Dufu Liquor Group Limited — Proxy Solicitation & Information Statement 2010

Jul 30, 2010

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

==> picture [55 x 54] intentionally omitted <==

NAM HING HOLDINGS LIMITED 南興集團有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock code: 986)

NOTICE OF SPECIAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that a special general meeting of Nam Hing Holdings Limited (“ Company ”) will be held at 27/F., Yuen Long Trade Centre, 99-109 Castle Peak Road, Yuen Long, New Territories, Hong Kong on 16 August 2010 at 3:00 p.m. to consider and, if thought fit, to pass with or without amendments, the following resolutions as ordinary resolutions:

ORDINARY RESOLUTIONS

“ THAT

1. (a) the Placing Agreement (as defined in the circular dated 30 July 2010 despatched to the shareholders of the Company (the “Circular”)), a copy of which has been produced to the SGM marked “A” and signed by the chairman of the SGM for the purpose of identification, dated 2 July 2010, and all the transactions contemplated thereunder, be and is hereby approved, ratified and confirmed;

   • (b) the issue of the Convertible Bonds (as defined in the Circular) by the Company in accordance with the terms and conditions of the Placing Agreement and the transactions contemplated thereunder be and are hereby approved, ratified and confirmed;

• For identification purposes only

1

• (c) the issue and allotment of new ordinary shares of the Company which may fall to be issued upon the exercise of the conversion rights attached to the Convertible Bonds be and are hereby approved; and

• (d) the directors of the Company be and is/are hereby authorised to sign, execute, perfect, deliver and do all such documents, deeds, acts, matters and things, as the case may be in their discretion consider necessary, desirable or expedient to carry and implement the Placing Agreement and all the transactions contemplated thereunder into full effect.

1. the authorized share capital of the Company be increased from HK$100,000,000 divided into 1,000,000,000 Shares to HK$1,000,000,000 divided into 10,000,000,000 Shares by creation of an additional HK$900,000,000 divided into 9,000,000,000 Shares.”

By order of the Board NAM HING HOLDINGS LIMITED Lau Chung Yim Chairman

30 July 2010

Notes:

• 1 A member of the Company entitled to attend and vote at the meeting convened by the above notice is entitled to appoint one or, if he is the holder of two or more shares, more than one proxy to attend and vote in his stead. A proxy need not be a member of the Company.

• 2 To be valid, the form of proxy together with a power of attorney or other authority, if any, under which it is signed or a certified copy of such power or authority must be deposited with the Company’s branch share registrar, Tricor Tengis Limited at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong not later than 48 hours before the time appointed for holding the meeting or any adjournment thereof.

1. Completion and return of the accompanying form of proxy will not preclude members of the Company from attending and voting in person at the meeting or any adjournment thereof should they so wish.

As at the date of this notice, the Board comprises five executive Directors, namely Mr Lau Chung Yim, Ms Lau May Wah, Ms Deng Hong Mei, Ms Chan Ching Ho, Kitty and Mr Xiang Liang; and three independent non-executive Directors, namely Mr Pravith Vaewhongs, Mr Yau Kwan Shan and Mr Tse Yuk Kong.

2