Commercialbank announces the results of its Extraordinary General Assembly

1- To increase in the share capital of the Company from QR1,822,053,120 to QR2,062,053,120 by the issue of 24,000,000 ordinary shares with a nominal value of QR10.00 per share.

Such shares shall be offered in priority to existing shareholders to subscribe pro rata to their existing shareholding, and secondly to shareholders who have applied for more than their shareholding percentage.

Any number of shares not subscribed after the end of the subscription period (as provided for under Article (20) of the Articles of Association of the Company) shall be allotted at the discretion of the Board of Directors to such other persons as the Board of Directors may decide, including Citibank N.A. as Depositary Bank, to enable the Depositary Bank to issue Global Depositary Receipts (GDRs), and the issue of such GDRs and their offering was also approved.

The approval of the increase in the share capital shall be conditional on the admission of the new ordinary shares for trading on the Doha Securities Market.

The approval in relation to the GDRs shall be conditional on the admission of the GDRs to the official list of the UK Listing Authority, and for the admission of the GDRs for trading on the London Stock Exchange.

2- To amend Article 6 of the Company's Articles of Association, concerning the Company's capital, to reflect the increase in capital.

3- The Board of Directors was authorized to approve the date of issue of the new shares and the amount of the share premium, provided that the price per share inclusive of premium shall be not less than 85% of the market price of ordinary shares in the Company at the date of issue and not more than QR175 per share.

4- To amend Article 7 of the Company's Articles of Association to read after amendment as follows:

"All shares shall be nominal and fully paid. No person, natural or juridical, shall own at any time more than 5% of the total shares of the Company by any means other than inheritance or testament except for a Custodian Bank or Depositary Bank which is holding shares in respect of an offering of Global Depositary Receipts approved by an Extraordinary General Assembly of the Company".

5- To amend 26 (3) of the Company's Articles of Association concerning the qualifications of members of the Board of Directors, to read after amendment as follows:

"He shall hold a number of shares representing not less than 0.75% of the Company's share capital. This amount of shares shall be assigned for the security of the rights of the Company, shareholders, creditors and third parties against the responsibilities assumed by the member of the Board of Directors".

6- To amend Article 43 of the Company's Articles of Association by deleting the sentence reading "In all circumstances the number of shares which the proxy possesses in this capacity may not exceed 5% of the Company shares", and substituting the following in its place:

"In all circumstances the number of shares which the proxy possesses in this capacity may not exceed 5% of the Company shares except in the case of a proxy given on behalf of a Custodian Bank or Depositary Bank which is holding shares in respect of an offering of Global Depositary Receipts approved by an Extraordinary General Assembly of the Company".

At the meeting the Board clarified to the shareholders the reason for the changes made to the original agenda that was circulated to shareholders as follows:

After the original agenda was circulated to shareholders, the Bank met with the Ministry of Economy and Commerce, and agreed with the Ministry that revised wording should be proposed to the Assembly for resolutions 1 and 3 in order to clarify the procedure for the priority rights of existing shareholders, the fixing of a maximum price for the issues, and to authorise the Board to deal with any surplus shares which are not taken up by the priority rights or by the GDR offering.

Because the existing shareholders of the Company have priority rights in respect of any issue of new shares, the Bank will be offering to its shareholders a separate rights issue on the same basis of the GDR offering.

This will involve a priority right to subscribe for new shares at a price equivalent to the price at which GDRs are being offered to international investors.

The subscription price will only be fixed at the conclusion of the GDR offering which is scheduled for the end of June, but the Board proposed to the shareholders and approved by the Assembly, that the subscription price will be set a minimum of 85% of the market price of the Bank's shares at the date of issue, and at a maximum price of QR175 per share.

The date of eligibility for existing shareholders and the subscription period, will be announced as soon as possible once they have been agreed with the Ministry of Economy and Commerce.

Existing shareholders who choose to subscribe will be required to pay the maximum subscription price of QR175 per share in full upon subscription, and if the actual price is fixed at a lower amount, the surplus subscription will be returned to shareholders following the subscription period.

A Global Depositary Receipt ("GDR") is a certificate which will represent a number of ordinary shares in the Bank.

GDRs will be held by a Depositary Bank on behalf of investors; they will be listed on the London Stock Exchange and can be traded independently from the underlying shares.

Holders of the GDRs are entitled to the same dividends, voting rights, and other benefits as holders of ordinary shares in the Bank.

Because the GDRs will be issued at a price equivalent to, at a premium, or at only a small discount to, the market price of Commercialbank's shares, this structure will maximise the amount of capital and reserves to be raised.

The size of the issue proposed is targeted to raise between QR3.5bn and QR4.0bn in shareholder equity, and will be used to strengthen the Bank's capital ratios, and to provide the financial support for the Bank's continuing organic and inorganic growth.

The Board also clarified to the shareholders that the above issue, approved by the Extraordinary General Assembly, will be additional to, and will not replace, the rights issue approved in the previous EGM of 12 March 2008, whereby the Shareholders resolved to increase the Bank's paid-up capital by way of a rights issue of one share for every 10 shares held at a price of QR70/- per share consisting of a nominal value of QR10/- per share and a share premium of QR60/- per share, and requested to postpone this rights issue to the last quarter of 2008, and the dates for issue, and the eligibility date for shareholders, to be determined after obtaining the approval of the Department of Commercial Affairs of the ministry of Economy and Commerce.