Parkson Retail : Proxy Forms

PARKSON RETAIL GROUP LIMITED

百盛商業集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 03368) Form of Proxy for use at the extraordinary general meeting to be held on Thursday, 17 November 2016 or at any adjournment thereof

I/We (Note 2) of being the registered holder(s) of (Note 3) shares of HK$0.02 each in the share capital of Parkson Retail Group Company (the "Company"), HEREBY APPOINT (Note 4) THE CHAIRPERSON OF THE MEETING or

of as my/our proxy to act for me/us at the extraordinary general meeting of the Company ("EGM") to be held at Lavender, Level 3, Three Pacific Place, 1 Queen's Road East, Admiralty, Hong Kong on Thursday, 17 November 2016 at 3:00 p.m. (or at any adjournment thereof) for the purpose of considering and, if thought fit, passing the resolution set out in the notice convening the EGM and at such meeting (or at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolution as contained in the notice of the EGM or, if no such indication is given, as my/our proxy thinks fit.

Please indicate with a "✔" in the box provided how you wish the proxy to vote on your behalf (Note5).

ORDINARY RESOLUTION (Note6)	FOR (Note 5)	AGAINST (Note 5)
To approve, confirm and ratify the Equity Transfer Agreement; to approve, confirm and ratify the Loan Transfer Agreement; and to authorise the directors of the Company to sign, execute, perfect, perform and deliver all such other agreements, instruments, deeds and documents and do all such acts or things and take all such steps as they may in their absolute discretion consider to be necessary, desirable, appropriate or expedient to implement or give effect to or otherwise in connection with or incidental to the agreements referred to in paragraphs (a) and (b) above and all the transactions contemplated thereunder.

Dated this day of 2016 Signature(s) (Note7)

Notes:

1. Unless the context otherwise requires, capitalised terms used in this proxy form have the same meanings as defined in the circular of the Company of the date of this proxy form.

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

3. Please insert the number of shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the Company registered in your name(s).

4. If any proxy other than the Chairperson of the meeting is preferred, please delete the words "THE CHAIRPERSON OF THE MEETING or" and insert the name and address of the proxy desired in the space provided. A proxy need not be a member of the Company, but must attend the meeting in person to represent you. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.

5. IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, PLEASE TICK IN THE APPROPRIATE BOX BELOW THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTION, PLEASE TICK IN THE BOX BELOW THE BOX MARKED "AGAINST". Failure to tick either box will entitle your proxy to cast your vote(s) at his discretion. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the EGM other than those referred to in the notice of the EGM.

6. The description of the resolution is by way of summary only. Please refer to the notice of EGM for the full text of the resolution.

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

8. In the case of joint holders of a share, 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). For this purpose, seniority will be determined by the order in which the names stand in the principal or branch register of members of the Company in respect of the share.

9. To be valid, this form of proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited with the Company's branch share registrar and transfer office in Hong Kong, Tricor Investor Services Limited at Level 22, Hopewell Centre, 183 Queen's Road East, Hong Kong not less than 48 hours before the time appointed for the holding of the EGM or any adjournment thereof.

10. Completion and return of this form of proxy will not preclude you from attending and voting at the EGM if you so wish. In the event that you attend the meeting, this form of proxy will be deemed to have been revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the EGM of the Company (the 'Purposes'). The Company may transfer your and your proxy's (or proxies') name(s) and address(es) to its agent, contractor, or third party service provider who provides administrative, computer and other services to the Company for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to Tricor Investor Services Limited at the above address.