Bank Audi sal : Notice of Ordinary General Assembly Meeting

Bank Audi

NOTICE OF

ANNUAL GENERAL ASSEMBLY MEETING

The Board of Directors of Bank Audi s.a.l. invites all holders of ordinary shares to attend an Ordinary General Assembly Meeting to be held at 10:30 a.m. on Friday September 4, 2020 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, 2019 and to examine the following agenda:

1. To approve the Bank's accounts, in particular, the balance sheet and the profit and loss statement, as of and for the year ended December 31, 2019, and to discharge the Chairman and members of the Board of Directors of the Bank in respect of activities performed during the year ended December 31, 2019;
2. To approve the allocation of the 2019 annual results as proposed by the Board of Directors, and to authorize the transfer of other amounts to retained earnings, or to other reserve accounts;
3. To ratify loans granted during the year 2019 to related parties as per Article 152 of the Code of Money and Credit;
4. To authorize the granting of loans to related parties during the year 2020, in accordance with Article 152 of the Code of Money and Credit;
5. To ratify transactions that are subject to the approval of the General Meeting including transactions entered into between the Bank and members of the Board of Directors or other related persons or affiliated companies during the year ended December 31, 2019 that are subject to Article 158 of the Code of Commerce and to authorise the Bank to enter into similar transactions during the year 2020;
6. To approve the acquisition of all the assets and the assumption of all the liabilities of Audi Investment Bank sal pursuant to law 192/1993;
7. To approve the acquisition of all the assets and the assumption of all the liabilities of Audi Private Bank sal pursuant to law 192/1993;
8. To elect a new member of the Board of Directors;
9. To determine the remuneration of Board members who have managerial responsibilities, and to determine the remuneration and attendance fees of the other members of the Board;
10. To authorise the participation of certain Board members and senior executives in the boards of other similar companies and to grant the necessary related authorisations pursuant to Article 159 of the Code of Commerce; and
11. To determine the fees of the external auditors for the year 2020.

The Board of Directors

Shareholders can download the Annual Report for the year 2019, encompassing, among other things, the Financial Statements and notes, the External Auditors' report, and the Management Discussion & Analysis from Bank Audi's Website: www.bankaudigroup.com