 of the Company's Constitution, Mr Norman Mel Ashton, being a director of the Company retires by rotation and being eligible offers himself for reelection."

Resolution 4 – Re-election of Ms Katherine Lamont

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That in accordance with clause 14.4 of the Company's Constitution, Ms Katherine Lamont, being a director of the Company retires by rotation and being eligible offers herself for re-election."

Resolution 5 – Re-election of Mr Ian Macliver

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That in accordance with clause 14.4 of the Company's Constitution, Mr Ian Macliver, being a director of the Company retires by rotation and being eligible offers himself for re-election."

Resolution 6 – Re-election of Mr Philip Lucas

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That in accordance with clause 14.4 of the Company's Constitution, Mr Philip Lucas, being a director of the Company retires by rotation and being eligible offers himself for re-election."

Resolution 7 – Ratification of Previous Share Issue

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for all purposes, Shareholders approve and ratify the allotment and issue of 285,714 Shares to the parties, for the purposes and on the terms set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this resolution by a person who participated in the issue, or any associate of such a person. However, the Company need not disregard a vote if it is cast by a person as proxy for a person who is entitled to vote in accordance with the proxy form, or it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

Resolution 8 – Ratification of Previous Option Issue

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for all purposes, Shareholders approve and ratify the allotment and issue of 71,428 Options to the parties, for the purposes and on the terms set out in the Explanatory Statement."

Voting Exclusion: The Company will disregard any votes cast on this resolution by a person who participated in the issue, or any associate of such a person. However, the Company need not disregard a vote if it is cast by a person as proxy for a person who is entitled to vote in accordance with the proxy form, or it is cast by the person chairing the Meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

Dated: 15 October 2007

BY ORDER OF THE BOARD

Mel Ashton Chairman Empire Beer Group Limited

EXPLANATORY MEMORANDUM

GENERAL INFORMATION

This Explanatory Memorandum has been prepared for the Shareholders in connection with the Annual General Meeting of the Company to be held on 27 November 2007. This Explanatory Memorandum and all attachments are important documents and should be read carefully.

The purpose of this Explanatory Memorandum is to provide Shareholders with information that the Board believes to be material to Shareholders in deciding whether or not to approve the above resolutions detailed in the Notice.

If you have any questions regarding the matters set out in this Explanatory Memorandum or the preceding Notice, please contact the Company, your stockbroker or other professional adviser.

1 Financial Statements and Report

The Annual Financial Report, Directors' Report and Auditor's Report for the Company for the year ending 30 June 2007 will be laid before the meeting.

There is no requirement for Shareholders to approve these reports. However, the Chairman will allow a reasonable opportunity for Shareholders to ask questions or make comments about those reports and the management of the Company. Shareholders will also be given a reasonable opportunity to ask the auditor questions about the conduct of the audit and the preparation and content of the auditor's report.

2 Resolution 1 – Adoption of Remuneration Report (Non-binding Resolution)

In accordance with Section 250R(2) of the Corporations Act, the Company must put a resolution that the Remuneration Report as set out in the Directors' Report be adopted to vote at the Annual General Meeting. The vote on Resolution 1 is advisory only and does not bind the Directors or the Company.

The Remuneration Report sets out the Company's remuneration arrangements for the executive and non-executive Directors and executive employees of the Company.

A reasonable opportunity will be provided for discussion of the Remuneration Report at the Annual General Meeting.

3 Resolution 2 – Appointment of Auditors

The Corporations Act requires that a Company must, at its first annual general meeting, appoint an auditor of the Company.

Resolution 2 seeks ordinary approval of the shareholders to the appointment of BDO Kendalls Audit and Assurance (WA) Pty Ltd as auditors of the Company.

A nomination has been received from a Shareholder to appoint BDO Kendalls Audit and Assurance (WA) Pty Ltd as auditors to the Company. A copy of the nomination is attached to this Explanatory Statement in accordance with section 328B(3) of the Corporations Act.

Pursuant to the Corporations Act, BDO Kendalls Audit and Assurance (WA) Pty Ltd have consented in writing to act as auditor to the Company, and have not withdrawn that consent prior to the date of this Notice.

4 Resolution 3 to 6– Re-election of Directors

In accordance with the Company's Constitution, any Director, other than the Managing Director, appointed to fill a casual vacancy holds office only until the conclusion of the next meeting of the members and is eligible for re-election at that meeting.

Mr Norman Mel Ashton, Ms Katherine Lamont, Mr Ian Macliver and Mr Philip Lucas were each previously appointed to fill casual vacancies (in accordance with the terms of the Company's Constitution). Accordingly, each of Mr Ashton, Ms Lamont, Mr Macliver and Mr Lucas offer themselves for re-election.

Mr Norman Mel Ashton (Non-executive Chairman)

Mr Ashton holds a Bachelor of Commerce degree from the University of Western Australia, is a fellow of the Institute of Chartered Accountants and is a fellow of the Australian Institute of Company Directors. Mr Ashton also currently holds a number of board appointments, including director and Vice-President of the Fremantle Football Club Ltd, Councillor and former Regional Chairman at the Institute of Chartered Accountants (Western Australia Branch). He is currently the Chairman for Venture Minerals Limited, Gryphon Minerals Limited and Empired Limited.

Ms Katherine Lamont (Non-executive Director)

Ms Lamont is an operating partner in the Lamont family business which operates wine production and sales with restaurants in the Swan Valley, Margaret River and East Perth. Ms Lamont is also the chairperson of the Tourism Western Australia Board of Commissioners.

Ms Lamont has more than two decades of experience in the food and wine industry and has served on the Australian Tourist Commission (now Tourism Australia) Board. Kate chaired the Swan Valley Planning Committee for seven years and sits on the Winemakers Federation of Australia's wine tourism alliance and research and development priority setting group, as well as the State Government's Skills Formation Taskforce, representing hospitality and tourism interests.

Mr Ian Macliver (Non-executive Director)

Mr Macliver commenced his career at Arthur Andersen where he specialised in fundraising, mergers and acquisitions and company valuations. Ian subsequently held positions over nine years in a general manager or executive director capacity with Century Holdings Ltd (listed investment company), Portman Mining Ltd (listed iron ore miner) and McLernon Group Ltd (corporate advisory/licensed securities dealer). His experience at these companies covered all areas of corporate activity including capital raisings, acquisitions, divestments, takeovers, business and strategic planning, debt and equity reconstructions, operating projects and financial reviews and valuations.

Mr Macliver established Grange Consulting Group in 1995 with a view to creating a specialist corporate advisory business providing a unique range of services to listed and unlisted companies. As a result of his corporate experience, Ian has established contacts with many venture capital and broking institutions. Ian is currently a director and/or chairman of a number of listed companies.

Mr Philip Lucas (Non-executive Director)

Mr Lucas is a corporate solicitor with over 15 years of experience. He was previously a partner with a national law firm before becoming a founding member of Pullinger Readhead Lucas, a boutique firm focussed on commercial and corporate law. Mr Lucas has advised on numerous initial public offerings by companies in a variety of

5 Resolutions 7 and 8 – Ratification of Previous Securities Issue

In the previous 12 months the Company has issued equity securities to the parties detailed below.

ASX Listing Rule 7.1 requires that a listed company obtain shareholder approval prior to the issue of shares, or securities convertible into shares, representing more than 15% of the issued capital of that company in any 12 month period.

ASX Listing Rule 7.4 sets out an exception to ASX Listing Rule 7.1. This rule provides that where a company in general meeting ratifies the previous issue of securities made without shareholder approval under ASX Listing Rule 7.1, those securities shall be deemed to have been made with shareholder approval for the purposes of ASX Listing Rule 7.1.

Resolutions 7 and 8 seek Shareholder approval for, and ratification of the issues of securities set out below.

The Board believes that the ratification of these issues is beneficial for the Company. The Board recommends Shareholders vote in favour of Resolutions 7 and 8 as they allow the Company to ratify the issue of the Shares and Options and retain the flexibility to issue further securities representing up to 15% of the Company's share capital during the next 12 months.

Resolution 7 – Fully Paid Ordinary Shares

Details of the Shares issued are set out below. They comprise 0.9% of the Company's share capital.

Pursuant to, and in accordance with ASX Listing Rule 7.5, the following information is provided:

• (a) the total number of Shares issued was 285,714;
• (b) the deemed issue price of the Shares was 35 cents per Share;
• (c) the Shares were issued on the same terms and conditions as the Company's existing Shares;
• (d) the issued Shares were allotted to Bigwest Corporation Pty Ltd.
• (e) Bigwest Corporation Pty Ltd is not a related party or associate of the Company;
• (f) The shares were issued as part consideration for the Company's acquisition of the ground lease and existing business operating at 42 Port Beach Road, Fremantle "Acquisition Agreement".

Resolution 8 –Options

Details of the Options are set out below. If all the Options are exercised, the number of Options issued would equal 0.45% of the Company's share capital assuming no further issues of securities by the Company.

Pursuant to, and in accordance with ASX Listing Rule 7.5, the following information is provided:

• (a) the total number of Options issued was 71,429;
• (b) the Options will be issued for nil consideration under the terms of the Acquisition Agreement;
• (c) the Options were issued on the same terms and conditions as the Company's existing Options;
• (d) the issued Options were allotted to Bigwest Corporation Pty Ltd;
• (e) Bigwest Corporation Pty Ltd is not a related parties or associate of the Company;
• (f) the Options were issued as part consideration pursuant to the terms of the Acquisition Agreement.

ENQUIRIES

Shareholders are invited to contact the Company Secretary on (08) 9322 7600 if they have any queries in respect of the matters set out in these documents.

GLOSSARY

ASIC means Australian Securities and Investments Commission.

ASX means Australian Stock Exchange Limited.

ASX Listing Rules or Listing Rules means the Listing Rules of ASX.

Board means the board of directors of the Company.

Company means Empire Beer Group Limited (ABN 45 119 327 169).

Constitution means the Company's constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Director means a director of the Company.

Explanatory Memorandum means the explanatory statement to the Notice.

Meeting means the meeting convened by the Notice.

Notice means the notice of meeting accompanying this Explanatory Memorandum.

Options means a listed option on the same terms and conditions as the Company's existing options.

Remuneration Report means that section of the Directors' Report under the heading "Remuneration Report" set out in the annual report for the year ended 30 June 2007.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a shareholder of the Company.

WST means Western Standard Time.

Proxy Form

Shareholder Details

Name: ………………………………………………………………………………………………………………………………………….
Address: …………………………………………………………………………………………………………………………………………….
Contact Telephone No: …………………………………………………………………………………………………………………………….
Contact Name (if different from above): …………………………………………………………………………………………………………

Appointment of Proxy

I/We being a shareholder/s of Empire Beer Group Limited and entitled to attend and vote hereby appoint

The Chairmanof the meeting	OR	Write here the name of the person you areappointing if this person is someone otherthan the Chairman of the Meeting.
(mark with an 'X')

or failing the person named, or if no person is named, the Chairman of the Meeting, as my/our proxy to attend and act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Empire Beer Group Limited to be held at the Royal Bar and Brasserie, 60 Royal Street, East Perth on 27 November 2007 at 4pm (WST) and at any adjournment of that meeting.

IMPORTANT

If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote, please place a mark in this box with an 'X'. By marking this box you acknowledge that the Chairman of the Meeting may exercise your proxy even if he has an interest in the outcome of the resolutions and that votes cast by him, other than as a proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on the resolutions and your votes will not be counted in computing the required majority if a poll is called. The Chairman of the Meeting intends to vote undirected proxies in favour1 of each resolution.

Voting directions to your proxy – please mark to indicate your directions

Ordinary Business	For	Against	Abstain*
Resolution 1.	Adoption of Remuneration Report (non‐binding)
Resolution 2.	Appointment of Auditor
Resolution 3.	Re‐election of Mr Norman Mel Ashton
Resolution 4.	Re‐election of Ms Katherine Lamont
Resolution 5.	Re‐election of Mr Ian Macliver
Resolution 6.	Re‐election of Mr Philip Lucas
Resolution 7.	Ratification of Previous Share Issue
Resolution 8.	Ratification of Previous Option Issue
*If you mark the Abstain box for a particular Resolution, you are directing your proxy not to vote on your behalf on a show of hands or on a poll

and your votes will not be counted in computing the required majority on a poll. Appointment of a second proxy (see instructions overleaf) %

If you wish to appoint a second proxy, state the % of your voting rights applicable to the proxy appointed by this form

PLEASE SIGN HERE This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented

Individual or Shareholder 1 Shareholder 2 Shareholder 3

Sole Director and Sole Company Secretary

Director Director/Company Secretary

1 The Chairman's intention to vote for or against the resolutions must be stated.

Proxy Form

HOW TO COMPLETE THIS PROXY FORM

Your Name and Address

Please print your name and address as it appears on your holding statement and the company's share register. If shares are jointly held, please ensure the name and address of each joint shareholder is indicated. Shareholders should advise the company of any changes. Shareholders sponsored by a broker should advise their broker of any changes. Please note, you cannot change ownership of your securities using this form.

Appointment of a Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a shareholder of the company.

Votes on Resolutions

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each Resolution. All your shareholding will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any Resolution by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given Resolution, your proxy may vote as he or she chooses. If you mark more than one box on a Resolution your vote on that Resolution will be invalid.

Appointment of a Second Proxy

You are entitled to appoint up to two persons as proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning Phil Warren on (08) 9322 7600 or you may photocopy this form.

To appoint a second proxy you must on each Proxy Form state (in the appropriate box) the percentage of your voting rights which are the subject of the relevant proxy. If both Proxy Forms do not specify that percentage, each proxy may exercise half your votes. Fractions of votes will be disregarded.

Signing Instructions

You must sign this form as follows in the spaces provided:

Individual:	where the holding is in one name, the holder must sign.
Joint Holding:	where the holding is in more than one name, all of the shareholders should sign.
Power of Attorney:	to sign under Power of Attorney, you must have already lodged this document with thecompany's share registry. If you have not previously lodged this document for notation,please attach a certified photocopy of the Power of Attorney to this form when youreturn it.
Companies:	where the company has a Sole Director who is also the Sole Company Secretary, thisform must be signed by that person. If the company (pursuant to section 204A of theCorporations Act 2001) does not have a Company Secretary, a Sole Director can also signalone. Otherwise this form must be signed by a Director jointly with either anotherDirector or a Company Secretary. Please indicate the office held by signing in theappropriate place.

If a representative of the corporation is to attend the meeting a "Certificate of Appointment of Corporate Representative" should be produced prior to admission. A form of the certificate is either included in the Notice of Annual General Meeting or may be obtained from the company's share registry.

Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at the address given below not later than 4 pm on 25 November 2007. Any Proxy Form received after that time will not be valid for the scheduled meeting.

This Proxy Form (and any Power of Attorney and/or second Proxy Form) may be sent to the Company (PO Box 1263, West Perth, Western Australia, 6872), delivered to the registered office of the Company (945 Wellington Street, West Perth, Western Australia) or sent by facsimile to the registered office on +61 8 9322 7602.

Shareholder Details

This is to certify that by a resolution of the Directors of:
	………………………………………………………………………….…….….……… (Company),
	Insert name of shareholder company
the Company has appointed:
	…………………………………………………………………………………………….……….…,Insert name of corporate representative
adjournments of that meeting/all meetings of the members of Empire Beer Group Limited.	in accordance with the provisions of section 250D of the Corporations Act 2001, to act as the body corporate representativeof that company at the meeting of the members of Empire Beer Group Limited to be held on 27 November 2007 and at any
DATED ………………………………………………………. 2007
Please sign here
Executed by the Company	)
in accordance with its constituent documents	))
….………….….…Signed by authorised representative	….……………………Signed by authorised representative
…………………Name of authorised representative (print)	….………………….…Name of authorised representative (print)
…………….……Position of authorised representative (print)	….……………………Position of authorised representative (print)

Instructions for Completion1

• 1. Insert name of appointor Company and the name or position of the appointee (eg "John Smith" or "each director of the Company").
• 1. Execute the Certificate following the procedure required by your Constitution or other constituent documents.
• 1. Print the name and position (eg director) of each company officer who signs this Certificate on behalf of the company.
• 1. Insert the date of execution where indicated.
• 1. Send or deliver the Certificate to Empire Beer Group Limited's registered office at 945 Wellington Street, West Perth, Western Australia, 6872 or fax the Certificate to the registered office at +61 8 9322 7602

1 Please note that completion of this form is not strictly required by the Corporations Act 2001 but represents good corporate practice.

The Company Secretary Empire Beer Group Limited 945 Wellington Street WEST PERTH WA 6005

Dear Sir

I, Emma McCormack, being a shareholder of Empire Beer Group Limited (Company), hereby nominate BDO Kendalls Audit and Assurance (WA) Pty Ltd of 128 Hay Street, Subiaco, Western Australia 6008 for appointment as auditor of the Company at its next annual general meeting.

We consent to the distribution of a copy of this notice of nomination as an annexure to the Notice of Meeting and Explanatory Statement for the 2007 Annual General Meeting of Empire Beer Group Limited as required by section 328B (3) of the Corporations Act 2001.

Emma McCormack

5 October 2007