0000950144-07-001117 Sample Contracts

ARRANGEMENT AGREEMENT by and among HINDALCO INDUSTRIES LIMITED, AV ALUMINUM INC. and NOVELIS INC. DATED AS OF FEBRUARY 10, 2007
Arrangement Agreement • February 13th, 2007 • Novelis Inc. • Rolling drawing & extruding of nonferrous metals • New York

THIS ARRANGEMENT AGREEMENT, dated as of February 10, 2007, is made by and among Hindalco Industries Limited, a corporation existing under the laws of India (“Parent”), AV Aluminum Inc., a corporation existing under the laws of Canada and a subsidiary of Parent (“Acquisition Sub”), and Novelis Inc., a corporation existing under the laws of Canada (the “Company”).

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FIRST AMENDMENT TO THE SHAREHOLDER RIGHTS AGREEMENT BETWEEN NOVELIS INC. AND CIBC MELLON TRUST COMPANY Made as of February 10, 2007
Shareholder Rights Agreement • February 13th, 2007 • Novelis Inc. • Rolling drawing & extruding of nonferrous metals • Ontario

WHEREAS the Corporation has adopted a shareholder rights plan, established pursuant to a Shareholder Rights Agreement made as of December 23, 2004 (the “Agreement”);

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