Anzon Australia Limited, in the matter of Anzon Australia Limited [2008] FCA 309

FEDERAL COURT OF AUSTRALIA

Anzon Australia Limited, in the matter of Anzon Australia Limited [2008] FCA 309

ANZON AUSTRALIA LIMITED

(ABN 46 107 406 771) NSD 264 OF 2008

LINDGREN J

4 MARCH 2008

SYDNEY IN THE FEDERAL COURT OF AUSTRALIA

NEW SOUTH WALES DISTRICT REGISTRY NSD 264 OF 2008

IN THE MATTER OF ANZON AUSTRALIA LIMITED (ABN 46 107 406 771) BETWEEN: ANZON AUSTRALIA LIMITED

(ABN 46 107 406 771)

Plaintiff

JUDGE: LINDGREN J DATE OF ORDER: 4 MARCH 2008

WHERE MADE: SYDNEY

THE COURT ORDERS THAT:

1. Pursuant to s 411(1) of the Corporations Act 2001 (Cth) (Act): (a) the Plaintiff, Anzon Australia Limited (Anzon) convene a meeting (Scheme Meeting) of the ordinary shareholders in Anzon other than the holders of Excluded Shares, for the purpose of considering and, if thought fit, agreeing to a Scheme of Arrangement (with or without modification) proposed to be made between Anzon and its ordinary shareholders, other than the holders of Excluded Shares, the terms of which are contained in annexure B of the scheme booklet which is exhibit 1 in these proceedings (Scheme Booklet); (b) the Scheme Meeting to be held on 18 April 2008 at 2.00 pm at Deacons, Level 18, Grosvenor Place, 225 George Street, Sydney in the State of New South Wales; (c) Stephen Joseph Koroknay or failing him Andrew Alexander Young, act as Chairman of the Scheme Meeting; (d) the Chairman have the power to adjourn the Scheme Meeting for such time that the Chairman considers appropriate; (e) the Explanatory Statement comprising the Scheme Booklet be approved for distribution to shareholders; (f) the Scheme Booklet to be dispatched to each of the shareholders of the plaintiff be in the form or to the effect of exhibit 1 and may be sent by pre-paid post, and in the case of a member of the plaintiff whose registered address is outside the country, by pre-paid airmail post, or dispatched by air courier for overseas pre-paid post; and (g) the proposed ASX announcement in terms of paragraph 65 of the affidavit of Andrew Alexander Young sworn 4 March 2008 be approved as a matter of form. 2. Rule 2.15 of the Federal Court (Corporations) Rules 2000 (Cth) shall not apply to the Scheme Meeting, except in so far as that rule applies Regulation 5.6.13 of the Corporations Regulations 2001 (Cth). 3. The plaintiff publish a notice of the hearing of any application for an order approving the Scheme substantially in the form of "Annexure A" hereto on or before 15 April 2008, and the plaintiff is relieved from compliance with rule 3.4 of the Federal Court (Corporations) Rules 2000 (Cth) to the extent necessary. 4. The proceedings be adjourned to 22 April 2008 at 10:15 am before Justice Lindgren for hearing of any application to approve the Scheme. 5. The plaintiff be granted liberty to apply. 6. These Orders be entered forthwith. An "Excluded Share" is a fully paid ordinary share in Anzon held by Nexus Energy Limited or its Related Bodies Corporate as defined in s 50 of the Act. Note: Settlement and entry of orders is dealt with in Order 36 of the Federal Court Rules.