Notice of AGM

Bank Audi SAL- Audi Saradar Group

Notice of

Annual General Assembly Meeting

The Board of Directors of Bank Audi s.a.l. - Audi Saradar Group invites all holders of ordinary shares to attend an Ordinary General Assembly Meeting to be held at 10:30 a.m. on Monday April 12, 2010 at the Bank's Head Office, Audi Plaza, Bab Idriss, Beirut Commercial Central District, in order to listen to the Board and External Auditors reports concerning the Company's activity and accounts for the year ended December 31, 2009 and to examine the following agenda:

1. To approve the Company's accounts, in particular the balance sheet and the profit and loss statement as of and for the year ended December 31, 2009, and to grant discharge to the Chairman and members of the Board of Directors in respect of activities performed during the year ended December 31, 2009;

2. To appropriate the 2009 profits in accordance with the proposal of the Board of Directors;

3. To declare distributions to the holders of preferred shares and dividends to the holders of ordinary shares and determine the record and payment dates;

4. To approve the transfer of amounts from "reserves" and/or "issue premium" and/or "merger premium" accounts to the "free reserves" account;

5. To ratify loans granted during the year 2009 to related parties as per Article 152 of the Code of Money and Credit;

6. To authorize the granting of credits during the year 2010, in accordance with Article 152 of the Code of Money and Credit;

7. To ratify transactions entered into between the Company and members of the Board of Directors or affiliated companies during the year ended December 31, 2009 pursuant to Article 158 of the Code of Commerce and to allow the Company to enter into similar transactions during the year 2010;

8. To elect a new Board of Directors and to determine the remuneration of its members;

9. To confirm the managerial responsibilities of certain Board members and to determine their fixed and performance-related remuneration in respect of such responsibilities;

10. To authorize the participation of certain Board members in the boards of other companies and to grant the necessary authorizations pursuant to Article 159 of the Code of Commerce; and

11. To appoint External Auditors for the coming three years and to determine their fees.

The Board of Directors