DCA Group Limited ABN 67 002 808 746, In the matter of DCA Group Limited ABN 67 002 808 746 [2006] FCA 1491

FEDERAL COURT OF AUSTRALIA

DCA Group Limited ABN 67 002 808 746, In the matter of DCA Group Limited ABN 67 002 808 746 [2006] FCA 1491 DCA GROUP LIMITED ABN 67 002 808 746, IN THE MATTER OF DCA GROUP LIMITED ABN 67 002 808 746 NSD2062 OF 2006

EMMETT J

3 NOVEMBER 2006

SYDNEY IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD2062 OF 2006

IN THE MATTER OF DCA GROUP LIMITED ABN 67 002 808 746 : DCA GROUP LIMITED ABN 67 002 808 746

Applicant

JUDGE: EMMETT J DATE OF ORDER: 3 NOVEMBER 2006

WHERE MADE: SYDNEY

THE COURT ORDERS THAT:

1. Pursuant to subsection 411(1) of the Corporations Act 2001 (Cth) (Act): a) The plaintiff, DCA Group Limited (DCA), convene a meeting (Scheme Meeting) of the holders of ordinary shares in DCA (DCA Shareholders) for the purpose of considering and, if thought fit, approving a scheme of arrangement (with or without modification) proposed to be made between DCA and the DCA Shareholders (Scheme), the terms of which are contained in the explanatory statement which forms part of the scheme booklet, of which is Exhibit 1A in this proceeding (Scheme Booklet). b) The Scheme Meeting be held at 10:00 am (Sydney time) on 8 December 2006 at the Portside Centre, level 5, Veritas House, 207 Kent street, Sydney, New South Wales 2000. c) Robert Edgar Purves or, failing him, Ian Alfred Pollard, or failing both, any other non-executive director of DCA, act as chairman of the Scheme Meeting.; d) That the chairman have the power to adjourn the Scheme Meeting for such time that the chairman considers appropriate; e) At the Scheme Meeting, a person will be entitled to one vote for each DCA share they are registered as holding at 10:00am on 6 December 2006; f) The explanatory statement in the Scheme Booklet be approved; g) On or before 9 November 2006, there be dispatched by prepaid post addressed to the relevant addresses set out in the DCA register of members; or personally served: (a) A document substantially in the form of the Scheme Booklet (which includes the explanatory statement); (b) A proxy form for the Scheme Meeting; and (c) An envelope addressed to DCA Group Limited; and h) The time by which the DCA Shareholders must return their proxy forms for the Scheme Meeting be 10.00am (Sydney time) on 6 December 2006. 2. Rule 2.15 of the Federal Court (Corporations) Rules 2000 (Cth) shall not apply to the Scheme Meeting. 3. Notice of the hearing of the application for an order approving the proposed scheme to be published once in "The Australian" newspaper by an advertisement substantially in the form of "Annexure A" to these orders, such advertisement to be published on or before 4 December 2006. 4. The proceedings be stood over to 9:00 am on 11 December 2006. 5. These orders be entered forthwith. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules. IN THE FEDERAL COURT OF AUSTRALIA