DFI Retail Group Holdings Ltd — Proxy Solicitation & Information Statement 2012

Apr 11, 2012

Dairy Farm International Holdings Limited

Form of Proxy

Annual General Meeting – 9th May 2012

I/We¹
of
hereby appoint the Chairman of the Meeting or²,³

as my/our proxy to attend and vote the number of shares indicated below⁵ instead of me/us at the Annual General Meeting to be held on 9th May 2012 and at any adjournment thereof.

I/We direct that my/our proxy vote as indicated⁶:

1. To receive the Financial Statements for 2011 and to declare a final dividend.
2. To re-elect Mark Greenberg as a Director.
3. To re-elect Adam Keswick as a Director.
4. To re-elect Ben Keswick as a Director.
5. To re-elect Sir Henry Keswick as a Director.
6. To re-elect A.J.L. Nightingale as a Director.
7. To re-elect Percy Weatherall as a Director.
8. To re-appoint the Auditors and to authorize the Directors to fix their remuneration.
9. To renew the general mandate to the Directors to issue new shares.
10. To renew the general mandate to the Directors to purchase the Company's shares.

	For	Against	Vote Withheld
1
2
3
4
5
6
7
8
9
10

NOTES:

1. Please insert your full name and address in block capitals in the space provided. Only one of the joint holders should be mentioned (but see note 4 below).
2. If any proxy other than the Chairman of the Meeting is preferred, insert the name and address of the proxy desired in block capitals in the space provided and initial the alteration. The proxy need not be a member of the Company.
3. All proxies may vote on a poll and all proxies, other than Directors or officers of the Company or any of its subsidiaries, may vote on a show of hands.
4. If more than one joint holder be present at the Meeting personally or by proxy, the holder present whose name stands first in the register in respect of the relevant shares will alone be entitled to vote in respect of them.
5. Please insert the number of shares to which this proxy relates in the box provided. If a number is inserted, this form of proxy will be deemed to relate only to those shares. If no number is inserted, this form will be deemed to relate to all the shares in the Company which are registered in your name (whether alone or jointly with others).
6. Please indicate with a tick in the relevant box which way you wish your vote to be cast. The 'Vote Withheld' option is to enable you to abstain on any particular resolution. Such a vote is not a vote in law and will not be counted in the votes 'For' and 'Against' a resolution. If no indication is given, the proxy will vote or abstain at his discretion.
7. Corporations must execute under common seal or by an attorney or duly authorized officer.
8. To be valid this form, together with any power of attorney under which it is signed, must be deposited at any one of the Company's registrars/transfer agent: Jardine Matheson International Services Limited, P.O. Box HM 1068, Hamilton HM EX, Bermuda; Capita Registrars, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU, England; M & C Services Private Limited, 138 Robinson Road #17-00, The Corporate Office, Singapore 068906; not later than 12.15 p.m. (local time) on 7th May 2012.
9. Completion and return of this form will not preclude you from attending and voting at the Meeting should you so wish.

Signed⁷
Date ... 2012

Number of shares to which this proxy relates⁴.