Macquarie Bank Limited ACN 008 583 542 No 2, in the matter of Macquarie Bank Limited ACN 008 583 542 [2007] FCA 1665

FEDERAL COURT OF AUSTRALIA

Macquarie Bank Limited ACN 008 583 542 No 2, in the matter of Macquarie Bank Limited ACN 008 583 542 [2007] FCA 1665

MACQUARIE BANK LIMITED ACN 008 583 542 IN THE MATTER OF MACQUARIE BANK LIMITED ACN 008 583 542 NSD1728 OF 2007

EMMETT J

29 OCTOBER 2007

SYDNEY IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD1728 OF 2007

MACQUARIE BANK LIMITED

Plaintiff

JUDGE: EMMETT J

DATE OF ORDER: 29 OCTOBER 2007

WHERE MADE: SYDNEY

THE COURT ORDERS THAT:

1. The scheme of arrangement between the plaintiff and that class of its members holding ordinary shares, which is annexed hereto and marked "Appendix A - Share Scheme", be and is hereby approved. 2. The scheme of arrangement between the plaintiff and a class of creditors, being the grantees of options over ordinary shares in the capital of the plaintiff, which is annexed hereto and marked "Appendix B - Option Scheme", be and is hereby approved. 3. The plaintiff be exempt from compliance with section 411(11) of the Corporations Act 2001 (Cth) ("the Act") in respect of the schemes of arrangement referred to in Order 1 and Order 2. 4. These orders be entered forthwith. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.

APPENDIX A – SHARE SCHEME Scheme of Arrangement

pursuant to section 411 of the Corporations Act 2001 (Cwlth)

between

MACQUARIE BANK LIMITED

(ABN 46 008 583 542)

and

EACH ORDINARY SHAREHOLDER OF MACQUARIE BANK LIMITED 1 Definitions and interpretation 1.1 Definitions In this Share Scheme, unless the context otherwise requires:

APRA means the Australian Prudential Regulation Authority.

ASIC means the Australian Securities and Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the relevant securities market operated by it, as the context requires.