IOR Friendly Society Ltd ACN 087 648 940 v IOR Group Ltd ACN 124 030 253 No 3 [2007] FCA 1101

FEDERAL COURT OF AUSTRALIA

IOR Friendly Society Ltd ACN 087 648 940 v IOR Group Ltd ACN 124 030 253 No 3 [2007] FCA 1101 IOR FRIENDLY SOCIETY LTD ACN 087 648 940 v IOR GROUP LTD ACN 124 030 253 NSD756 OF 2007

EMMETT J

2 july 2007

sydney IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD756 OF 2007

BETWEEN: IOR FRIENDLY SOCIETY LTD ACN 087 648 940

Plaintiff

AND: IOR GROUP LTD ACN 124 030 253

Defendant

JUDGE: EMMETT J DATE OF ORDER: 2 JULY 2007

WHERE MADE: SYDNEY

THE COURT ORDERS THAT: 1. Pursuant to section 411(4)(b) of the Corporations Act 2001 (Cth), the scheme of arrangement between the Plaintiff and its members a copy of which is annexed to this document (IOR Scheme) is approved. 2. Pursuant to section 411(12) of the Corporations Act 2001 (Cth), the Plaintiff be exempted from compliance with section 411(11) of the Corporations Act 2001 (Cth) in relation to the IOR Scheme. 3. Using the definitions in the IOR Scheme, pursuant to section 413 of the Corporations Act 2001 (Cth), as from the Implementation Date, the Management Fund of IOR Friendly Society Limited (IOR) will be transferred from IOR to IOR Group Limited. 4. Using the definitions in the IOR Scheme, as from the Implementation Date, any legal proceedings pending by or against IOR will be continued by or against (as the case may require) IOR Group Limited. 5. The plaintiff have liberty to apply for any consequential orders as may be considered necessary or desirable under section 413 of the Corporations Act 2001 (Cth). 6. These Orders be entered forthwith.

Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.

Section 11: Members' scheme of arrangement (Pursuant to Section 411 of the Corporations Act 2001 (Cth)) BETWEEN: IOR FRIENDLY SOCIETY LIMITED ABN 50 087 648 940 (IOR) AND ITS MEMBERS PREAMBLE A. IOR is a public company limited by shares and guarantee and registered in Victoria under the Corporations Act 2001 (Cth). B. IOR Group Limited is a public company limited by shares and registered in Victoria under the Corporations Act 2001 (Cth). Two fully paid ordinary shares of $1.00 each have been issued by IOR Group Limited each of which is held by a partner in Minter Ellison (legal advisers to IOR), on trust for Mr John Dixon, a former director of IOR. C. IOR Group Limited is not a Member. D. The Directors of IOR consider that the Scheme: