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Short Description: May 14, 2010 ... Information regarding Bank Audi s.a.l. â€“ Audi Saradar Group. ... in the affairs of the Bank since the date of this Information Statement or ...
Content Inside: BANK AUDI S.A.L. AUDI SARADAR GROUP Bab Idriss - Omar Daouk Street Bank Audi Plaza, P.O. Box 11-2560 Beirut - Lebanon INFORMATION STATEMENT
May 14, 2010 Dear Global Depositary Receipt Holder: Reference is hereby made to the Amended and Restated Deposit Agreement dated May 10, 2010 (as may be amended from time to time, the "Deposit Agreement") between Bank Audi s.a.l. Audi Saradar Group (as successor to Banque Audi s.a.l.) (the "Bank") and Deutsche Bank Trust Company Americas, in its capacity as depositary (the "Depositary") relating to Global Depositary Receipts issued in respect of common shares of the Bank (the "GDRs"), each GDR representing one common share, nominal value LL 12,250 per common share (the "Common Shares") (which will be reduced to LL 1,225 upon the effectiveness of the split of the Bank's outstanding share capital described below and as previously notified to Holders (as defined below)). Capitalized terms used herein without otherwise being defined shall have the respective meanings assigned thereto in the Deposit Agreement. The Depositary, as the shareholder of record of Common Shares evidenced by GDRs, has received notice of the Extraodinary General Meeting of Shareholders of the Bank to be held on May 31, 2010 (the "General Meeting"), at the Bank's head office in Beirut, which (among other things) sets forth the agenda for such General Meeting. References in this Information Statement (this "Information Statement") to the "Holder" of any GDR shall mean the person registered as a holder on the books of the Depositary. In accordance with Clause 13 of the Deposit Agreement and Condition 23 of the GDRs, a copy of such notice and agenda is being sent hereby to each person who is a Holder on May 17, 2010, which is the record date (the "Record Date") established by the Depositary for this purpose (which is as near as practicable to May 28, 2010, being the corresponding record date set by the Bank in respect of the General Meeting). As set forth in such notice, at the General Meeting, shareholders of the Bank, including the Depositary, will be asked to consider and vote upon the following agenda: 1. Further to the decision of the Extraordinary General Meeting of March 2, 2010, verification of the completion of the increase in the Bank's capital through the issuance of 1,250,000 Series "E" Preferred Shares, and of the subscription to, and full payment of, such Series "E" Preferred Shares; and Further to the decision of the Extraordinary General Meeting of March 2, 2010, confirmation of the effectiveness of the split of the Bank's outstanding share capital, and of the adjustment of all rights (as applicable) attached to the share capital as a result of such split.
Each Holder is hereby requested to return to the Depositary voting instructions, as provided in this Information Statement, by which such Holder may give instructions to the Depositary to vote for or against each and any resolution specified in such agenda. After careful consideration, the board of directors of the Bank (the "Board of Directors") recommends a vote in favor of each such resolution. Yours very truly,
Raymond Audi Chairman - General Manager Bank Audi s.a.l. Audi Saradar Group