In the matter of Challenger International [2003] FCA 553

FEDERAL COURT OF AUSTRALIA

In the matter of Challenger International Limited [2003] FCA 553 IN THE MATTER OF CHALLENGER INTERNATIONAL LIMITED (ACN 002 993 302) N 3016 OF 2003 GYLES J SYDNEY 9 MAY 2003

IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY N 3016 OF 2003

IN THE MATTER OF CHALLENGER INTERNATIONAL LIMITED

(ACN 002 993 302)

JUDGE: GYLES J

DATE OF ORDER: 9 MAY 2003

WHERE MADE: SYDNEY

THE COURT ORDERS THAT:

1. There be convened by the plaintiff a meeting of its ordinary shareholders to be held at or about 10.00am on Monday 16 June 2003 for the purposes of considering and, if thought fit, agreeing (with or without modification) to the Scheme of Arrangement proposed to be made between the plaintiff and its ordinary shareholders and in the form set out in Appendix IV of Exhibit "G" in these proceedings, ("Share Scheme Meeting").

2. There be convened by the plaintiff a meeting of its optionholders to be held at or about 10.15am (or as soon thereafter as the Share Scheme Meeting is concluded or adjourned) on Monday 16 June 2003 for the purposes of considering and, if thought fit, agreeing (with or without modification) to the Scheme of Arrangement proposed to be made between the plaintiff and its optionholders and in the form set out in Appendix I of Exhibit "RM1" Tab 2 to the Affidavit of Robert Molinari sworn 8 May 2002, ("Options Scheme Meeting").

3. There be convened by the plaintiff a meeting of its noteholders to be held at or about 10.30am (or as soon thereafter as the Share Scheme Meeting is concluded or adjourned) on Monday 16 June 2003 for the purposes of considering and, if thought fit, agreeing (with or without modification) to the Scheme of Arrangement proposed to be made between the plaintiff and its noteholders and in the form set out in Appendix I of Exhibit "RM1 Tab 3 to the Affidavit of Robert Molinari sworn 8 May 2002.