Macquarie Bank Limited ACN 008 583 542, in the matter of Macquarie Bank Limited ACN 008 583 542 [2007] FCA 1553

FEDERAL COURT OF AUSTRALIA

Macquarie Bank Limited ACN 008 583 542, in the matter of Macquarie Bank Limited ACN 008 583 542 [2007] FCA 1553 MACQUARIE BANK LIMITED ACN 008 583 542 IN THE MATTER OF MACQUARIE BANK LIMITED ACN 008 583 542 NSD 1728 OF 2007 EMMETT J 13 SEPTEMBER 2007 SYDNEY IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD 1728 OF 2007

IN THE MATTER OF MACQUARIE BANK LIMITED ACN 008 583 542 MACQUARIE BANK LIMITED

Plaintiff

JUDGE: EMMETT J DATE OF ORDER: 13 SEPTEMBER 2007

WHERE MADE: SYDNEY

THE COURT ORDERS THAT:

1. Pursuant to Section 50 of the Federal Court of Australia Act 1976 (Cth), access to: 1.1 the documents tendered in this proceeding and admitted as Exhibit 1; and 1.2 the documents tendered in these proceedings and admitted as Exhibit GNB2, Tab 1 and Tab 4 be restricted to the Plaintiff and its legal advisers up to 9.30 am on 14 September 2007. 2. The Plaintiff convene such meetings as may be necessary for the purpose of considering and, if thought fit, agreeing (with or without modification) to a scheme of arrangement proposed to be made between the Plaintiff and a class of its members, being the holders of ordinary shares in the capital of the Plaintiff ("members"), the terms of which are set out in Appendix A of Exhibit 1. 3. The Plaintiff convene such meetings as may be necessary for the purpose of considering and, if thought fit, agreeing (with or without modification) to a scheme of arrangement proposed to be made between the Plaintiff and a class of its creditors, being the grantees of options over ordinary shares in the capital of the Plaintiff ("optionholders"), the terms of which are set out in Appendix B of Exhibit 1. 4. The meeting referred to in Order 2 above ("Members' Scheme Meeting") be held at 3.00 pm on Thursday, 25 October 2007 at The Grand Ballroom, The Westin Sydney, Lower Level, 1 Martin Place, Sydney. 5. The meeting referred to in Order 3 above ("Optionholders' Scheme Meeting") be held after the Members' Scheme Meeting and after a general meeting of the Plaintiff (which will follow the Members' Scheme Meeting but commence no earlier than 3.30pm) but commence no earlier than 4.00pm, on the same day and at the same place as the Members' Scheme Meeting. 6. The draft explanatory statement contained in Exhibit 1 and the notices of meeting be approved for distribution to members and optionholders. 7. David Stuart Clarke or, failing him, Harry Kevin McCann, be authorised to act as chairperson for the meetings referred to in Orders 2 and 3 above ("Scheme Meetings"). 8. The chairperson of the Scheme Meetings have the power to adjourn the Scheme Meetings for such time that the chairperson considers appropriate. 9. There be dispatched by prepaid post addressed to the members, in respect of the members' scheme of arrangement, and to the optionholders, in respect of the optionholders' scheme of arrangement, or personally served: 9.1 a document substantially in the form of the explanatory statement contained in Exhibit 1 together with its appendices; 9.2 a proxy form for the Optionholders' Scheme Meeting; and 9.3 a proxy form for the Members' Scheme Meeting, for those members and optionholders who are recorded in the Plaintiff's register of members (or, in the case of optionholders who are not also members, recorded in MBL's records as optionholders) on or about 25 September 2007. 10. The time by which members and optionholders must return their proxy forms for the Members' Scheme Meeting and the Optionholders' Scheme Meeting be, in each case, 6.00pm on Tuesday, 23 October 2007. 11. Voting at each Scheme Meeting shall be on a poll, except for procedural motions. 12. Other than regulation 5.6.13 of the Corporations Regulations 2001, Rule 2.15 of the Federal Court (Corporations) Rules 2000 shall not apply to the meetings referred to in Orders 1 and 2 above. 13. The Plaintiff be relieved of compliance with Rule 3.4 of the Federal Court (Corporations) Rules 2000 ("Corporations Rules")conditional upon the Plaintiff publishing, in accordance with Corporations Rule 2.11, a notice in accordance with, or substantially in accordance with, the notice annexed to these Orders and marked "A" on or before the date of the Scheme Meetings. 14. The proceedings be stood over until 29 October 2007 at 9.30am before Emmett J, or as he directs, for consideration of orders approving the schemes of arrangement. 15. The plaintiff be granted liberty to apply. 16. These orders be entered forthwith.