Currys PLC — Proxy Solicitation & Information Statement 2018

Jul 11, 2018

Dixons

Carphone

ATTENDANCE CARD

Dixons Carphone plc (the 'Company') Annual General Meeting ('AGM' or 'Meeting') to be held on Thursday 6 September 2018 at 11.00am at Hilton London Kensington Hotel, 179-199 Holland Park Avenue, London W11 4UL.

Shareholder Reference Number

If you are attending the AGM, please bring this card with you and hand it to the Company's registrars, Equiniti, on arrival; this will help us to speed up your admission.

NOTICE OF AVAILABILITY - Important: please read carefully.

You can now access the Annual Report and Accounts 2017/18 and Notice of Annual General Meeting 2018 (Notice of AGM) to

www.dixonscarphone.com/investors. You can submit your proxy online at www.sharevote.co.uk using the details on the form of proxy below.

You are advised to read the full Notice of AGM before deciding how to vote. It is also recommended that you read the full Annual Report and Accounts 2017/18.

SHAREHOLDER COMMUNICATION

The purpose of this form is to ask you to consider how you would like to receive shareholder communications in the future. If you currently receive shareholder communications by post, you can choose to increase the speed with which you access shareholder documents and also help reduce the impact on the environment by not only reading our Annual Report and Accounts online, but also by choosing to receive your form of proxy voting instructions via email and voting electronically. Please choose one of the following options below:

If we do not hear from you by 11.00am on 9 August 2018, you will be deemed to have agreed to Option 1.

Shareholder Reference Number

3526-046-S

FORM OF PROXY

DIXONS CARPHONE PLC ANNUAL GENERAL MEETING ('AGM') TO BE HELD ON THURSDAY 6 SEPTEMBER 2018 AT 11.00AM

• Voting ID

Task ID

Shareholder Reference Number

You can submit your proxy electronically, using the above details, at www.sharevote.co.uk. I / We, the undersigned, being a member / members of Dixons Carphone plc (the 'Company') hereby appoint the Chairman of the AGM or:

Name of proxy

Number of shares (if not full voting entitlement) (see Notice of AGM)

as my / our proxy to exercise all or any of my / our rights to attend, speak and vote in respect of my / our voting entitlement on my / our behalf at the AGM of the Company to be held on Thursday 6 September 2018 at 11.00am and at any adjournment thereof. The proxy will vote on the resolutions listed below as indicated. The proxy will vote at his / her discretion, or withhold from voting on any resolution listed below, if no instruction is given regarding that resolution and on any other business transacted at the AGM.

Please mark this box ☐ to indicate if this proxy appointment is one of multiple appointments being made.

Please indicate your vote by marking the appropriate boxes in black or blue ink like this: ☐ X

Ordinary Resolutions

1. To receive the Accounts, the reports of the directors and the Auditor's Report for the period ended 28 April 2018.
2. To approve the Directors' Remuneration Report (other than the Directors' Remuneration Policy).
3. To declare a final dividend of 7.75p per ordinary share.
4. To elect Alex Baldock as a director.
5. To elect Jonny Mason as a director.
6. To re-elect Tony DeNunzio CBE as a director.
7. To re-elect Andrea Gisle Joosen as a director.
8. To re-elect Jock Lennox as a director.
9. To re-elect Lord Livingston of Parkhead as a director.

For Against Withheld

1. To re-elect Fiona McBain as a director.
2. To re-elect Gerry Murphy as a director.
3. To re-appoint Deloitte LLP as auditor of the Company.
4. Authority for the directors to determine the auditor's remuneration.
5. Authority to make political donations not exceeding £25,000 in total.
6. Authority to allot shares.

Special Resolutions

1. Power to dis-apply pre-emption rights.
2. Authority for the Company to purchase its own shares.
3. Authority to call general meetings at short notice.

For Against Withheld

Notes to help you complete this form are in the Notice of AGM. You should read these carefully before completing this form.

Please mark this box ☐ if signing on behalf of the shareholder as power of attorney, receiver or third party. This card should not be used for comments, change of address or other queries. Please send separate instruction.

Signature

Date

3526-045-S

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Business Reply Plus
Licence Number
RTAK-KCXU-KTBY

NOTES, MAP AND DIRECTIONS

Attending the AGM

• For your safety and security, there may be checks and bag searches of those attending the Meeting. We recommend that you arrive a little early to allow time for these procedures.
• Tea, coffee and biscuits will be served before the AGM, followed by a buffet lunch after the Meeting.
• Cameras, recording equipment and other items which might interfere with the good order of the Meeting will not be permitted.
• Facilities are available for wheelchair users and there is a loop system for the hearing impaired. Anyone wishing to use these facilities should contact a member of hotel staff.

ACCESS BY PUBLIC TRANSPORT

Hilton London Kensington Hotel is located five minutes' walk away from Shepherd's Bush station, which is served by the Central and Overground lines, and National Rail.

Chargeable parking is available at the venue; please contact the hotel for details.

NOTES FOR COMPLETION OF FORM OF PROXY

1. For comprehensive notes for completion of the form of proxy, please refer to the Notice of AGM.
2. Shareholders are entitled to appoint another person to attend the Meeting and vote on their behalf using the form of proxy. The proxy need not be a shareholder. You may still attend the Meeting and vote even if you return the form of proxy. If you wish to appoint more than one proxy, please refer to the detailed instructions in the Notice of AGM.
3. If you do not indicate how you wish your proxy to vote, the proxy will be entitled to exercise discretion as to how and whether to vote on any resolution.
4. In order to be valid, this form of proxy must be received by Equiniti by no later than 11.00am on Tuesday 4 September 2018.
5. If you wish to vote via the internet, you can do so at www.sharevote.co.uk. You will require the Voting ID, Task ID and Shareholder Reference Number shown on the form of proxy.
6. CREST members who wish to utilise the CREST proxy appointment service may do so by following the procedures described in the CREST manual and the Notice of AGM.

Business Reply Plus
Licence Number
RTAK-KCXU-KTBY

Equiniti
Aspect House
Spencer Road
LANCING
BN99 8ED