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The will to go beyond Annual Report 2010

The wil to go beyond The will to go beyondThe will to go beyond without the fear of getting lost without the fear of getting lostwithout the fear of getting lost

Contents Chairman's Message Corporate DNA Milestones Corporate Information Management Team Profile Organizational Structure Six Year Financial Summary Statement of Value Added Notice of the Sixteenth Annual General Meeting Auditors Review Report on Compliance with Code of Corporate Governance Statement of Compliance with Code of Corporate Governance Faysal Bank Standalone Financials Directors' Report Auditors' Report to the Members Statement of Financial Position Profit and Loss Account Statement of Comprehensive Income Cash Flow Statement 07 Statement of Changes in Equity 70 08 Notes to the Financial Statements 71 10 Annexures 141 14 Shariah Advisors' Report 2010 154 18 22 Faysal Bank Consolidated Financials 25 42 Directors' Report 156 Auditors' Report to the Members 159 44 Consolidated Statement of Financial Position 160 Profit and Loss Account 161 48 Statement of Comprehensive Income 162 Cash Flow Statement 163 49 Statement of Changes in Equity 164 Notes to the Consolidated Financial Statements 165 Annexures 238 53 64 Other Information 66 67 Pattern of Shareholding 251 68 Branch Network 255 69 Form of Proxy

Annual Report 2010 Faysal Bank 04 - 05 04 - 05

The Will to Go Beyond The constant strive for per fection is a never-ending jour ney. Achieving excellence in all that we do is our vision, and means that we are forever moving forward; always striving to push past our limits. Accomplishment is not an end-result for us; it is an everlasting quest, one that will continue to have us reach for new horizons and surpass new milestones. Challenges along the way are inevitable; we must overcome them with the integrity and professionalism that are at the ver y heart of our institution, as we make our way through unfamiliar surroundings. Our foundation is built upon working together in harmony; our endeavours will not hold substance unless we are united in our attempts. Building upon what we have already achieved is vital for progress, not only as individuals but for the institution as a whole as well. Surpassing the realm of the ordinary, we must seize the opportunities that come our way and couple it with the will to go beyond.

Going forward, we must capitalise on the various synergies that the acquisition brings to the table. We now stand at further enhancing the available infrastructure, product portfolio, client base and resource pool.

Chairman s Message Assalam o Alaikum In 2008, we formulated a five year strategy for Faysal Bank, the main objective of which was to grow, and grow profitably. This could be done either organically or by virtue of acquisition. We opted for the latter option, as market values were low; we saw RBS Pakistan as an excellent fit to Faysal Bank's existing businesses, as well as complementing our ambitious growth plans. It was a buyer's market, and we had the ability to acquire RBS Pakistan without placing any burden on our shareholders. This acquisition has taken Faysal Bank amongst the key players in Pakistan's banking industry - aggressive growth was necessary in order to compete with bigger financial institutions. At a time when organisation size was crucial for sustainable profitability, we completed the merger of RBS Pakistan in a record time of six months - the Share Purchase Agreement was signed on 16th June, 2010, and the merged entity took life at the close of business, 31st December, 2010. Another part of our five year strategy involved the development of a greater Compliance and Risk Management culture. So far, we are on track in the development of these two integral spheres, through extensive investment in human resources and technology in these fields. Going forward, we must capitalise on the various synergies that the acquisition brings to the table. We now stand at further enhancing the available infrastructure, product portfolio, client base and resource pool. This is an ideal time to take full advantage of the opportunities available to us to create value in the merged entity. As challenges will continue to come our way in 2011, I have full faith that the future outlook is brighter for all. Chairman of the Board Syed Naseem Ahmad

Corporate DNA Our Vision Excellence in all that we do. Threshold Values Values at the heart of our brand Integrity: We are recognised by our reliability, credibility and character. We believe in ethical, honourable, timeproven principles of uprightness. We stand for and abide by honesty , truth and transparency. Our Integrity: Our Identity. Respect: We hold our customers, investors and regulators in high esteem. We uphold our customers' rights to demand efficient service. We appreciate and respect our profession and, above all, our bank. Our Respect: Our Duty. Teamwork: We function as a team. Within functions, we cooperate. Between functions, we collaborate. Together, we aim for excellence and leadership in our chosen markets. Our Team: Our Asset. Professionalism: We are proficient and ef ficient in all that we do. We provide banking ser vices knowledgeably and skillfully. We uphold regulatory obligations. Our Professionalism: Our Competence Annual Report 2010 Faysal Bank 08 - 09

Our Mission Achieve leadership in providing financial services in chosen markets through innovation. Differentiator Values Values that set our brand apart Passion Innovation We bring zeal and enthusiasm for banking to work. We pioneer novel and more effi cient ways to deliver We are excited to provide customers with the best or solutions. the best-suited. We are dedicated to a culture of improvement and We go the extra mile in legitimate, acceptable ways. modernisation. We stand for originality, in thought, in action and in Our Passion: Our Worth. belief. Responsiveness Our Innovation: Our Strength. We are receptive to the need for change and Compassion improvement. We are proactive and anticipate our customers' needs Our concern for our colleag ues, our customers, our and wants. communities, and our countr y sets us apar t. We act quickly to modify, adjust or prepare for new To each other, we are a fami ly. realities. For each other, we are a meaningful source of shared humanity. Our Responsiveness: Our Distinguisher. Our Compassion: Our Gift.

Milestones The Acquisition In June 2010, Faysal Bank Limited (FBL) entered into a share purchase agreement for RBS Pakistan. This marked a new chapter in both FBL and RBS Pakistan's history, which gave FBL an even stronger presence in the country and supported our growth plans. FBL recognized the strength of the customer franchise which RBS had built and with the investment FBL can provide, it shall be better able to realise its full potential. On October 2010, controlling interests of RBS Pakistan were transferred from the RBS Group to FBL. The two banks seamlessly merged into a combined entity on January 01, 2011, which enabled FBL to offer a wider range of products across all customer segments. This acquisition has expanded FBL's footprint to over 225 branches, with combined business assets of PKR 250 billion, further strengthening its balance sheet and taking FBL amongst the top ten banks in Pakistan. This acquisition is a significant milestone in FBL's strategy to expand its presence and commitment to Pakistan, while of fering a wider range of products across all business segments, with continued focus on improving customer experience. This expansion will result in positioning the bank as one of the key players in the financial sector, which is undergoing consolidation. FBL remains committed to all its stakeholders, customers and employees, while continuing to fulfil our corporate responsibilities. Enhanced Branch Network and Rebranding Following the merger of RBS with and into Faysal Bank, a complete rebranding exercise was undertaken all across Pakistan to convert RBS branches into Faysal Bank branches. In keeping with a strategy of growth, Faysal Bank's footprint has now expanded to over 225 branches, out of which 13 are solely dedicated Barkat Islamic Banking branches. Throughout the acquisition process, extensive lines of communication were developed for internal and external use, to assuage employee concerns and queries and to keep customers and stakeholders informed about various developments, respectively. Corporate & Investment Banking During 2010, the Corporate & Investment Banking Group (CIBG) continued its ongoing commitment to improve the quality of its assets, enhance the contribution of trade and fee based income to augment and diversify the revenue base and to develop client focused solutions to bring about efficiencies in business. A number of milestone transactions were concluded including the largest ever private debt restructuring in Pakistan where FBL acted as restructuring advisor to a

denim manufacturer & its fertilizer subsidiary. The quantum of debt restructured was PKR 43,000 million - including both local & foreign currency exposures with over 70 creditor institutions involved. Other select milestones include: FBL jointly arranged a Syndicated Dual Tranche Ship Financing Facility of PKR 10,300 million for acquisition of dry cargo vessels by a large shipping company. This complex and unique transaction was achieved without recourse to sovereign guarantees. FBL issued 7 Year Privately Placed, Rated, Unsecured & Subordinated TFC's of PKR 3,000 million to improve its Tier-II capital. The issue was well oversubscribed -a mark of confidence in our institutional strength. FBL acted as a Co-Arranger for a PKR 8,000 million Long Term Infra-structure Finance Facility to a subsidiary of one of the largest companies in the Ports & Logistics sector globally. FBL acted as Exclusive Advisor & Arranger to a PKR 1,150 million Privately Placed Rated TFC issue for a leading school chain for the acquisition of two power projects of PKR 365 MW each. FBL acted as a Lead Advisor and Arranger for the country's only integrated Power Company to arrange PKR equivalent of USD 25 million Syndicated Term Facility to complete the commercial leg of a European ECA facility. FBL acted as Joint Lead Advisor & Arranger for a project finance transaction of PKR 1,800 million for commissioning a BoPET manufacturing plant - the first of its kind in Pakistan. Annual Report 2010 Faysal Bank 10 - 11

For Commercial Banking (CB), 2010 was a year with challenging conditions with many medium sized businesses gradually coming out of the commodity/energy crisis and general economic slowdown. FBL took a strategic decision to shift the Small Enterprises Asset Portfolio to Retail Banking. This allowed CB to prioritize services to the medium sized clientele and allowed Retail Banking to service small sized customers through their strong geographic network and further explore their associated deposit potential. Staying true to the banks vision of innovation, Cash Management (CM) developed a new web-based payment solution enabling straight-through processing for corporate clients. This solution was developed taking into account the diverse payment patter ns of clients across dif ferent industries. The product initiatives will be carried for ward to 2011 where new features shall be added on to the platform creating a one-stop solution for our customers. Information Technology (IT) With the goal of executing seamless integration, Information Technology (IT) department had the most critical role in the merger. IT successfully completed all the merger related activities smoothly and within time, which resulted in a complete merger in the record time of 3 months only . IT also successfully harnessed 29 branch networks which helped reduce branch downtime resulting in improved service quality. IT also managed to reduce Operating Cost of the merged entity's IT services by 9.00% on an annual basis. Solitaire Wealth Management Communications helped in the launch of Priority Banking, under the brand name of Solitaire Wealth Management. Solitaire was designed to be seen as an extension of the Faysal Bank brand, with an emphasis on Faysal Bank heritage. Commitment to Domestic Cricket Faysal Bank entered a 3 year contract with the Pakistan Cricket Board, becoming the official sponsors of domestic cricket in Pakistan. This union marks a critical role in the continued promotion and suppor t of domestic cricket. Faysal Bank's sponsorship kicked off with the Faysal Bank T-20 Cup, which drew in record viewership. The QuaideAzam Trophy and the Faysal Bank One-Day Cup also successfully concluded, with many more tournaments lined up in the future. Corporate Social Responsibility Faysal Bank, being a socially responsible corporate entity, has been a regular contributor to the society and communities within which it operates. The Board of Directors have pledged PKR 50 million for the relief and rehabilitation of flood victims. Furthermore,

a Flood Relief Fund was set up by employees, where Faysal Bank matched all employee contributions. A country-wide exercise was conducted on 14th August, 2010, where employees visited the SOS Children's Villages in Karachi, Lahore and Islamabad, and the Children's Cancer Ward at Jinnah Hospital, Karachi. Faysal Bank donated various electronic appliances as per the need of these institutions. Launch of the Intranet Portal The official Faysal Bank intranet portal, for internal use by employees, was launched. This portal will provide easy access to news, infor mation, policies & procedures, as well as other useful tools. Available to all employees across the country, it has improved employee communication, engagement and accessibility. Awards The Annual Repor t 2009 received great acclaim and recognition: Faysal Bank was awarded the 'Runner-Up Position in the Best Corporate Report Awards 2009 in the Banking Sector', organised by the Institute of Char tered Accountants Pakistan (ICAP) and the Institute of Cost and Management Accountants Pakistan. Faysal Bank also secured the 'Second Runner Up Award' in South Asian Federation of Accountants (SAF A) Best Presented Accounts A wards 2009 in the categor y of 'Banking Sector Subject to Prudential Regulations'.

The wil to go beyond The will to go beyondThe will to go beyond no matter how far it seems no matter how far it seemsno matter how far it seems

Corporate Information Board of Directors Shahid Ahmad Director Lt. Gen. Muhammad Maqbool (Retd) Director Graham Roderick Walker Director Syed Naseem Ahmad Chairman

Naved A. Khan Farooq Rahmatullah Mohamed A.R. Hussain Hassan Mohammed Mahmood Ha ssan President & CEO Director Director Director

Board of Directors Committees Audit Committee (AC) Graham Roderick Walker Chairman Shahid Ahmad Member Hassan Mohammed Mahmood Hassan Member Terms of Reference Formed in compliance with the code Corporate Governance, the Audit Committee (AC) aims to enhance the Internal Control environment in Faysal Bank. The AC recommends to Directors the appointment of external auditors and considers questions of resignation or removal of external auditors, audit fees and other ser vices and similar initiatives. Recruitment Nomination and Remuneration Committee (RNRC) Syed Naseem Ahmad Chairman Farooq Rahmatullah Member Naved A. Khan Member Shahid Ahmad Member Hassan Mohammed Mahmood Hassan Member Terms of Reference Formed in compliance with the code Corporate Governance to ensure that

the HR policies are in line with market dynamics and the business objectives of the bank. RNRC reviews HR policies and approves the same. RNRC meets atleast 2 times in a year for discussing HR related issues and policies. Board Risk Management Committee (BRMC) Mohamed A.R.Hussain Chairman Naved A. Khan Member Syed Naseem Ahmad Member Shahid Ahmad Member Terms of Reference The Board Risk Management Committee (BRMC) assists the Board of Directors in fulfilling its responsibilities in relation to statutory, fiduciary and regulatory responsibilities. BRMC performs the duties required by the State Bank of Pakistan such as monitoring the Bank's per formance and overall risk portfolio, risk limits in respect of credit, approving policies and procedures, credit repor ting, assessment of regulatory compliance and any other matters that are specifically delegated to the BRMC by the board. Annual Report 2010 Faysal Bank 16 - 17

Board Meeting Attendance Attended by / 25/01/10 23/02/10 28/04/10 24/08/10 15/10/10 28/10/10 Meeting Date Attended by Syed Naseem Ahmad Leave of Absence Naved A. Khan Farooq Rahmatullah Graham R. Walker Mohammed A. Rahman Bucheerei Resigned w.e.f -21/ 6/10 Mohamed A. R. Hussain Shahid Ahmad Leave of Absence Tariq Iqbal Khan Leave of Leave of Resigned w.e.f -Absence Absence 30/6/10 Hassan Mohammed Mahmood Hassan -Co-opted w.e.f 18/8/10

Management Team NAVED A. KHAN President & CEO Naved A. Khan has over twenty-three years of work experience with twenty years of broad-based and varied Corporate and Investment banking experience. Before joining Faysal Bank, Naved Khan was associated with ABN AMRO Bank, Pakistan as Chief Executive Of ficer with the primary responsibility of strategic management of the Bank's local franchise and its key businesses. He has also been associated in senior management positions with Bank of America, Pakistan. Naved Khan has international work experience with General Electric / RCA in USA in the company's Pacific Rim operations and holds an MBA from Butler University, School of Business, Indianapolis, USA. He is currently Chairman of ECH Task Force - State Bank of Pakistan, Board Member of Rotary Club of Karachi Metropolitan, Board Member on Export Processing Zones Authority, Board Member at the Virtual University of Pakistan, Chairman Academic Board - IBP, Director Karachi Shipyard and Engineering works and Board Member of Pakistan Stone Developing Company. SUHAIL KHAN Chief Risk Officer Suhail is currently the Chief Risk Of ficer / Head of Risk Management Group at Faysal Bank Limited. He is responsible for identifying, measuring and managing the overall credit and enterprise-wide risks of the Bank. Prior to joining Faysal Bank Limited, Suhail was responsible for UK institutional Sales as an Executive Director with For tis Investments. He star ted his banking career with ABN AMRO Pakistan in 1996 as a Corporate Relationship Manager and then led a team in the Credit Por tfolio Management function of the Bank. In 2002, he moved to ABN AMRO UK where he served as the Global Business Manager for Investment Banking (Energy & Resources sector) and Asset Management franchises. He brings with him over 14 years of diversified experience in financial services, both in local and foreign markets. Suhail is an MBA in Finance from IBA (Karachi) and a Char tered Financial Analyst (CFA). Front row (left to right-): Naved A. Khan, Mehreen Amin, Suhail Khan, Syed Majid Ali Back row (left to right): Aarij Ali, Bashir Shaikh, Zafar Baig, Salman A. Usmani , Nasir Islam, Ahmed Kamran, Nauman Ansari

NAUMAN ANSARI Head Corporate & Investment Banking Nauman Ansari has over 15 years of rich credit, corporate and investment banking experience having been associated with Standard Chartered Bank-Karachi, Bank of AmericaKarachi, ABN Amro (in Pakistan, Middle East and Asia Pacific regions), Fortis Bank in Middle East and Crescent Commercial Bank in Pakistan. Nauman Ansari holds a Bachelors of Science degree in business studies from USA. SYED MAJID ALI Chief Financial Officer Syed Majid Ali is a Fellow member of the Institute of Chartered Accountants. He has over 18 years of diversified experience, progressively responsible in the accounts and finance disciplines of banking with exposure in IT and HR activities. He has been associated with Emirates Bank International as CFO, KPMG as Par tner and Saudi Pak Commercial Bank as CFO. AARIJ ALI Head Retail Banking Aarij Ali has over 25 years of banking experience in various capacities within Retail, Consumer, Corporate and Operations areas. He has also handled business support projects related to HRD, Technology and Strategy Development. He holds an MBA Degree from IBA, Karachi. Prior to joining Faysal Bank, Aarij has been associated with ANZ Grindlays, MCB Bank and Saudi Pak Commercial Bank. NASIR ISLAM Head Compliance Nasir Islam is a qualified Chartered Accountant with over 18 years of multifaceted experience. His first assignment was as Manager Finance in ANZ Grindlays in Karachi from where he was posted at the ANZ HO in Melbourne, Australia as Manager Commercial Banking System (CBS) Project. He returned to Pakistan in 2000 as Manager Audit and joined ABN Amro Bank as Audit Manager, and in 2004, he was appointed as Countr y Head of Compliance. SALMAN AHMED USMANI Head Treasury Salman Ahmed Usmani has extensive experience of over 22 years in both the multinational and local banking sector with expertise in Treasury and Risk Management, Asset and Liability Management, Strategic Planning, Corporate Restructuring, Strategic Negotiations, Acquisitions and

Strategic Alliances and International Operations. Prior to joining Faysal Bank Limited, he was associated with MCB Bank Limited as Global Treasurer and Head Investment Banking Group. His past experience has been with organizations like ANZ Grindlays, American Express, Bank of America, Mashreq Bank, and United Bank Limited. BASHIR A. SHAIKH Head Special Asset Management Bashir Ahmed Sheikh possesses over 39 years of core banking experience. He has handled Regional Head Punjab positions at both Faysal Bank and at Al Faysal Investment Bank Limited. He is a seasoned banker and started his career at United Bank Ltd. Has held senior positions at BCCI (Overseas) Limited, Indus Bank Limited and Askari Commercial Bank Limited. He has a Graduate Degree (Economic and Political Science) from University of Punjab, Lahore and has attended Executive Development Program at Johnson Graduate School of Management at Cornell University NY, USA. AHMED KAMRAN Head Services Ahmed Kamran possesses over 30 years of multifaceted experience. He has held various senior positions during his career at Faysal Bank, Al Faysal Investment Bank, Faisal Islamic Bank of Bahrain, Electronic Information & Energy Systems Limited, Duty Free Shops Limited and National Bank of Pakistan. Ahmed Kamran has a Masters in International Relations from Karachi University and has attended Advanced Management Course at McGill University held at KL, Malaysia. He has also attended Advanced Management & International Marketing Course at INSEAD, France. MEHREEN AMIN Head Human Resources Mehreen Amin possesses over 26 years of work experience, in the areas of IT and HR. She has been professionally associated in senior positions with leading multinationals i.e. G. D. Searle, U.K., Shell Pakistan and Reckitt Benckiser where she was the HR Regional Director - for the Africa Middle East region. In her last assignment at ABN AMRO/RBS Pakistan Limited she was Head of Human Resources. She is a Member of the Board of Gover nors of Pakistan Society for T raining & Development. ZAFAR BAIG Head Strategic Development Zafar Baig is the Head of Strategic Development and Planning for Faysal Bank. He has been associated with ABN AMRO / RBS since 1996 holding a CFO position

and has diversified experience in activities across all Finance functions including Asset & Liability Management, Taxation and Management Information with exposure in business planning, M&A and Integration activities. Prior to joining the bank in 1996, he was associated with HSBC Pakistan. He brings with him over 15 years of experience in banking industry.

Senior Management andInternal Committees Senior Management Naved A. Khan President & CEO Nauman Ansari Head Corporate & Investment Banking Aarij Ali Head Retail Banking Salman A. Usmani Head Treasury Bashir Shaikh Head Special Asset Management Ahmed Kamran Head Services Suhail Khan Chief Risk Officer Syed Majid Ali Chief Financial Officer Mehreen Amin Head Human Resources Nasir Islam Head Compliance Zafar Baig Head Strategic Development Fouad Farrukh Head Islamic Banking Mian Ejaz Ahmed Company Secretary & Head Legal

Shahid Salim Head Internal Audit Management Committee Naved A. Khan Chairman Syed Majid Ali Member & Secretary Nauman Ansari Member Aarij Ali Member Salman A. Usmani Member Bashir Shaikh Member Ahmed Kamran Member Suhail Khan Member Mehreen Amin Member Nasir Islam Member Zafar Baig Member Asset & Liability Committee Naved A. Khan Chairman Salman A. Usmani

Member & Secretary Nauman Ansari Member Aarij Ali Member Syed Majid Ali Member Zafar Baig Member Asad Kerai Member Suhail Khan Member Compliance Committee Naved A. Khan Chairman Nasir Islam Member & Secretary Ahmed Kamran Member Suhail Khan Member Syed Majid Ali Member Shahid Salim Member Annual Report 2010 Faysal Bank 20 - 21

IT Steering Committee Naved A. Khan Chairman Muhammad Afzal Member & Secretary Suhail Khan Member Ahmed Kamran Member Nasir Islam Member Syed Majid Ali Member Aarij Ali Member Nauman Ansari Member Investment Committee Naved A. Khan Chairman Enamullah Khan Member & Secretary Syed Majid Ali Member Nauman Ansari Member Suhail Khan Member Salman A. Usmani Member

Asad Kerai Member Enterprise Risk Management Committee Naved A. Khan Chairman Asad Kerai Member & Secretary Suhail Khan Member Ahmed Kamran Member Nasir Islam Member Aarij Ali Member Syed Majid Ali Member Nauman Ansari Member Salman Usmani Member Country Credit Committee Naved A. Khan Chairman Suhail Khan Member & Secretary Nauman Ansari Member

Aarij Ali Member

Organizational Structure Board of Directors President & CEO CEO Secretariat Equity Capital Markets Islamic Banking Product Development & Management Islamic Commercial Shariah Advisor Treasury Corporate & Investment Banking Corporate Banking Commercial Banking Investment Banking Cash Management Trade Products Financial Institution Retail Banking Branch Banking Consumer Finance Agri / Agri SME E-Banking & Wealth Products Operations Support Service Quality & Marketing Business Banking Company Secretary & Legal Blue positions are Country MT positions Annual Report 2010 Faysal Bank 22 - 23

Audit Committee Internal Audit Audit Committee Internal Audit Services Information Technology Centralized Operations General Services Policies & Procedures Corporate Service Center Risk Retail Risk Management Corporate Risk Management Commercial Risk Management Retail, SME & Agri Risk Management Enterprise Risk Management Credit Administration Risk Policy Human Resources Compliance Financial Control Unit Special Assets Mgmt. Strategic Development

The will to go beyond The will to go beyondThe will to go beyond to explore new horizons to explore new horizonsto explore new horizons

Six Years Financial Summary (Rupees in millions) 2010 2009 2008 2007 2006 2005 OPERATIONAL RESULTS Mark-up / return / interest earned 19,710 16,958 13,404 11,611 9,728 6,338 Mark-up / return / interest expensed 13,919 11,968 8,455 7,459 6,089 3,312 Fee, commission, brokerage & FX Income 1,659 1,286 1,161 1,058 725 677 Dividend and Capital gains 1,675 1,493 1,073 2,337 1,580 1,385 Total income 9,804 7,803 7,260 7,593 6,391 5,090 Provisions / Write-off 2,202 2,192 2,047 2,079 622 (310) Operating expenses 6,775 4,311 3,416 2,816 1,899 1,431 Operating profit/(loss) before tax and provision 3,029 3,492 3,844 4,777 4,492 3 ,659 Profit/(loss) before taxation 827 1,301 1,797 2,698 3,870 3,969 Profit/(loss) after taxation 1,190 1,200 1,115 2,272 2,817 3,069 Dividends % ---25 50 35 Bonus shares % 20 -15 25 -30 BALANCE SHEET Shareholders equity 16,643 11,336 10,136 10,345 9,132 8,112 Revaluation Reserves (125) 1,447 636 5,811 4,664 6,148 Deposits 195,315 123,665 102,777 102,067 74,414 74,737 Borrowings from financial institutions 34,636 34,986 13,027 9,996 14,965 15,296 Advances - net of provision 133,707 91,346 83,512 87,346 74,469 62,324 Investments - net of provision 86,419 56,531 36,153 31,553 22,525 24,412 Total assets 267,321 180,865 138,241 141,277 115,470 110,281 OTHERS Imports 73,116 66,400 38,089 68,171 70,323 43,836 Exports 44,646 36,173 50,395 52,110 33,815 23,384 FINANCIAL RATIOS Capital Adequacy ratio % 9.95 11.93 10.84 10.27 11.42 13.60 Profit before tax ratio % 4.20 7.67 13.41 23.24 39.78 62.62 Gross spread ratio % 29.38 29.43 36.92 35.75 37.40 47.75 (Net mark-up income / gross mark-up income) Income / Expense ratio Times 1.45 1.81 2.13 2.70 3.37 3.56 Return on Capital Employed % 2.76 9.00 10.57 11.34 20.43 20.26 Return on Average Equity (ROE) % 8.51 11.18 10.89 23.33 32.67 42.74 Return on Average Assets (ROA) % 0.53 0.75 0.80 1.77 2.50 3.25 Weighted Average Cost of Deposit % 6.70 8.23 7.03 7.00 6.30 4.07 Current Ratio Times 0.47 0.51 0.54 0.65 0.64 0.65 Advances / Deposit Ratio (Average) % 70.55 77.22 83.41 91.69 91.71 86.03 Total assets turnover ratio / Fixed assets turnover ratio Times 30.63 64.87 52.2 3 56.17 51.57 63.89 (Total assets / Fixed assets) Price Earning ratio % 9.56 10.69 7.55 21.22 15.70 17.64 Earning per share (EPS) Rs. 1.63 1.64 1.53 3.11 3.85 4.20 Net Assets per share Rs. 22.60 20.99 20.34 30.50 32.56 38.70 Market value per share Rs. 15.59 17.53 11.51 65.95 60.50 74.10 Market value per share - high Rs. 20.90 18.75 66.70 80.25 93.20 76.35 Market value per share - low Rs. 12.97 7.94 11.51 60.00 54.15 39.90 Earning Asset to Total Asset Ratio % 84.43 90.70 89.51 91.49 89.28 91.32 Dividend Yield Ratio (Cash Dividend) % ---3.79 8.26 4.72 Dividend pay out ratio (Cash Dividend) % ---58.27 75.19 42.01 Book value per share - excluding surplus/ (deficit) on revaluation Rs. 22.77 18.61 19.14 19.53 21.55 22.02 Book value per share - including surplus/ (deficit) on revaluation Rs. 22.60 20.99 20.34 30.51 32.56 38.70 Number of employees 3,582 2,042 1,929 1,759 1,463 1,068 Number of branches 226 133 129 105 75 56 CASHFLOWS

Operating activities 8,882 17,862 1,882 7,262 12 10,471 Investing activities 2,050 (18,438) (2,669) (5,505) 2,908 (9,085) Financing activities 3,004 (5) (1,326) (818) (1,791) (1,201) MATURITY PROFILE Net assets maturity wise: Upto one month (77,873) (71,637) (41,840) (30,936) (30,385) (41,188) Over one month to three months 17,346 (10,549) 10,431 2,301 4,490 8,828 Over three months to six months 8,387 29,493 3,048 6,981 4,499 1,937 Over six months to one year (5,960) 9,557 803 2,443 5,762 12,813 Over one year to two years 18,886 12,839 12,407 17,083 7,538 7,428 Over two years to three years 5,727 10,746 7,316 5,235 10,747 11,961 Over three years to five years 22,848 12,931 5,316 5,370 2,766 9,605 Over five years to ten years 17,006 14,923 6,596 3,970 3,898 2,361 Over ten years 10,149 4,480 6,695 3,710 4,482 515 Total net assets 16,516 12,783 10,772 16,157 13,797 14,260

Income and Expense Compositions Income Composition 8,145 Rupees in Million4,413 5,667 6,535 6,099 6,517 0 1,000 2,000 3,000 4,000 5,000 6,000 7,000 8,000 9,000 10,000 677 725 1,058 1,161 1,286 1,659 2005 2006 2007 2008 2009 2010 Fee, Commission, Brokage & FX Income Fund Based Income Expense Composition 3,075 Rupees in Million 711 720 978 921 1,323 1,814 2,260 3,700 2,051 1,602 1,493 2005 2006 2007 2008 2009 2010 Employee Cost Other Cost Annual Report 2010 Faysal Bank 26 - 27

Statement of Finacial Position Composition Assets 9% 9% 50% Liabilities & Equity 32% 6% 6% 2% 13% Advances Investments Cash and Other Assets Bank Balances 73% Deposits & Other Borrowing fromAccounts Financial Institutions Shareholders Equity Sub - Ordinated Loans Shareholders Equity Other Liabilities Revaluation Reserves 24% 44% 20% 12% Share Capital Statutory Reserve Reserve Arising Unappropiated profit on Amalgamation

Advances Gross Advances 151,206 98,384 88,62191,016 76,284 63,516 0 20,000 40,000 60,000 80,000 100,000 120,000 140,000 160,000 Rupees in Million 2005 2006 2007 2008 2009 2010 Advances Categorisation 1% 0% 6% Advances by Currency 93% 3% 97% Loans, Cash Net Investment Credits & in Finance Lease Running Finances Bills Discounted & Purchased Reverse Repo Transactions Local Currency Foreign Currency Annual Report 2010 Faysal Bank 28 - 29

Segment Information Advances

Chemical and Pharmaceuticals Agriculture Textile Cement Sugar Construction Ready made garments Footwear and leather garments Automobile and transportation equipment Financial Oil Refining / Marketing Distribution / Trading Electronics and electrical appliances Production and transmission of energy Iron and Steel Food and Allied Synthetic and Rayon Paper and Board Individuals Transportation, Road and Air Mining and Quarrying Others Deposit Chemical and Pharmaceuticals Textile Agriculture Cement Sugar Construction Ready made garments Footwear and leather garments Automobile and transportation equipment Financial Oil Refining / Marketing Distribution / Trading Electronics and electrical appliances Production and transmission of energy Iron and Steel Food and Allied Synthetic and Rayon Food Industries Paper and Board Individuals Telecommunication

Transportation, Road and Air Mining and Quarrying Others

Deposits Deposits 195,315 Rupees in Million123,655 102,777102,067 74,41474,737 0 20,000 40,000 60,000 80,000 100,000 120,000 140,000 160,000 180,000 200,000 2005 2006 2007 2008 2009 2010 Deposit Categorisation 32% 43% Deposit by Currency 22% 10% Terms Savings 90% Current & Financial Institutions Margin Account 3% Local Currency Foreign Currency Annual Report 2010 Faysal Bank 30 - 31

Investments Investments Rupees in Million 86,419 56,531 36,153 31,553 22,52524,412 0 10,000 20000 30,000 40,000 50,000 60,000 70,000 80,000 90,000 2005 2006 2007 2008 2009 2010 Break up of Investments 79% 13% 8% Government TFCs / Bonds Securities Shares / Other Units

EPS and Maturity Profile Earnings Per Share In Rupees1.631.64 1.53 3.11 3.85 4.20 0 0.50 1.00 1.50 2.00 2.50 3.00 3.50 4.00 4.50 2005 2006 2007 2008 2009 2010 60 Maturity Profile 54 55 Percentage 50 45 40 35 30 25 20 15 10 5 0 4 1 8 1 10 4 6 1 8 14 11 14 16 10

16 21 Assets Liabilites Annual Report 2010 Faysal Bank 32 - 33

Stock Price FBL PRICE VS KSE INDEX ( 2005 - 2009 ) 12,022 9,387 5,865 14,076 10,058 0 20,000 40,000 60,000 80,000 100,000 120,000 140,000 160,000 17.53 15.59 0 10 20 30 40 50 60 70 80 60.50 9,557 74.10 65.95 11.51 0 10 12 14 16 18 20 Rupees 2005 2006 2007 2008 2009 2010 KESC Index FBL Price FBL Share Price Movement 2010 vs 2009 Year 2010 Year 2009

Horizontal Analysis Balance Sheet 2010 2009 2008 2007 2006 2005 Rupees in Million ASSETS Cash and balances with treasury banks 17,429 8,427 8,928 6,872 7,208 6,697 Balances with other banks 5,728 509 877 3,708 2,883 2,046 Lendings to financial institutions -15,018 2,861 7,078 4,608 10,743 Investments 86,419 56,531 36,153 31,553 22,525 24,412 Advances 133,707 91,346 83,512 87,346 74,469 62,324 Operating fixed assets 8,726 2,788 2,647 2,515 2,239 1,726 Deferred tax assets - net 5,017 1,280 ---Other assets 10,295 4,966 3,264 2,204 1,538 2,334 267,321 180,865 138,242 141,276 115,470 110,282 LIABILITIES Bills payable 3,219 1,465 1,537 2,407 4,516 1,193 Borrowings 34,636 34,986 13,027 9,996 14,965 15,296 Deposits and other accounts 195,315 123,655 102,777 102,067 74,414 74,737 Sub-ordinated loans 4,595 999 1,000 1,000 -Liabilities against assets subject to finance lease --4 8 14 24 Deferred tax liabilities - net --2,483 2,691 1,840 1,268 Other liabilities 13,038 6,977 6,642 6,951 5,924 3,504 250,803 168,082 127,470 125,120 101,673 96,022 16,518 12,783 10,772 16,156 13,797 14,260 REPRESENTED BY Share capital (including propsed shares to be issued) 7,337 6,091 5,296 5,296 4,237 3,684 Reserves 7,355 4,030 3,790 3,567 3,080 2,516 Unappropriated profit 1,951 1,215 1,050 1,482 1,816 1,911 16,643 11,336 10,136 10,345 9,133 8,111 Surplus on revaluation of assets (125) 1,447 636 5,811 4,664 6,149 16,518 12,783 10,772 16,156 13,797 14,260 Annual Report 2010 Faysal Bank 34 - 35

Horizontal Analysis 2010 vs 2009 vs 2008 vs 2007 vs 2006 vs 2005 vs 2009 2008 2007 2006 2005 2004 Variance % 107 (6) 30 (5) 8 33 1,025 (42) (76) 29 41 (43) (100) 425 (60) 54 (57) 143 53 56 15 40 (8) 98 46 9 (4) 17 19 23 213 5 5 12 30 49 292 100 ---107 52 48 43 (34) 58 48 31 (2) 22 5 40 120 (5) (36) (47) 279 32 (1) 169 30 (33) (2) 80 58 20 1 37 (0) 32 360 (0) -100 --(100) (50) (43) (42) 33 -(100) (8) 46 45 664 87 5 (4) 17 69 53 49 32 2 23 6 41 29 19 (33) 17 (3) 40 20 15 -25 15 26 83 6 6 16 22 11 61 16 (29) (18) (5) 77 47 12 (2) 13 13 30 (109) 128 (89) 25 (24) 55 29 19 (33) 17 (3) 40

Horizontal Analysis Profit and Loss Account 2010 2009 2008 2007 2006 2005 Rupees in Million Mark-up / return / interest earned 19,710 16,958 13,404 11,611 9,728 6,338 Mark-up / return / interest expensed 13,919 11,968 8,455 7,459 6,089 3,312 Net mark-up / interest income 5,791 4,990 4,949 4,152 3,639 3,026 (Reversal)/ Provision against nonperforming loans and advances - net 1,906 1,966 1,544 1,797 517 (19) (Reversal)/ Provision for consumer loans - general (90) (27) (105) 75 105 28 Provision for diminution in the value of investments 287 252 608 207 -(319) Bad debts written off directly 99 ----2,202 2,191 2,047 2,079 622 (310) Net mark-up / interest income after provisions 3,589 2,799 2,902 2,073 3,017 3,336 Non mark-up / interest income Fee, commission and brokerage income 1,141 885 814 743 604 582 Dividend income 335 668 1,207 1,221 1,249 777 Income from dealing in foreign currencies 519 400 347 314 121 95 Gain / (Loss) on sale of securities 1,340 825 (134) 1,116 330 609 Unrealized (loss) on revaluation of investments classified as held for trading 68 (46) (3) 3 -Other income 609 81 79 44 448 1 Total non mark-up / interest income 4,012 2,813 2,310 3,441 2,752 2,064 7,601 5,612 5,212 5,514 5,769 5,400 Non mark-up / interest expenses Administrative expenses 6,644 4,284 3,258 2,800 1,866 1,429 Other provisions 62 (6) 97 6 -Other charges 68 33 61 10 33 2 Total non mark-up / interest expenses 6,774 4,311 3,416 2,816 1,899 1,431 827 1,301 1,796 2,698 3,870 3,969 Extraordinary / unusual items -----Profit before taxation 827 1,301 1,796 2,698 3,870 3,969 Taxation - Current 239 1,157 156 282 383 689 - Prior years 192 2,823 100 (48) 93 (923) - Deferred (794) (3,880) 426 192 577 1,133 (363) 100 682 426 1,053 899 Profit after taxation 1,190 1,201 1,114 2,272 2,817 3,070 Basic/ Diluted earnings per share - Rupees 1.63 1.64 1.53 3.11 3.85 4.20 Annual Report 2010 Faysal Bank 36 - 37

Horizontal Analysis 2010 vs 2009 vs 2008 vs 2007 vs 2006 vs 2005 vs 2009 2008 2007 2006 2005 2004 Variance % 1616 16 27 42 1 15 13 19 19 22 14 53 84 20 130 196 85 (3) 27 (14) 248 (2,821) (137) 233 (74) (240) (29) 275 (61) 14100 128 (59) 7 (4) 194 (2) 40 100 234 (31) (100) (301) (10) 100 ( 352) 121 29(50) 3062 9 (45) 15 (716) 10 (1) 11 (112) 23

(2) 160 238 4 61 27 (46) 47 11 (41) 6 (248) 6524335 1,433 3 22 8 (200) 80 (33) (5) (90) 25 (4) 44,700 33 7 (100) (80) 13 62 55(1,133) 10657 (36) (36) (79) (93) (80) (463) (1) 31 (106) (46) 26 (28) (28) 642 2,723 (1,011) (85) 8 16 1,517 510 21 (33)

(33) (45) (308) 122 60 (51) 50 100 (70) 48 (30) (30) (26) (152) (67) (60) (19) 31 1,550 33 (2) (2) (44) (110) (49) 17 (8) 26 100 26 80 80 33 120 217 98 75 (1) 8 (51) (19) (8) (30)

Vertical Analysis Balance Sheet 2010 2009 2008 2007 2006 2005 Rupees in Million ASSETS Cash and balances with treasury banks 17,429 8,427 8,928 6,872 7,208 6,697 Balances with other banks 5,728 509 877 3,708 2,883 2,046 Lendings to financial institutions -15,018 2,861 7,078 4,608 10,743 Investments 86,419 56,531 36,153 31,553 22,525 24,412 Advances 133,707 91,346 83,512 87,346 74,469 62,324 Operating fixed assets 8,726 2,788 2,647 2,515 2,239 1,726 Deferred tax assets - net 5,017 1,280 ---Other assets 10,295 4,966 3,264 2,204 1,538 2,334 267,321 180,865 138,242 141,276 115,470 110,282 LIABILITIES Bills payable 3,219 1,465 1,537 2,407 4,516 1,193 Borrowings 34,636 34,986 13,027 9,996 14,965 15,296 Deposits and other accounts 195,315 123,655 102,777 102,067 74,414 74,737 Sub-ordinated loans 4,595 999 1,000 1,000 -Liabilities against assets subject to finance lease --4 8 14 24 Deferred tax liabilities - net --2,483 2,691 1,840 1,268 Other liabilities 13,038 6,977 6,642 6,951 5,924 3,504 250,803 168,082 127,470 125,120 101,673 96,022 16,518 12,783 10,772 16,156 13,797 14,260 REPRESENTED BY Share capital (Including proposed share to be issued 7,337 6,091 5,296 5,296 4,237 3,684 Reserves 7,355 4,030 3,790 3,567 3,080 2,516 Unappropriated profit 1,951 1,215 1,050 1,482 1,816 1,911 16,643 11,336 10,136 10,345 9,133 8,111 Surplus on revaluation of assets (125) 1,447 636 5,811 4,664 6,149 16,518 12,783 10,772 16,156 13,797 14,260 Annual Report 2010 Faysal Bank 38 - 39

Vertical Analysis 2010 vs 2009 vs 2008 vs 2007 vs 2006 vs 2005 vs 2009 2008 2007 2006 2005 2004 Composition % 7 5 6 5 6 6 2 0 1 3 2 2 -8 2 5 4 10 32 31 26 22 20 22 50 51 60 62 64 57 3 2 2 2 2 2 2 1 ---4 3 2 2 1 2 100 100 100 100 100 100 1 1 1 2 4 1 13 19 9 7 13 14 73 68 74 72 64 68 2 1 1 1 --0 0 --2 2 5 4 5 94 93 6 7 8 3 3 1 6 3 2 1 6 4 3 1 7 0 0 2 1 5 5 3 92 89 88 87 11 12 13 4 3 1 7 4 3 2 8 3 2 2 7

(0) 1 0 4 4 6 6 7 8 11 12 13

Vertical Analysis Profit and Loss Account 2010 2009 2008 2007 2006 2005 Rupees in Million Mark-up / return / interest earned 19,710 16,958 13,404 11,611 9,728 6,338 Mark-up / return / interest expensed 13,919 11,968 8,455 7,459 6,089 3,312 Net mark-up / interest income 5,791 4,990 4,949 4,152 3,639 3,026 (Reversal)/ Provision against non-performing loans and advances - net 1,906 1,966 1,544 1,797 517 (19) (Reversal)/ Provision for consumer loans - general (90) (27) (105) 75 105 28 Provision for diminution in the value of investments 287 252 608 207 -(319) Bad debts written off directly 99 ----2,202 2,191 2,047 2,079 622 (310) Net mark-up / interest income after provisions 3,589 2,799 2,902 2,073 3,017 3,336 Non mark-up / interest income Fee, commission and brokerage income 1,141 885 814 743 604 582 Dividend income 335 668 1,207 1,221 1,249 777 Income from dealing in foreign currencies 519 400 347 314 121 95 Gain / (Loss) on sale of securities 1,340 825 (134) 1,116 330 609 Unrealized (loss) on revaluation of investments classified as held for trading 68 (46) (3) 3 -Other income 609 81 79 44 448 1 Total non mark-up / interest income 4,012 2,813 2,310 3,441 2,752 2,064 7,601 5,612 5,212 5,514 5,769 5,400 Non mark-up / interest expenses Administrative expenses 6,644 4,284 3,258 2,800 1,866 1,429 Other provisions 62 (6) 97 6 -Other charges 68 33 61 10 33 2 Total non mark-up / interest expenses 6,774 4,311 3,416 2,816 1,899 1,431 827 1,301 1,796 2,698 3,870 3,969 Extraordinary / unusual items -----Profit before taxation 827 1,301 1,796 2,698 3,870 3,969 Taxation - Current 239 1,157 156 282 383 689 - Prior years 192 2,823 100 (48) 93 (923) - Deferred (794) (3,880) 426 192 577 1,133 (363) 100 682 426 1,053 899 Profit after taxation 1,190 1,201 1,114 2,272 2,817 3,070 Annual Report 2010 Faysal Bank 40 - 41

Vertical Analysis 2010 vs 2009 vs 2008 vs 2007 vs 2006 vs 2005 vs 2009 2008 2007 2006 2005 2004 Composition % 100 71 29 100 71 29 100 63 37 100 64 36 100 63 37 100 52 48 10 12 12 15 5 (0) (0) (0) (1) 1 1 0 11 11 1 13 5 15 2 18 6 (5) (5) 18 17 22 18 31 53 6 2 3 7 5 4 2 5 6 9 3 (1) 6 11

3 10 6 13 1 3 9 12 1 10 03 20 39 (0) 0 17 33 (0) 1 17 39 0 0 30 47 5 28 59 0 33 85 340 0 25 (0) 0 24 1 0 24 0 0 19 0 23 0 344 4 25 8 8 25 13 -

13 24 23 23 20 40 40 23 63 63 1 1 (4) (2) 6 7 17 (23) 1 7 1 1 3 5 8 2 (0) 2 4 20 4 1 6 11 29 11 (15) 18 14 48

Statement of Value Added 2010 2009 Rs. '000 % Rs. '000 % Mark-up / return / interest earned - net of provisions 17,508,636 98 14,765,992 96 Fee, commission and brokerage income 1,140,802 6 885,124 6 Dividend income 334,885 2 667,926 4 Income from dealing in foreign currencie 518,618 3 400,477 3 Gain on sale of investments etc. 2,018,033 11 859,538 6 21,520,974 17,579,057 Administrative expenses 3,674,792 (20) 2,257,107 (15) Value Added 17,846,182 100 15,321,950 100 Distributed as follows: To Employees As remuneration 3,076,436 17 2,051,479 13 To Government As income tax (363,275) (2) 100,342 1 To Depositors As profit on investments 10,682,289 60 9,321,454 61 To Finanacial Institutions As profit on borrowings 3,236,967 18 2,646,431 17 To Society As donations 23,436 0 2,085 0 To Shareholders As dividends / bonus 1,218,182 7 -Retained in Business As reserves and retained profits (27,853) (0) 1,200,159 8 17,846,182 100 15,321,950 100 Public Sector Private Sector Total 2010 2009 2010 2009 2010 2009 Rupees '000 Advances 9,896,164 9,197,928 141,310,245 89,186,542 151,206,409 98,384,470 Investments 67,334,625 42,257,278 20,579,525 15,414,142 87,914,150 57,671,420 Placements / Lendings 13,742,392 7,008,067 9,414,441 16,945,756 23,156,833 23,95 3,823 90,973,181 58,463,273 171,304,211 121,546,440 262,277,392 180,009,713 98% 60%

Income 2010 Distribution 2010 -2% 17% -20% 0% 7% 0% 11% 18% 3% 2% 6% Mark-up / return / unterest eamed - net of provisions Fee, commission and brokerage income Dividend income To Employees To Govermment To Depositors Income from dealing in foreign currencies To Finanacial Institutions To Society Gain on sale of investments etc. Administrative expenses To Shareholders Retained in Business Annual Report 2010 Faysal Bank 42 - 43

The will to go beyond The will to go beyondThe will to go beyond even if there is no road even if there is no roadeven if there is no road

Notice of the Sixteenth Annual General Meeting Notice is hereby given that the 16th Annual General Meeting of Faysal Bank Limit ed ( FBL ) will be held on April 28, 2011 at 9:00 a.m. at Jinnah Auditorium, Institute of Bankers of Pakistan, Moulvi Tamizuddin Khan Road, Karachi. To transact the following business: ORDINARY BUSINESS: 1. To confirm the minutes of the Extra-Ordinary General Meeting held on November 10 , 2010. 2. To receive and adopt Annual Audited Accounts (Stand-alone and Consolidated), Sta tement of Compliance with Code of Corporate Governance of FBL for the year ended December 31, 2010 togethe r with the Directors' and Auditors' Reports thereon. 3. To elect seven (07) Directors of FBL for a period of three years commencing from April 10, 2011 in accordance with the provisions of the Companies Ordinance, 1984 and Memorandum and Articles of Association. The names of retiring Directors are as under: 1. Syed Naseem Ahmad 2. Mr. Graham. R. Walker 3. Mr. Farooq Rahmatullah 4. Mr. Mohamed A.R.Hussain 5. Mr. Shahid Ahmad 6. Mr. Hassan Mohammed Mahmood Hassan 7. Lt. Gen. Muhammad Maqbool (Retd) The Board of Directors has fixed the number of Directors to be e lected at this meeting to be Seven (07) in ter ms of Resolution by Circulation dated February 10, 2011. The retiring Directors sha ll be eligible to offer themselves for re-election in accordance with applicable Regulations. 4. To consider and approve 20% interim Bonus shares approved by the Board of Direct ors for the third quarter ended September 30, 2010 issued to the Shareholders on December 22, 2010 now placed fo r Post Facto approval by the Shareholders. 5. To appoint External Auditors for the ensuing financial year 2011 at a mutually a greed rate of remuneration. The present Auditors, A.F. Ferguson & Co., Chartered Accountants, being eligible, of fer themselves for re-appointment. 6. Any other business with the permission of the Chair. SPECIAL BUSINESS: 7. To consider and approve FBL's strategic Investment of up to PKR 1.0 billion in f unds of Faysal Asset Management Limited (FAML) and pass the following Special Resolution as required by Section 208 of the Companies Ordinance

1984 with or without modifications.: Resolved that subject to all regulatory approvals, Strategic Investment of FBL o f up to PKR 1.0 billion in the funds of Faysal Asset Management Limited, an associated company of FBL, be and is here by approved . FURTHER RESOLVED that for the purpose of giving effect to this Special Resolutio n; 1) the President & CEO and/ or 2) the Company Secretary and Head of Legal and / or 3) Chief Financial Office r of the Bank be and are hereby singly or jointly authorized to take all necessar y actions and do all acts, dee ds and things in the matter . Annual Report 2010 Faysal Bank 44 - 45

Mian Ejaz Ahmad Mian Ejaz Ahmad 8. To approve disposal of fractional shares created out of the issuance of 20% Inte rim Bonus shares by the Bank for the third quarter ended September 30, 2010 and fractional shares created as a re sult of merger/amalgamation of The Royal Bank of Scotland Limited with and into FBL on Post facto basis by p assing the following resolutions as ordinary resolutions with or without amendments:RESOLVED THAT : In the event of any member holding fraction of a share, the Comp any Secretary b e and is hereby authorized to consolidate each Fractional entitlement and sell it in the stock market and the proceeds of sale (less expenses) upon realization, be donated to a Charitable Trust Waqf Faisal . For the purpose of giving effect of the foregoing, the Company Secretary of the Bank be and is hereby authorized to take all necessar y actions which may deem fit to realize the fractional sum in respective manner . 9. To approve the remuneration paid to the Chair man, Non Executive and Independent Directors of the Bank for attending Board meetings and meetings of the Board committees for the year ended December 31, 2010 and to pass the following resolution as an ordinary Resolution: Resolved that the remuneration paid to the Chairman, Non Executive and Independen t Directors of the Bank for attending Board meetings and meetings of the Board Committees as disclosed in note 39 of t he Audited Financial Statements of the Bank for the year ended December 31, 2010, be and is hereby approved. By the order of the Board Company Secretary & Head of Legal Karachi dated: April 7, 2011 Notes: 1. The Share Transfer Books of the Bank shall remain closed from April 22, 2011 to April 28, 2011 (both days inclusive). Transfer received at the Registrar and Share Transfer Agent of the B ank, by the close of business on April 21, 2011 will be treated in time. 2. A member entitled to attend and vote at the Annual General Meeting is entitled t o appoint another member as a proxy to attend and vote on his/her behalf, save that a corporation being a memb er may appoint as it proxy of officer of such corporation whether a member of the company or not. This instrum ent appointing a proxy and the power of attorney or other authority (if any) under which it is signed or a nota rially certified copy of the power or

authority shall be deposited at the office of M/s. Noble Computer Services (Pvt. ) Limited, Mezzanine Floor, House of Habib Building (Siddiqsons Tower), 3 Jinnah Co-operative Housing Society, Mai n Shahrah-e-Faisal, Karachi75350, the Registrar and Share Transfer Agent of the bank not later than 48 hours befor e the time of holding the meeting, and must be duly stamped, signed and witnessed. 3. The CDC Account Holders and Sub-account Holders, whose registration details are available in the Share Book Details Reports shall be required to produce their respective original Computeri zed National Identity Card (CNIC) or original passport at the time of attending the Annual General Meeting to faci litate identification. Such Account Holders and Sub-Account Holders should also bring/know their res pective partici pation I.D. No. and the CDC Account No. In case of proxy, he/she must enclose an attested copy of his/her CN IC or passport. Representative(s) of corporate member(s) should bring usual documents required for such purpose. 4. Members are required to timely notify any change in their address to Bank's Regi strar/Share Transfer Agent M/s. Noble Computer Services (Pvt.) Limited, Mezzanine Floor, House of Habib Building (Siddiqsons Tower), 3 Jinnah Co-operative Housing Society, Main Shahrah-e-Faisal, Karachi-75350

Statement of Material Facts under Section 160(1)(b) of the Companies Ordinance 1 984 relating to said Special Business: This statement sets out the material facts concerning the following Special Busi ness to be transacted at the Annual General Meeting of Shareholders of FBL to be held on April 28, 2011. I) To consider and approve FBL's strategic Investment of up to PKR 1.0 billion in f unds of Faysal Asset Management Limited (FAML) with or without modifications. FBL from time to time makes investment in funds launched by its associate compan y FAML. Such investments also include investments as seed money in the new funds launched by FAML. For this purpose ap proval of Rs. 1.0 billion is sought from shareholders. The Statement of material facts as required under the SRO 865(I)/2000 dated Dece mber 6, 2000 appears herein below: 1. Name of investee company or associated undertaking: Faysal Asset Management Limited 2. Nature, amount and extent of investment: Strategic Investment of up to PKR 1.0 Billion 3. Average market price of the shares intended to be purchased during Preceding six months in case of listed companies: Non Listed Company 4. Break-up value of shares intended to be purchased on the basis of last published financial statements: Break-up value of shares of Rs. 17.88 (31 December 2010) 5. Price at which shares will be purchased: At Book value 6. Earnings per share of Investee Company in last three years; 30.06-2008 30-06-2009 30-06-2010 2.35 2.20 1.48 7. Source of funds from where shares will be purchased: Shares will be purchased form FBL's own sources. 8. Period for which investment will be made: Long term equity investment 9. Purpose of investment: Strategic investment for launching of new fund(s) in the capital market.

Annual Report 2010 Faysal Bank 46 - 47

10. Benefits likely to accrue to FBL and the shareholders from the proposed inve stment: The proposed investment will potentially result in an increase in profits of the Investee Company; hence, it will result in the higher profit for FBL which ultimately benefits to the shareholders. 11. Interest of directors and their relatives in the investee company: There is no personal interest of the Directors. II) To approve disposal of fractional shares created out of the issuance of 20% Inte rim Bonus shares by the Bank for the third quarter ended September 30, 2010 and fractional shares created as a result of merger/amalgamation of The Royal Bank of Scotland Limited with and into FBL on Post facto basis Any member holding fraction of a share, the Company Secretary be and is hereby a uthorized to consolidated each Fractional entitlement and sale in the stock market and the proceeds of sale (le ss expenses) when realized, be donated to a Charitable trust Waqf Faisal. III) To approve the remuneration paid to the Chair man, Non Executive and Independent Directors of the Bank for attending Board meetings and meetings of the Board committees for the year e nded December 31, 2010 The remuneration paid to non executive/independent directors was approved by the Board of Directors in terms of Article 104 of the Articles of Association of the Bank. The remuneration requ ires approval (which in permissible on post facto basis) of the shareholders in Annual General Meeti ng in terms of requirements of the Prudential Regulations issued by the State Bank of Pakistan. The non-executive/independent directors are interested in the payment of remuner ation and the remaining members of the Board have no interest in the matter.

Review Report to the Members onStatement of Compliance with the bestpractices of the Code of CorporateGovernance We have reviewed the Statement of Compliance with the best practices contained i n the Code of Corporate Governance prepared by the board of directors of Faysal Bank Limited ('the Bank') to comply with Regulation G-1 of the Prudential Regulations for Corporate / Commercial Banking issued by the State Bank of Pakis tan, Regulation No. 35 of Chapter XI contained in the Listing Regulations issued by the Karachi Stock Exchange, th e Lahore Stock Exchange and the Islamabad Stock Exchange where the Bank is listed. The responsibility for compliance with the Code of Corporate Governance is that of the board of directors of the Bank. Our responsibility is to review, to the extent where such compliance can be obje ctively verified, whether the Statement of Compliance reflects the status of the Bank's compliance with the provisions o f the Code of Corporate Governance and report if it does not. A review is limited primarily to inquiries of the Ban k personnel and review of various documents prepared by the Bank to comply with the Code. As part of our audit of the financial statements, we are required to obtain an u nderstanding of the accounting and internal control systems sufficient to plan the audit and develop an effective audit appr oach. We have not carried out any special review of the internal control system to enable us to express an opinion as to w hether the board's statement on internal control covers all controls and the effectiveness of such internal controls. Sub-Regulation (xiii a) of Listing Regulation No. 35 as notified by all the thre e stock exchanges on which the Bank is listed requires the Bank to place before the board of directors for their consid eration and approval, related par ty transactions distinguishing between transactions carried out on terms equivalent to those that prevail in ar m's length transactions and transactions which are not executed at arms' length price recor ding proper justification for using such alternate pricing mechanism. Further, all such transactions are also required to be separately placed before the audit committee. We are only required and have ensured compliance of the above require ment to the extent of approval of related party transactions by the board of directors and placement of such trans actions before the audit committee. We have not carried out any procedures to determine whether the related party trans actions were undertaken at arm's length prices or not. Based on our review, nothing has come to our attention which causes us to believ e that the Statement of Compliance does not appropriately reflect the Bank's compliance, in all material respects, with the best practices contained in the Code of Corporate Gover nance as applicable to the Bank for the year ended Decem ber 31, 2010. Chartered Accountants Dated: April 6, 2011 Karachi

Annual Report 2010 Faysal Bank 48 - 49

Statement of Compliance with theCode of Corporate Governance Name of Company: Faysal Bank Limited Year Ended: 31 December 2010 This statement is being presented to comply with the provisions of Code of Corpo rate Governance issued by Securities and Exchange Commission of Pakistan (S.E.C.P .) for the purpose of establishing a framework of good corporate governance with best practices for the listed companies. The said Code has also been adopted by SBP and stock exchanges. The Board of Directors of Faysal Bank Limited has adopted and applied the principles contained in the Code of Corporate Governance in the following manner: 1. Faysal Bank Limited encourages representation of independent Directors and Direc tors representing minority interests on its Board of Directors as applicable under the Code. At present the Board inc ludes 6 Independent/Non-Executive Directors and two Executive Directors (including President & CEO). 2. The Directors have confirmed that none of them is serving as a Director in more than ten listed companies, including Faysal Bank Limited. 3. All resident Directors of the Bank are registered taxpayers and to the best of o ur knowledge none of them has defaulted in payment of any loan to a banking company, a Development Financial I nstitution or a Non Banking Financial Institution or being a member of a stock exchange has been declared as a defaulter by that stock exchange. 4. Casual vacancies occurring during the year were filled-in with approval of State Bank of Pakistan. 5. The Bank has adopted a 'Statement of Ethics and Business Practices', which has b een signed by the Directors and Employees of the Bank. 6. The Board has adopted a vision/mission statement, overall corporate strategy and significant policies for the Bank. A complete record of particulars of significant policies alongwith the dates on which they were approved or amended has been maintained. 7. All powers of the Board have been duly exercised and decisions on material trans action, including appointment and determination of remuneration and terms and conditions of employment of Pres ident & CEO are approved by the Board and/ or its authorized committees. 8. The Meetings of the Board were presided over by the Chair man and, in his absenc e, by a Director elected by the Board for this purpose. The Board held Six (06) Meetings in the year 2010. W ritten notice of the Board meetings, along with agenda and working papers, were circulated before the Meeti ngs. The Minutes of the Meetings were recorded and circulated to all concerned.

9. The Directors of Faysal Bank Limited are professionally qualified and experience d persons and are well aware of their duties and responsibilities. 10. The Board approves appointment of CFO and Company Secretary while Head of In ternal Audit is appointed by Audit Committee including their remuneration and terms and conditions of employm ent. 11. The Directors' Report for this year has been prepared in compliance with the requirements of Code and fully describes the salient matters required to be disclosed.

12. All financial statements of the Bank were duly endorsed by the President & C EO and CFO before approval of the Board. 13. The Directors, CEO and executives do not hold any interest in the shares of the Bank other than that disclosed in the pattern of shareholding. 14. The Bank has complied with all applicable corporate and financia l repor tin g requirements of the Code. 15. The Board has formed an Audit Committee. It comprises of three members, all of whom are Independent/nonExecutive directors excluding the Chairman of the Committee. 16. The Audit Committee held four meetings, one in every quarter prior to approv al of quarterly and final results of the Bank as required by the Code. The ter ms of reference of Audit Committee have be en framed and approved by the Board and have been advised to the committee for compliance. 17. The Audit Committee members also met with External Auditors of the Bank with out CFO and Head of Internal Audit and with Head of Internal Audit and other members of the Internal Audit function as required under the provisions of Code of Corporate Governance. 18. The Board has set up an Inter nal Audit function. The Bank's Inter nal Audit Manual is approved by the Board of Directors. The staff of Internal Audit Department are suitably qualified and exp erienced for the purpose and are conversant with the policies and procedures of the Bank and they are involved in the internal audit function on a full time basis. The Internal Audit resources are being reviewed and enhanced re gularly to meet continuous business growth. 19. The statutory auditors of the Bank have confirmed that i) they have been given a satisfactor y rating under the quality control review programme of the Institute of Chartered Accountants of Pakistan; ii) they or any of the partners of the firm, their spouses and minor children do not hold shares of Faysal Bank Limited or its associates; and iii) the firm and all its partners are in compliance with International Federati on of Accountants (IFAC) guidelines on code of ethics as adopted by the Institute of Char tered Accountants of Pakis tan. 20. The statutory auditors or the persons associated with them have not been app ointed to provide other services except in accordance with the listing regulations and the auditors have confirmed that they have observed IFAC guidelines in this regard. 21. The related party transactions have been placed before the Audit Committee a nd approved by the Board of Directors. 22. We confirm that all other material principles contained in the Code have bee n complied with. Karachi Naved A. Khan Dated: March 29, 2011 President & CEO Annual Report 2010 Faysal Bank 50 - 51

The will to go beyond The will to go beyondThe will to go beyond finding shelter in the shadows finding shelter in the shadowsfinding shelter in the shadows

Directors Report for the year ended December 31, 2010 On behalf of the Board of Directors, I am pleased to present the Sixteenth Annual Report of Faysal Bank Limited along with the audited financial statements and the Auditor's Report thereon for the year ended December 31, 2010. Economic Update Pakistan's economy encountered a natural disaster of massive proportions in the form of devastating floods which began in July 2010 and damaged one-fourth of the country's agricultural heartland destroying crops and live stock. This disruption subsequently spread to a number of agro-based industries, power plants and hampered manufacturing activity. Subsequently the economic outlook deteriorated sharply and it is unlikely that the real Gross Domestic Product (GDP) growth would exceed 2-3 percent during Fiscal Year (FY) '11 against an earlier estimate of 4 1/2 percent. The fiscal position of the Government of Pakistan (GOP) subsequently worsened due to the sharp increase in expenditure. Furthermore partial monetization of fiscal deficit increased inflationary pressures, compounding the spike in food prices. Consumer Price Index (CPI) inflation surged upward sharply during Calendar Year (CY) '10 (wherein it was recorded at 13.85%) due to: supply shortages of perishable food commodities (in the aftermath of the floods), pass through of rising international commodity prices, upward adjustments in electricity tariffs and the monetization of the fiscal deficit. This in turn prompted the State Bank of Pakistan (SBP) shift its monetary bias towards tightening and the discount rate was raised in three tranches of 50 bps each in July , September and November '10 taking the policy rate to 14%. Going forward the SBP expects CPI in FY '11 to range between 15%-16% against 11.7% in FY '10. This expectation is based on both cost push variables (further likely increases in the price of energy due to withdrawal of subsidies, imposition of Refor med General Sales Tax (RGST) and higher inter national commodity prices) and demand pull factors which emanate from the money creation in excess of economic activity. The current account displayed significant improvement during CY '10 especially in the second half wherein it posted a surplus of USD 26 million which is a rarity in our economic history. This was on the back of higher than expected export earnings (due to increased international commodity prices of cotton and rice) and stellar growth in remittances which in CY'10 were recorded at USD 9.667 billion up from USD 8.063 billion during last year . This enabled the GOP to maintain a relatively stable currency and accumulate foreign exchange reserves of USD 16.75 billion in CY '10 vs USD 12.425 billion for CY '09. During FY '11 fiscal deficit is expected 6-7% of GDP against an earlier estimate of 4.7%. This deterioration is

attributable in part to the sharp increase in expenditure in the aftermath of the floods and partly due to considerable slippages witnessed on the revenue side especially in the third quarter of CY '10 (both in tax and non tax). In the absence of ample alternate resources, this exacerbates the fragility of our resource base with no real financial buffer to insulate the economy from shocks other than diver ting funds away from development spending (which in itself is counterproductive). Hence it is imperative that we increase our tax to GDP ratio which at current level of 10% is unsustainable. Potentially this could be a great opportunity for political forces to come together and reach a much needed consensus to undertake otherwise politically difficult reforms such as broadening the revenue base by adding under taxed or untaxed segments into the tax regime and rationalizing subsidies. Higher resource mobilization is necessary for macroeconomic stability as it will give the GOP fiscal space for much needed development spending commensurate with needs of a growing economy . Bank's Performance: During the year, as part of our strategy of profitable growth, your bank acquired controlling interest of Pakistan operations of the Royal Bank of Scotland (RBS Pakistan). RBS Pakistan comprises of Retail, Corporate, Commercial and Islamic businesses spread across the country. We are pleased to inform you that within a shor t period of two and a half months from the date of acquisition, we have successfully merged the two banks ef fective December 31, 2010. This is a significant milestone for the bank as it complements our growth plans. RBS Pakistan provides a strong customer franchise and an excellent fit to Faysal Bank's existing businesses. We will ensure that we optimize on the opportunities arising from this acquisition by providing necessary support, investment and resources to the businesses. The combined entity has an asset base of over Rs. 260 billion with a network of 226 branches, making FBL one of the top ten banks in Pakistan. With the acquisition of RBS Pakistan, the bank has taken a huge stride in achieving the objectives set for th for the bank in the five year strategy developed in 2008. The bank has also accomplished other significant milestones during the year in the five pillars of strategy i.e. Customer Franchise, People, Risk Management, Processes and Financial Perspective.

Customer Franchise Corporate and Investment Banking During the year, the Corporate & Investment Banking Group (CIBG) remained committed to improving the quality of its assets, enhancing the contribution of trade and fee based income to augment and diversify the revenue base and developing client focused solutions to bring about efficiencies in business. A number of milestone transactions were concluded during 2010 some of which are noted below: FBL acted as restructuring advisor to the largest ever debt restructuring in Pakistan. The quantum of debt restructured was PKR 43 billion - including both local & foreign currency exposures with over 70 creditor institutions involved. FBL acted as a joint lead arranger for a syndicated dual tranche ship financing facility of PKR 10.3 billion for acquisition of dry cargo vessels by a large shipping company. FBL's own participation was PKR 2 billion in this complex and unique transaction accomplished without recourse to sovereign guarantees. FBL acted as a co-arranger for a PKR 8 billion long term infra-structure finance facility to a subsidiar y of one of the largest companies in the Ports & Logistics sector globally. FBL acted as exclusive advisor & arranger to a PKR 1.2 billion privately placed rated TFC issue for a leading school chain for the acquisition of two power projects of 365 MW each. FBL acted as joint lead advisor & arranger for a project finance transaction of PKR 1.8 billion for commissioning a BoPET manufacturing plant - the first of its kind in Pakistan. FBL acted as a lead advisor and arranger for the country's only integrated power company to arrange PKR equivalent of USD 25 million syndicated ter m facility. FBL acted as joint lead advisor & arranger for a PKR 1.2 billion syndicated financing facility under SBP's Microfinance Credit Guarantee facility to the largest rural support program in the country. FBL structured & arranged PKR 2.4 billion IPO of a Urea & SSP producer achieving financial close for the Pre IPO, underwriting & IPO. FBL acted as structuring advisor to reprofile a dual tier back to back SBLC of USD 70 million extended between the first rental power project & the national power producer.

For Commercial Banking (CB), 2010 was a year with challenging conditions with many medium sized businesses gradually coming out of the commodity/energy crisis and general economic slowdown. FBL's strategy was to consolidate and focus on building a launching platfor m for 2011. A strategic decision was taken to shift the Small Enterprises Asset Portfolio to Retail Banking. This allowed CB to prioritize services to the medium sized clientele and allowed Retail Banking to ser vice small sized customers through their strong geographic network and further explore their associated deposit potential. Going forward the thrust of Commercial Banking's strategy will be to focus on capturing trade and float volumes through providing endtoend solutions to our commercial banking clients. Commodity and supply chain financing will be key new initiatives. Staying true to the banks vision of innovation, Cash Management (CM) developed a new web-based payment solution enabling straight-through processing for corporate clients. This solution was developed taking into account diverse payment patterns of clients across different industries. The product initiatives have not stopped in 2010; they have been carried forward to 2011 where new features shall be added on to the platfor m creating a one-stop solution for our customers. Retail Banking During the year priority banking services were introduced under the name of Solitaire Wealth Management with the inauguration of Solitaire Wealth Management Priority Centre at Main Branch in April '10. The aim is to provide unique, tailored solutions for Priority clients while delivering excellence in ser vice and customer experience. The Bancassurance initiative launched during the previous year has been a phenomenal success.An agreement was signed in early 2010 with NJI Life for Family Assurance Plan, a small ticket, life insurance solution sold over the counter through our branch distribution network. ATM network was expanded to 118 ATMs. The expansion included addition of 3 more Cash Deposit Machines. On the branch banking side the focus was on mobilization of core individual deposits. During the year more than 22,000 deposit customers were added. Treasury 2010 was a land mark year for FBL Treasury in which we increased our market dominance and enhanced our customer franchise. In terms of pre-set goals we achieved some major milestones; the first of which was our successful application for the Primary Dealer license wherein we were the only new entrant during 2010 among a host of Annual Report 2010 Faysal Bank 54 - 55

contenders. This status was awarded to us by the SBP on the back of our secondary market trading capability and customer volume. This has gone a long way to establish us as price maker in the interbank market hence spurring trading activity and established our customer franchise in the fixed income market. Our clients now include; insurance companies, pension funds, provident funds, asset management companies, corporates as well as high net worth individuals. In order to have the necessary infrastructure for sustainable growth commensurate with our vision, Treasury embarked upon a home grown automation process which was implemented in January '10 with the installation of Smart Treasury System (STS). This is a comprehensive front and back end solution with electronic movement of transactions, real time position capturing and MIS generation, besides a host of other benefits aimed at being able to chur n greater volumes more efficiently and prudently. The scope of STS during the year was fur ther enhanced to include modules for Equity, and Alternate fixed income investments. Subsequent to acquisition of RBS, FBL Treasury successfully created infrastructure and HR capability to manage their derivative portfolio and capture new transactions. This will go a long way in our goal to achieve the Authorized Derivative Dealers license in order to further enhance our product suite and enable us to give balance sheet solutions to our ever growing customer base. Islamic Banking Barkat Islamic Banking launched during the previous year, accomplished major planned initiatives during 2010 and the business in pursuit of realizing its potential expanded manifolds on all grounds. Barkat Islamic Banking has enhanced its distribution channel by adding four new fullfledged Islamic banking branches. The total branch network post RBS acquisition reached 13 covering 6 cities nationwide. Product development was a major focus throughout the year and specialized products were introduced. Barkat Kamil Business Account a hybrid of current & savings product was introduced for business community . Barkat Monthly Income Certificates for individuals targeting middle and old age clientele was launched during the year to supplement term deposit campaign. Islamic Banking par ticipated in two major financing transactions. PKR 1.4 billion was taken in a Murabaha transaction for a provincial gover nment. As a joint lead arranger, FBL Barkat Islamic Banking participated with PKR 943 million contribution in Islamic finance facility for a government owned entity in the energy sector. Both deals were done in synergy with Corporate Banking Group. During 2011 the bank plans to aggressively engage in

utilizing the expanded branch network to increase the Barkat Islamic Banking franchise. Service Quality Service Quality took several initiatives during the year to bring into focus the importance of excellence in Customer Service. Service Indicators for key customer service processes were put in place. Regular monitoring and reporting of these metrics led to improvement in turnaround times and other indicators of service quality. Measures of Customer Satisfaction and Loyalty were introduced and a comprehensive branch-wise customer survey was conducted to gauge these relationship indicators. The resulting indices will serve as benchmarks to improve upon in the time ahead. External Mystery Shopping was conducted regularly to obtain a fair and unbiased view of customer experience in the branches. The results of this exercise were used in feedback and training sessions, to help focus on areas of improvement. To reinforce good ser vice practices, the `Ser vice Branch of the Quarter' award was introduced. This award recognises the best branch in the country every quarter, on the basis of deliver y against ser vice standards, customer experience and process turnaround times. It has led to keen competition among branches to outdo each other in customer service. A Vintage Recognition Programme was launched to acknowledge customers who have been maintaining a loyal relationship with Faysal Bank for ten years or longer. This gesture of gratitude for maintaining longstanding relationships with the bank was much appreciated by the customers. People As a consequence of the acquisition of RBS, we now have a broad based talent pool and our immediate challenge is to work on several people avenues such as change management and culture whilst ensuring business as usual. The HR functions contribution in ensuring a smooth carefully planned transition was imperative for the success of this project. Some of the major activities successfully completed to date are: Grade Harmonization Reorganization and structural change Development of a common remuneration structure

Harmonisation of policies Training Culture

Moving forward HR further aims to increase use of technology via e-HRMS, focus on Learning & Development and boost greater client interactions through HR Business Par tners. Other initiatives such as job evaluation, salar y survey, succession planning etc are also in the pipeline. Risk Management Though a significant milestone for Faysal Bank Limited, the merger is expected to bring new challenges for Risk Management arena. The scope of the merger instituted an extended involvement of Risk Management in overall achievement of integration objectives. Consequently, the Risk Management structure, policies, processes, resources and other control measures were aligned, synergized and structured to respond to these challenges in a proactive manner. The Risk Management Group (RMG) and its sub units spearheaded the integration process and were instrumental in bringing about a smooth transition and streamlining of Risk Policies and Standard Operating Procedures (SOPs), MIS, exposures and structural framework etc. to cope with the requirements of the merged entity . As such, a comprehensive Risk Management Framework has been developed and is gradually being adopted in line with the SBP Risk Management Guidelines. The Framework is based on the key elements of inclusive (wide-ranging) risk governance concepts, relies on a body of corporate policies and effective processes and ensures that risk-taking activities are aligned with the client's needs, shareholders' expectations and in confor mity with regulator y requirements. The Risk Policy unit has been set up in support of the CRO's holistic risk oversight responsibilities; it reviews & ensures implementation of all approved risk management policies & related procedures, with the objective of reinforcing the Bank's risk culture through ongoing review of the risk MIS & redressing of compliance, audit, regulator y & other Control repor ts as well as deliberations of various management / board committees, in consonance with the Board's strategic direction & risk appetite. The Risk Policy Unit as par t of the Risk Management Group (RMG), facilitates the risk takers via communicating the board and senior management's overarching views on what constitutes acceptable risk at all levels within the business, vide clearcut policies & risk thresholds / limits. In the wake of changing macroeconomic environment and expansion of Bank's risk exposure through the acquisition of RBS, the Credit Risk Management framework also evolved to address business segment specific risk through specialized Risk Management functions under the umbrella of Risk Management Group (RMG). Accordingly , Credit Risk Management has been divided into Corporate Risk Management, Commercial Risk Management, and Retail SME and Agri Risk Management, all repor ting into the Chief Risk Officer, to monitor, control and manage credit risk on an independent as well as integrated basis.

The Retail Risk Management model has also been revised in line with best market practices, with policy , credit underwriting, external agency management and verification, collections and recover y functions now par t of the risk framework. While Credit Risk Management involve a customer-based risk assessment under a pre-defined credit approval process, Retail Risk Management operates on a program lending approach to manage, mitigate and approve risk on a portfolio level. A separate Enterprise Risk Management (ERM) function is responsible for managing and controlling market, operational and liquidity risks at an enterprise level, maintaining regulatory capital requirements of the Bank through an effective reporting mechanism, and developing advanced credit risk measurement techniques. Market Risk Management has been strengthened through implementation of advanced monitoring and measurement tools such as Early Warning Indicators (EWI) and ValueatRisk (VaR) models. A dynamic and well-defined limits structure, in line with the overall risk appetite of the Bank, seeks to reduce volatility in operating performance under adverse market conditions. Limit breaches are reported to senior management on a timely basis and the business is required to take appropriate actions to reduce risk position. On Operational Risk front, the Bank has implemented comprehensive policies and procedures and a controls framework designed to provide a sound and well-controlled operating environment. Risk & Control Self Assessment framework has been implemented bank-wide to measure and monitor operational risk levels and mitigate operational losses. Bank's approach to liquidity management requires a surplus of liquid assets, liquidity contingency plans and close monitoring of market conditions. A comprehensive structure for day-to-day liquidity risk management has been introduced through a revised policy and procedural framework. A detailed Contingency Funding Plan provides clear direction and guidelines for ef fective mitigation of liquidity risk. Capital Management area is responsible for the sufficient capitalization of the Bank and its subsidiaries at all times in order to manage the risk associated with business activities. Capital Management monitors, plans and reports capital adequacy on a standalone and consolidated basis by taking into account the metrics and requirements of regulators, rating agencies, and inter nal and exter nal benchmarks. Support Services During the year under review focus of suppor t services function was to integrate and streamline services function of the FBL and RBS to operate as one unit for the customers. All tasks related to RBS technology systems that were required to be disengaged and replaced with FBL systems

Annual Report 2010 Faysal Bank 56 - 57

on legal ownership transfer date and merger date were carried out smoothly and all for mer RBS branches are operating on new systems smoothly. All the operational processes were reviewed and streamlined in common policies & procedures to achieve this objective. From the first day after merger uninterrupted customer ser vices is being provided to the customers of the merged entity from all the branches. In the General Services the focus was on optimizing cost synergies and as a result significant savings have already been achieved in the merged entity in areas of branch rents, utilization of surplus capacity in branches and regional offices, technology and premises maintenance cost etc. More savings are expected to come in 2011 and onward. Financial Perspective With an objective of providing timely and reliable MIS for decision making a new set of interactive deposit MIS at branch, area, region and countr y level was developed. This MIS provides detailed analysis of deposits with products, customer segment, volumes and rate buckets movements. This easy to use tool provides capability to the users to monitor and manage their performance. Further a detailed capacity planning module for branch banking was also introduced during the year. This module is used to identify hiring needs in branches. Continuing with the philosophy of automating processes, Procure to Pay Cycle Module of Oracle Financials was introduced. This has not only improved Turn Around Times (TATs) but has also provided ef fective control over authorization, recording and monitoring of procurement and payment activities. Going forward this will be used to analyse and control costs. Continuing with the tradition of following Best Practices in the area of financial reporting Faysal Bank secured 2nd runner up award in South Asian Federation of Accountants (SAFA) Best Presented Accounts A wards 2009 in the category of 'Banking Sector Subject to Prudential Regulations'. SAFA is an apex body of South Asian Association for Regional Cooperation (SAARC) and its Best Presented Accounts Awards are held annually to recognize best annual reports from the region evaluated on the basis of excellence in financial reporting. The award represents the highest achievement by any Pakistani bank. The professional quality of the same repor t was also acknowledged by the Joint Committee of the Institute of Chartered Accountants of Pakistan (ICAP) and the Institute of Cost and Management Accountants of Pakistan (ICMAP) which awarded it 2nd prize in the 'Best Corporate Reports Award' in the Financial Sector category. During the year the bank conducted an exercise to reconcile deferred tax liability on leased assets appearing in the books of accounts with the related tax payable in future

periods. The results of the exercise highlighted that deferred tax liability was recorded in excess by Rs. 765 million as at December 31, 2009. The accounting records have been updated to adjust the difference. Future Outlook The bank after completing its merger with RBS in 2010 has started 2011 as a bigger and stronger institution. While the political and economic situation of the country is expected to remain volatile, the bank is better positioned to withstand potential market turbulence. In 2011 the focus will be to capitalize on synergies resulting from the merger and increase business volumes through cross selling to the larger customer base of the merged entity . Costs rationalization and recovery of NPLs will be other significant areas of focus for 2011. Corporate Social Responsibility (CSR) Faysal Bank, being a socially responsible corporate entity, has been a regular contributor to the society and communities within which it operates. In the wake of the worst natural disaster in the form of floods the bank and its employees stepped forward and established an account to help the flood affected people. The contributions made by the employees were matched by the bank and an aggregate amount of Rs. 1.65 million was collected. Keeping in view the scale of the disaster and the reliance of the victims on outside assistance in the long run, the Board of Directors have pledged PKR 50 million for the relief and rehabilitation of flood victims. A country-wide exercise was conducted on 14th August, 2010, where employees visited the SOS Children's Villages in Karachi, Lahore and Islamabad, and the Children's Cancer Ward at Jinnah Hospital, Karachi. Faysal Bank donated various electronic appliances as per the need of these institutions. The bank provided an additional Rs. 10 million to the Institute of Business Administration (IBA) Karachi in accordance with the partnership entered into previous year to provide Rs. 50 million over a period of 3-5 years for sponsorship of one academic chair in IBA's Executive MBA program. The amount contributed todate under this arrangement stands at Rs. 20 million. Faysal Bank entered a 3 year contract with the Pakistan Cricket Board, becoming the official sponsors of domestic cricket in Pakistan. This union marks a critical role in the continued promotion and support of domestic cricket. Faysal Bank's sponsorship kicked off with the Faysal Bank T-20 Cup, which drew in record viewership. The Quaid-e-Azam Trophy and the Faysal Bank One-Day Cup also successfully concluded, with many more tournaments lined up in the future.

Financial Highlights Operating profit Provision for non performing advances Provision for diminution in value of investments Profit before tax Reversal / (Charge) of Provision for taxation Profit after tax Un-appropriated profit brought forward Amounts recognized directly in equity: Reversal of deferred tax liability Appropriations: Transfer capital market reserve to un-appropriated profit Issue of bonus shares - September '10 @ 20% Transfer to statutory reserve Issue of bonus shares - December '08 @ 15% Un-appropriated Profit carried forward Earning per share - Rupees 2010 2009 Rs. in million 3,029 3,492 (1,915) (1,940) (287) (252) (2,202) (2,192) 827 1,300 363 (100) 1,190 1,200 1,215 1,050 2,405 2,250 765 3,170 2,250 390 (1,218) (391) (240) -(795) (1,219) (1,035) 1,951 1,215 1.63 1.64 The operations of The Royal Bank of Scotland Limited (RBS Pakistan) were merged with Faysal Bank Limited w .e.f. December 31, 2010. Accordingly , the balance sheet includes assets and liabilities transferred from RBS Pakistan amounting to Rs. 88.1 billion and Rs. 79.8 billion respectively. Further profit and loss statement includes FBL's share of post acquisition profit and loss of RBS for two and a half months from October 16, 2010. The share of net loss after tax included on a line by line basis amounts to Rs. 8 million. Despite difficult economic environment, the bank was able to maintain its profitability level. Net markup income showed

a growth of Rs. 801 million or 16% whereas non markup income grew by Rs. 1.2 billion or 42.7% mainly on account of gain on settlement of NIT LOC units. Operating expenses increased by Rs. 2.4 billion over last year, 50% of which relates to FBL's post acquisition share of administrative expenses of RBS. The remaining 50% increase was mainly in the areas of HR and branch operations. Provisions for non performing loans remained at the last year's level however 2010 provision figures include subjective provision of Rs. 546 million. Profit after tax at Rs. 1,190 million was ver y close to the last year's figure of Rs. 1,200 million. In addition to the above the following items were taken directly to equity : Rs. 765 million being reversal of deferred tax liability relating to lease financing. Gain on bargain purchase amounting to Rs. 3.3 billion which included intangibles of Rs. 1.66 billion and negative goodwill of Rs. 1.64 billion. Annual Report 2010 Faysal Bank 58 - 59

Credit Rating: JCR-VIS Credit Rating Company Limited (JCR) and Pakistan Credit Rating Agency Limited (PACRA) have re-affirmed the following entity ratings as on June 30, 2010: Long-Term AA Short-Term A1+ During 2010, negative outlook previously assigned to the ratings was removed by both the agencies. However, the ratings were placed on 'Ratings Watch - Developing' status and 'Rating Watch' by JCR and P ACRA respectively in view of the acquisition of The Royal Bank of Scotland Limited. Subsequent to the year end, in view acquisition and merger of the Royal 'Ratings Watch - Developing' status 'Stable' outlook is assigned to the of the successful Bank of Scotland, the has been removed and ratings.

Definitions of JCR-VIS for the assigned ratings are reproduced below: AA: High credit quality. Protection factors are strong. Risk is modest but may vary slightly from time to time because of economic conditions. A1+: High certainty of timely payment. Short term liquidity including internal operating factors and/or access to alternative sources of funds; is outstanding and safety is just below risk free Gover nment of Pakistan shor t-term obligations. Definitions of PACRA for the assigned rating are reproduced below: AA: Very high credit quality. AA rating denotes a very low expectation of credit risk. It indicates ver y strong capacity for timely payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events. A1+: Obligations supported by the highest capacity for timely repayment. Corporate Governance: i. The Bank has implemented the requirements of the Code of Corporate Governance (the Code) relevant to the year ended December 31, 2010. A prescribed statement by the management along with the auditor's review report thereon forms part of this Annual Report. ii. Statement under clause xix of the code: a. The financial statement prepared by the management of the bank present fairly the state of af fairs and the results of its operations; b.

Proper books of account of the bank have been maintained; c. Appropriate accounting policies have consistently been applied in preparation of the financial statements except for the change as mentioned in note 3.5 to the financial statements and accounting estimates are based on reasonable and prudent judgment; d. Approved accounting standards, as applicable to banks in Pakistan, have been followed in preparation of financial statements; e. The system of internal control is sound in design and has been appropriately implemented and monitored. Measures are being considered to further strengthen it; f. There are no doubts about the bank continuing as a going concern; g. There has been no material departure from the best practices of corporate governance as detailed in the listing regulations; h. Summarized key operating and financial data of the last six years is tabulated on the initial pages of this Annual Report; i. The value of investment of provident and gratuity funds are Rs. 539 million and Rs. 228 million respectively as per the unaudited financial statements; j. The details of Board Meetings held and attended by the directors' for m par t of this Annual Repor t; k. The prescribed pattern of shareholding is given as part of this Annual Repor t. The movement in the directors' shareholding if any is disclosed in the footnote to the pattern of shareholding. Statement of Internal Control: The Management of Faysal Bank Limited is fully responsible for establishing and maintaining adequate internal controls and procedures. The management of the bank fully recognizes this responsibility and appreciates its value and significance. Accordingly, policies and procedures encompassing various functional and administrative areas have been developed and circulated across all pertinent levels of the organization. These policies and procedures are approved by the senior management and ratified by the Board of Directors as and when developed. The bank's Internal Audit function keeps

monitoring compliance with these policies and procedures and regularly apprises the management and also the Board on the same through the Board's Audit Committee. Similarly, financial performance is kept under regular review and the Board is kept updated on the same. Fur ther recognizing it to be an ongoing process, the bank is actively pursuing additional measures towards strengthening internal Controls through adoption of guidelines issued by the SBP on the subject and the COSO framework on a regular basis. For the evaluation of controls a formal mechanism is in place to ensure continuous review of processes and ef fective existence of required controls. The management feels confident that through adoption of these measures, the bank's internal control environment is maintained at a satisfactory level. The Board of Directors endorses the above stated management's evaluation of inter nal controls. Risk Management Framework: All activities of Faysal Bank involve the measurement, evaluation, acceptance and management of some degree of risk, or combination of risks. The most impor tant risk categories that the Bank is exposed to are credit, liquidity, market, operational risk in various forms and reputational risk. A well-established risk gover nance and ownership structure ensures oversight of, and accountability for, the effective management of risk at all levels under authority delegated by the Board of Directors. It is the responsibility of all officers of the bank to identify, assess, mitigate and manage risk within the scope of their assigned responsibilities. Personal accountability reinforced by the Bank's governance structure and instilled by training, helps to foster a disciplined and constructive culture of risk management and control. Within Head Office, the Chief Risk Officer's (CRO) function, interalia, provides high-level centralized oversight and management of credit risk. Its responsibilities include: Formulating credit policy. Guiding the Bank's business units on the Bank's appetite for, and attitude towards credit risk exposure to specified market sectors, activities and banking products. Management and oversight of exposures to cer tain higher-risk sectors and close monitoring of exposure to others. Undertaking independent review and assessment of risk. Monitoring performance and management of client group portfolios. Establishing and maintaining Bank's policy on large

credit exposures, ensuring that concentrations of exposure by counterparty, sector or geography do not become excessive in relation to the Bank's capital base and remain within internal and regulatory limits. Maintaining and developing the Bank's risk rating framework and systems, to classify exposures meaningfully and enable focused management of the risks involved, giving and directing credit risk management systems initiatives. Special focus to problem exposures, which are subject to more frequent and intensive review and reporting, in order to accelerate remedial action. Holding Company: Ithmaar Bank B.S.C., an Islamic Retail Bank listed in Bahrain and Kuwait is the holding company of Faysal Bank Limited. Dar Al-Maal Al-Islami Trust is the ultimate parent of the bank. Subsidiary Company: Faysal Bank has one subsidiar y Faysal Management Services (Pvt.) Limited (FMSL) with 60% holding. In 2010 FMSL earned profit before tax of Rs. 12.43 million (2009: Rs.19.9 million), whereas profit after tax amounted to Rs.9.41 million (2009: Rs. 12.9 million), FMSL declared dividends of Rs.13.1 million (2008: Rs. 13.9 million) during the year. During the year the board of directors of FMSL has decided to voluntary wind up the company and they have resolved to initiate proceedings under the Companies Ordinance, 1984 in this regard. Board Meetings and Attendance: Details about the number of Board meetings and attendance by directors during the year 2010 have been appended separately as part of corporate information. Auditors: The present auditors, Messrs A. F. Ferguson & Co. Chartered Accountants, retire. As per Code of Corporate Governance they are eligible for reappointment. Accordingly, the Board of Directors endorses the recommendation of the Audit Committee for the appointment of Messrs A. F. Ferguson & Co. Chartered Accountants, as the auditors of the bank for the financial year 2011. Acknowledgement: I would like to take this opportunity to thank on behalf of the Board and Management of the bank the shareholders Annual Report 2010 Faysal Bank 60 - 61

for the trust they have reposed in the Bank, I am also grateful to the State Bank of Pakistan and Securities and Exchange Commission of Pakistan for their continued support and guidance and the customers for their patronage. I would also like to express sincere appreciation for the employees of the Bank for their dedication and hard work. On behalf of the Board of Directors President & CEO Naved A. Khan Karachi Dated: March 29, 2011

The will to go beyond The will to go beyondThe will to go beyond through twists and tur through twists and turthrough twists and turns nsns

Auditors' Report to the Members We have audited the annexed statement of financial position of Faysal Bank Limit ed (the bank) as at December 31, 2010 and the related profit and loss account, statement of comprehensive income, cash flow statement and statement of changes in equity together with the notes for ming part thereof (here-in-afte r referred to as the 'financial statements') for the year then ended, in which are incorporated the un-audited certified retu rns from the branches, except for twenty one branches, which have been audited by us and we state that we have obtained a ll the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of our audit. These financial statements incorporate the balances as at December 31, 2010 and results of operations for t he period from October 15, 2010 (acquisition date) to December 31, 2010 of the Royal Bank of Scotland Limited (a malgamated with and into the bank with effect from close of business on December 31, 2010) which have been audited by another fir m of Chartered Accountants, whose report has been furnished to us and our opinion in so far as it relates to the amounts included for the Royal Bank of Scotland Limited is based solely on the report of such other a uditors. It is the responsibility of the bank's management to establish a nd maintain a s ystem of inter nal control, and prepare and present the financial statements in conformity with the approved accounting standards and the requirements of the Banking Companies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1 984 (XL VII of 1984). Our responsibility is to express an opinion on these financial statements based on o ur audit. We conducted our audit in accordance with the International Standards on Auditin g as applicable in Pakistan. These standards require that we plan and per form the audit to obtain reasonable assur ance about whether the financial statements are free of any material misstatement. An audit inclu des examining, on a test basis, evidence suppor ting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting policies and significant estimates made by management, as well as, evaluating the overall pre sentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion and after due verification, which in the case of loans and advances covered more than sixty percent of the total loans and advanc es of the bank, we repor t that: (a) in our opinion, proper books of account have been kept by the bank as required b y the Companies Ordinance, 1984 (XLVII of 1984), and the returns referred to above received from the branch es have been found adequate for the purposes of our audit; (b) in our opinion: (i)

the statement of financial position and profit and loss account together with th e notes thereon have been drawn up in conformity with the Banking Companies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1984 (XLVII of 1984), and are in agreement with the books of account and are fur ther in accordance with accounting policies consistently applied except for the change as stated in note 3.5 to the financial statements, with which we concur; (ii) the expenditure incurred during the year was for the purpose of the bank's busin ess; and (iii) the business conducted, investments made and the expenditure incurred duri ng the year were in accordance with the objects of the bank and the transactions of the bank which have come to our notice have been within the powers of the bank; (c) in our opinion and to the best of our infor mation and according to the explanat ions given to us the statement of financial position, profit and loss account, statement of comprehensive income, cash flow statement and statement of changes in equity together with the notes forming part thereof conform with t he approved accounting standards as applicable in Pakistan, and give the information required by the Banking Comp anies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1984 (XLVII of 1984), in the manner so re quired and give a true and fair view of the state of the bank's affairs as at December 31, 2010, and its tr ue balance of profit, its comprehensive loss, its cash flows and changes in equity for the year then ended; and Annual Report 2010 Faysal Bank 64 - 65

(d) in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance , 1980 (XVIII of 1980) was deducted by the bank and deposited in the Central Zakat Fund established under section 7 of that Ordinance. Other matter The financial statements of the bank for the year ended December 31, 2009 were a udited by another firm of Chartered Accountants who had expressed an unqualified opinion thereon vid e their repor t dated Februar y 23, 2010. Chartered Accountants Engagement Partner: Salman Hussain Dated: April 6, 2011 Karachi

2010 Rs 000 Faysal Bank Limited Statement of Financial Position As at December 31, 2010 Note 2009 Rs 000 ASSETS Cash and balances with treasury banks 9 17,428,924 8,427,202 Balances with other banks 10 5,727,909 508,795 Lendings to financial institutions 11 -15,017,826 Investments 12 86,418,549 56,531,338 Advances 13 133,706,769 91,346,001 Fixed assets 14 8,726,406 2,787,617 Deferred tax assets - net 15 5,017,202 1,279,918 Other assets 16 10,295,164 4,966,716 267,320,923 180,865,413 LIABILITIES Bills payable 17 3,218,859 1,465,451 Borrowings 18 34,635,904 34,985,766 Deposits and other accounts 19 195,315,204 123,655,188 Sub-ordinated loans 20 4,595,395 999,200 Liabilities against assets subject to finance lease -Deferred tax liabilities - net -Other liabilities 21 13,037,791 6,977,069 250,803,153 168,082,674 NET ASSETS 16,517,770 12,782,739 REPRESENTED BY Share capital 22 7,309,094 6,090,911 Proposed shares to be issued on amalgamation 28,253 Reserves 23 7,354,688 4,030,056 Unappropriated profit 1,950,843 1,215,179 16,642,878 11,336,146 (Deficit) / surplus on revaluation of assets 24 (125,108) 1,446,593 16,517,770 12,782,739 CONTINGENCIES AND COMMITMENTS 25 The annexed notes 1 to 49 and Annexures I to III form an integral part of these financial statements. DirectorDirectorDirectorPresident & Ceo Annual Report 2010 Faysal Bank 66 - 67

Faysal Bank Limited Profit and Loss Account For the year ended December 31, 2010 Note 2009 Rs 000 Mark-up / return / interest earned 27 19,710,460 16,957,875 Mark-up / return / interest expensed 28 13,919,256 11,967,885 Net mark-up / interest income 5,791,204 4,989,990 Provision against non-performing loans and advances - net 13.4 1,906,379 1,966,4 14 Reversal of provision for consumer loans - general 13.5 (89,730) (26,723) Provision for diminution in the value of investments - net 12.3 287,255 252,192 Bad debts written off directly 13.7 97,920 2,201,824 2,191,883 Net mark-up / interest income after provisions 3,589,380 2,798,107 Non mark-up / interest income Fee, commission and brokerage income 1,140,802 885,124 Dividend income 334,885 667,926 Income from dealing in foreign currencies 518,618 400,477 Gain on sale of securities 29 1,339,817 824,621 Unrealized gain / (loss) on revaluation of investments classified as held for trading 67,967 (45,674) Other income 30 610,249 80,591 Total non mark-up / interest income 4,012,338 2,813,065 7,601,718 5,611,172 Non mark-up / interest expenses Administrative expenses 31 6,644,072 4,284,086 Other provisions / (reversals) - net 16.2 61,777 (6,444) Other charges 32 68,815 33,029 Total non mark-up / interest expenses 6,774,664 4,310,671 827,054 1,300,501 Extraordinary / unusual Items -Profit before taxation 827,054 1,300,501 Taxation - Current 33 239,124 1,157,443 - Prior years 33 191,736 2,823,492 - Deferred 33 (794,135) (3,880,593) (363,275) 100,342 Profit after taxation 1,190,329 1,200,159 Basic earnings per share - Rupees 34 1.63 1.64 The annexed notes 1 to 49 and Annexures I to III form an integral part of these financial statements. 2010 Rs 000 DirectorDirectorDirectorPresident & Ceo

2010 Rs 000 Faysal Bank Limited Statement of Comprehensive IncomeFor the year ended December 31, 2010 2009 Rs 000 Profit for the year 1,190,329 1,200,159 Components of comprehensive income not reflected in equity (Deficit) / surplus on revaluation of available for sale securities (1,737,877) 927,792 Deferred tax asset / (liability) on revaluation of available for sale securities 166,176 (117,320) (1,571,701) 810,472 Total comprehensive income for the year (381,372) 2,010,631 The annexed notes 1 to 49 and Annexures I to III form an integral part of these financial statements. DirectorDirectorDirectorPresident & Ceo Annual Report 2010 Faysal Bank 68 - 69

Faysal Bank Limited Cash Flow Statement For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 CASH FLOW FROM OPERATING ACTIVITIES Profit before taxation 827,054 1,300,501 Less: dividend income (334,885) (667,926) 492,169 632,575 Adjustments for: Depreciation 660,631 513,839 Amortisation 157,251 96,838 Workers Welfare Fund 16,879 Provision against non-performing loans and advances - net 1,906,379 1,966,414 Reversal of provision for consumer loans - general (89,730) (26,723) Provision for diminution in value of investments 287,255 252,192 Provision / (reversal) for other assets 61,777 (6,444) Unrealised (gain) / loss on revaluation of investments classified as held for tr ading (67,967) 45,674 Net profit on sale of property and equipment (28,709) (5,788) Fixed assets written off 21,803 Bad debts written off directly 97,920 Finance charges on leased assets -22 3,023,489 2,836,024 3,515,658 3,468,599 (Increase) / decrease in operating assets Lendings to financial institutions 16,218,809 (11,856,425) Held for trading securities (2,087,123) (1,410,590) Advances (7,517,841) (9,773,624) Other assets (excluding advance taxation) (583,787) (1,673,348) 6,030,058 (24,713,987) Increase / (decrease) in operating liabilities Bills payable 650,383 (71,066) Borrowings (4,492,957) 21,945,126 Deposits and other accounts 4,862,373 20,878,395 Other liabilities (excluding current taxation) 701,388 132,746 1,721,187 42,885,201 11,266,903 21,639,813 Income tax paid (2,385,005) (3,777,815) Net cash generated from operating activities 8,881,898 17,861,998 CASH FLOW FROM INVESTING ACTIVITIES Net investment in available for sale securities 297,473 (23,588,302) Net investment in held to maturity securities (935,365) 5,250,017 Net cash inflow on acquisition 2,743,998 Dividends received 311,001 645,201 Investment in operating fixed assets (542,870) (782,371) Proceeds realised on disposal of operating fixed assets 175,840 36,843 Net cash generated from / (used in) investing activities 2,050,077 (18,438,612) CASH FLOW FROM FINANCING ACTIVITIES

Payments of sub-ordinated loan 3,003,359 (400) Payments of lease obligations -(4,125) Dividends paid 645 (340) Net cash generated from / (used in) financing activities 3,004,004 (4,865) Increase / (decrease) in cash and cash equivalents 13,935,979 (581,479) Cash and cash equivalents at beginning of the year 9,214,447 9,795,926 Cash and cash equivalents at end of the year 35 23,150,426 9,214,447 The annexed notes 1 to 49 and Annexures I to III form an integral part of these financial statements. DirectorDirectorDirectorPresident & Ceo

Faysal Bank Limited Statement of Changes in Equity For the year ended December 31, 2010 Share capital Proposed shares to be issued on amalgamation Capital Reserves Statutory reserve Revenue Total Unappropriated profit Total Reserve for issue of bonus shares NonDistributable Capital Reserve gain on bargain purchase Reserve arising on amalgamation Capital market reserve Rupees 000

Balance as at January 1, 2009 5,296,445 ----3,400,481 389,542 3,790,023 1,049,51 9 10,135,987 Transfer to reserve for issue of bonus shares --794,466 ----794,466 (794,466) Bo nus shares issued 794,466 -(794,466) ----(794,466) -Profit after tax for the year ended December 31, 2009 --------1,200,159 1,200,159 Transfer to statutory reserve -----240,033 -240,033 (240,033) Balance as at December 31, 2009 6,090,911 ----3,640,514 389,542 4,030,056 1,215, 179 11,336,146 Reversal of deferred tax liability on leased assets relating to prior

years - note 15.1 --------765,052 765,052 Balance as at January 1, 2010 6,090,911 ----3,640,514 389,542 4,030,056 1,980,23 1 12,101,198 Transfer to reserve for issue of bonus shares --1,218,183 ----1,218,183 (1,218,183) Bonus shares issued 1,218,183 -(1,218,183) ----(1,218,183) -Transfer to unappropriated profit ------(389,542) (389,542) 389,542 Proposed shares to be issued on amalgamation (note 8.5.2) -28,253 ------28,253 Reserve arising on acquisition and amalgamation of non-controlling interest in the RBS (note 8.5) ----23,952 --23,952 -23,952 Gain on bargain purchase (notes 8.2 and 8.4) ---3,299,146 ---3,299,146 -3,299,146 Profit after tax for the year ended December 31, 2010 --------1,190,329 1,190,329 Transfer to statutory reserve (note 23.1) -----391,076 -391,076 (391,076) Balance as at December 31, 2010 7,309,094 28,253 -3,299,146 23,952 4,031,590 -7,354,688 1,950,843 16,642,878 The annexed notes 1 to 49 and Annexures I to III form an integral part of these financial statements. President & Ceo Director Director Director Annual Report 2010 Faysal Bank 70 - 71

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 1. STATUS AND NATURE OF BUSINESS 1.1 Faysal Bank Limited (the Bank) was incorporated in Pakistan on October 3, 1994 a s a public limited company under the Companies Ordinance, 1984. Its shares are listed on Karachi, Lahore and Isla mabad Stock Exchanges. The Bank is engaged in Corporate, Commercial and Consumer banking activities. The Bank ha s a network of 226 branches (2009: 133); including 13 Islamic banking branches (2009: 6); and operates 2 sub-branch es (2009: Nil). The Registered Office of the Bank is located at Faysal House, ST-02, Shahra-e-Fa isal, Karachi. Ithmaar Bank B.S.C., a Bahrain based retail bank, is the parent company of the B ank, holding, directly and indirectly through subsidiaries 66.94% of the shareholding of the Bank. Dar Al-Maal Al-Isla mi Trust (DMI), (ultimate parent of the Bank) is the holding company of Ithmaar Bank B.S.C. The DMI grou p owns and oper ates an inter national network of islamic banks and investment and insurance companies. 1.2 During the year the Bank had acquired the Pakistan operations of the Royal Bank of Scotland of Pakistan (RBS). Consequent to this acquisition and under the scheme of amalgamation approved by the shareho lders and the State Bank of Pakistan, the operations of the RBS have been amalgamated and vested into the Bank with ef fect from the close of business on December 31, 2010. The detailed disclosure relating to this transaction is given in note 8 to these financial statements. 1.3 In accordance with BSD Circular No. 30 dated November 25, 2008 issued by the Sta te Bank of Pakistan (SBP), the Bank is required to maintain a Capital Adequacy Ratio (CAR) of a tleast 10% at D ecember 31, 2010. However, as at December 31, 2010 the CAR of the Bank was 9.95% and is therefore lower than the prescribed requirement by 0.05%. The SBP vide its letter No. BSD/BAI-3/615/4097/2010 dated April 5, 2011 has gran ted post facto exemption to the Bank in meeting the CAR till March 31, 2011. 1.4 Based on the financial statements of the Bank for the year ended December 31, 20 09, the Pakistan Credit Rating Agency Limited (PACRA) and JCR - VIS Credit Rating Company Limited have determined the Bank's long-term rating as 'AA' and the short term rating as 'A1+'. 2. BASIS OF PRESENTATION In accordance with the directives of the Federal Government regarding the shifti ng of the banking system to Islamic modes, the State Bank of Pakistan (SBP) has issued various circulars from time to time. Permissible forms of trade related modes

of financing include purchase of goods by banks from their customers and immedia te resale to them at appropriate markup in price on deferred payment basis. The purchases and sales arising under these arrangements are not reflected in these financial statements as such but are restricted to the amount of facility actually utilised and the appropriate portion of mark-up thereon. The financial results of the Islamic banking branches have been consolidated in these financial statements for reporting purposes only. Inter branch transactions and balances have been eliminated. In a ccordance with the directives issued by the SBP, the statement of financial position and profit and loss account of i slamic banking branches are disclosed in Annexure III to these financial statements. 3. STATEMENT OF COMPLIANCE 3.1 These financial statements have been prepared in accordance with approved accoun ting standards as applicable in Pakistan. Approved accounting standards comprise of such International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board as are notified under the Companies Ordinance, 1984, and Islamic Financial Accounting Standards (IFAS) issued by the Institute of Char tered Acco untants of Pakistan and notified by the Securities and Exchange Commission of Pakistan (SECP), the requirements of the C ompanies Ordinance, 1984, the Banking Companies Ordinance, 1962, or the directives issued by the SECP and the State Bank of Pakistan (SBP). Wherever the requirements of the Companies Ordinance, 1984, Banking Companies Or dinance, 1962 or the directives issued by the SECP and SBP differ with the requirements of IFRS, the requirement s of the Companies Ordinance, 1984, the Banking Companies Ordinance, 1962 or the requirements of the said directives issued by the SECP and SBP shall prevail.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 3.2 The SBP has deferred the applicability of International Accounting Standard (IAS ) 39, 'Financial Instruments: Recognition and Measurement' and International Accounting Standard (IAS) 40, 'Investment Pro perty' for Banking Companies through BSD Circular Letter No. 10 dated August 26, 2002 till further instructions. Furt her, the SECP has deferred the applicability of International Financial Reporting Standard (IFRS) 7, ' Financial Instruments: Disclosures' through its notification S.R.O. 411(I)/2008 dated April 28, 2008. Accordingly, the requirements of these standar ds have not been considered in the preparation of these financial statements. However, investments have been classi fied and valued in accordance with the requirements prescribed by the SBP through various circulars. 3.3 IFRS 8, 'Operating Segments' is effective for the Bank's accounting period begin ning on or after January 1, 2009. All banking companies in Pakistan are required to prepare their annual financial sta tements in line with the format prescribed under BSD Circular No. 4 dated February 17, 2006, 'Revised Forms of Annual Finan cial Statements', effective from the accounting year ended December 31, 2006. The management of the Bank believes tha t as the SBP has defined the segment categorisation in the above mentioned circular, the SBP requirements pre vail over the requirements specified in IFRS 8. Accordingly, segment information disclosed in these financial statements is based on the requirements laid down by SBP. 3.4 SBP vide its BSD Circular No. 07 dated April 20, 2010 has clarified that for the purpose of preparation of financial statements in accordance with International Accounting Standard - 1 (Revised), ' Presentation of Financial Statements', two statement approach shall be adopted i.e. separate 'Profit and Loss Account' and 'Statement of Comprehensive Income' shall be presented, and Balance Sheet shall be renamed as 'Statement of Financia l Position'. Furthermore, the Surplus / (Deficit) on Revaluation of Available for sale (AFS) Securities only, may be inc luded in the 'Statement of Comprehensive Income'. However, it should continue to be shown seperately in the statement of financial position below equity. Accordingly, the above requirements have been adopted in the preparation of these financial s tatements. 3.5 Changes in accounting policies and disclosures - Standards, interpretations and amendments to published approved accounting standards that are effective in the current year i That have an impact on the Bank's financial statements (a) IFRS 3 (revised), Business combinations , and consequential amendments to IAS 27, Co nsolidated and separate

financial statements , IAS 28, Investments in associates , and IAS 31, Interests in jo int ventures , are ef fective prospectively to business combinations for which the acquisition date is on or a fter the beginning of the first annual reporting period beginning on or after July 1, 2009. The revised standard continues to apply the acquisition method to business combi nations but with some significant changes compared with IFRS 3. For example, all payments to purchase a business a re recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently remea sured through the statement of comprehensive income. There is a choice on an acquisition-by-acquisition basis t o measure the non-controlling interest in the acquiree either at fair value or at the non-controlling interest s proporti onate share of the acquiree s net assets. All acquisition-related costs are to be expensed as per the revised IFRS 3. The revised standard was applied to the acquisition of the controlling interest in Royal Bank of Scotland (RBS) on October 15, 2010. Acquisition-related costs of Rs 38.957 million have been recog nised in the profit and loss account, which previously would have been included in the consideration for the business combination. The Bank has chosen to recognise the non-controlling interest at the proportionate share of net assets of RBS of Rs 52 million rather than at its fair value. Detailed disclosures in respect of the business c ombination are presented in note 8 to these financial statements. The application of revised IFRS 3 would have had no impact on profit and loss account of the Bank if the bargain purchase gain would have also been recognised in the profit and loss account as required under IFRS 3. However, consequent to the decision of the SBP, the bargain purcha se gain has been credited to equity. As required under IFRS 3 the acquisition cost amounting to Rs. 38.957 mi llion has been charged to the profit and loss account. Annual Report 2010 Faysal Bank 72 - 73

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 ii That do not have an impact on the Bank's financial statements The following new and amended standards and interpretations have been published and are mandatory for the first time for the financial year beginning January 1, 2010: (a) IAS 1 (amendment), Presentation of financial statements . The amendment clarifi es that the potential settlement of a liability by the issue of equity is not relevant to its classification as curren t or non current. By amending the definition of current liability, the amendment permits a liability to be classified as noncurrent (provided that the entity has an unconditional right to defer settlement by transfer of cash or other assets for at least 12 months after the accounting period) notwithstanding the fact that the entity could be required by the counte rparty to settle in shares at any time. The management of the Bank believes that presently this amendment does not have any impact on the Bank's financial statements. (b) IAS 7 (amendment), 'Statement of Cash Flows' (effective from January 1, 2010 ). The amendment requires that only expenditures that result in a recognised asset in the statement of financial pos ition can be classified as investing activities. The amendment is not expected to have any impact on the Bank's finan cial statements. (c) IAS 27 (revised), Consolidated and Separate Financial Statements applicable for fi nancial years beginning on or after July 1, 2009 requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains and losses. The standard also specifies the accounting when control is lost; any remaining interest in th e entity is re-measured to fair value, and a gain or loss is recognised in the profit and loss account. The standard al so requires that the profit or loss and each component of other comprehensive income is attributable to the equity holde rs of the parent entity and to the minority interest (referred to as non-controlling interest) even if this results in the non-controlling interests having a deficit balance. The resultant impacts of the revised standard have been considered and applied on the consolidated financial statements of the Bank and its subsidiary. (d) IAS 36 (amendment), Impairment of assets , effective January 1, 2010. The amend ment clarifies that the largest cash-generating unit (or group of units) to which goodwill should be allocated f or the purposes of impairment testing is an operating segment, as defined by paragraph 5 of IFRS 8, Operating segments (that is, before the aggregation of segments with similar economic characteristics). The amendment is not expecte d to have any impact on the Bank's

financial statements. (e) IFRS 2 (amendments), Group cash-settled share-based payment transactions , effectiv e form January 1, 2010. In addition to incorporating IFRIC 8, Scope of IFRS 2 , and IFRIC 11, IFRS 2 Group and treasury share transactions , the amendments expand on the guidance in IFRIC 11 to address the classification of group arrangements that were not covered by that interpretation. The management of the Bank believes that pre sently this amendment does not have any impact on the Bank's financial statements. (f) IFRS 5 (amendment), Measurement of non-current assets (or dispo sal groups) class ified as held-for-sale (effective on or after January 1, 2010). The amendment provides clarification that IFRS 5 s pecifies the disclosures required in respect of non-current assets (or disposal groups) classified as held for sale o r discontinued operations. It also clarifies that the general requirements of IAS 1 still apply , particularly paragraph 15 ( to achieve a fair presentation) and paragraph 125 (sources of estimation uncer tainty) of IAS 1. The management of t he Bank believes that presently this standard does not have any impact on these financial statements. (g) IFRIC 17, Distribution of non-cash assets to owners (effective on or after Jul y 1, 2009). This interpretation provides guidance on accounting for arrangements whereby an entity distributes non-cash a ssets to shareholders either as a distribution of reserves or as dividends. IFRS 5 has also been amended to requir e that assets are classified as held for distribution only when they are available for distribution in their present condition and the distribution is highly probable. The management of the Bank believes that presently this interpretation does not have any impact on the Bank's financial statements.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 (h) IFRIC 18, Transfers of assets from customers , effective for transfer of assets received on or after July 1, 2009. This interpretation clarifies the requirements of IFRSs for agreements in which an en tity receives from a customer an item of property, plant and equipment that the entity must then use either to connect the customer to a network or to provide the customer with ongoing access to a supply of goods or services (such as a sup ply of electricity, gas or water). In some cases, the entity receives cash from a customer that must be used only to a cquire or construct the item of property, plant, and equipment in order to connect the customer to a network or provide th e customer with ongoing access to a supply of goods or services (or to do both). The management of the Bank bel ieves that presently this interpretation does not have any impact on the Bank's financial statements. (i) The Securities and Exchange Commission of Pakistan (SECP) has notified the I slamic Financial Accounting Standard (IFAS) 1 - Murabaha issued by the Institute of Chartered Accountants of Pakistan . IFAS 1 was effective for financial periods beginning on or after Januar y 1, 2006. During the current year the Bank has adopted the IF AS 1. In accordance with IF AS 1, murahaba transactions entered into by the Bank are acco unted as follows: -Murahaba receivable shall be recorded at the invoiced amount. -Inventories remaining unsold with the Bank on the reporting date shall constitu te Bank s inventory and shall be valued in accordance with the IAS 2: Inventories and shown under Other Assets . -In case the inventories were acquired by the Bank for a customer who has eventu ally defaulted on his promise to purchase the inventories, it shall be valued in accordance with the IAS 2. -Purchases and sales under Murahaba and the resultant profit should be accounted for on the culmination of Murahaba transaction. However, the profit on that portion of sales revenue not due for pa yment should be deferred by accounting for by a debit to Unear ned Murahaba Income account with the corresponding impact to Deferred Murahaba Income account and is shown as a liability. (j) There are other new and amended standards and interpretations that are manda tory for accounting periods beginning on or after January 1, 2010 but are considered not to be relevant or to have any significant ef fect on the Bank's operations and are, therefore, not disclosed in these financial statements. 3.6 New and amended standards and interpretations that are not yet effective and have not been early adopted The following standards and amendments to existing standards and interpretations have been published and are mandatory for the Bank's accounting period beginning on or after January 1, 2011. (a) IAS 1, Presentation of financial statements' (effective from January 1, 2011). Th e amendment clarifies that an entity will present an analysis of other comprehensive income for each component of equ

ity, either in the statement of changes in equity or in the notes to the financial statements. The amendment is not likely to have any impact on the Bank's financial statements. (b) IAS 24 (revised), Related par ty disclosures , issued in November 2009. It supersed es IAS 24, Related par ty disclosures , issued in 2003. IAS 24 (revised) is mandatory for periods beginning on or after January 1, 2011. The revised standard clarifies and simplifies the definition of a related party and removes the requirement for governmentrelated entities to disclose details of all transactions with the government and other government-related entities. The Bank is currently in process of assessing the impact, if any, of the revised sta ndard on the related party disclosures. Annual Report 2010 Faysal Bank 74 - 75

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 (c) IFRIC 14 (amendment), Prepayments of a minimum funding requirement . The amendments correct an unintended consequence of IFRIC 14, IAS 19 The limit on a defined benefit asset, minimum fun ding requirements and their interaction . Without the amendments, entities are not permitted to recognise as a n asset some voluntary prepayments for minimum funding contributions. This was not intended when IFRIC 14 was issue d, and the amendments correct this. The amendments are effective for annual periods beginning January 1, 2011. Earlier application is permitted. The amendments should be applied retrospectively to the earliest comparative per iod presented. The Bank is currently in the process of assessing the impact, if any, of the amendment on the financia l statements. There are other new and amended standards and interpretations that are mandatory for accounting periods beginning on or after January 1, 2011, but are considered not to be relevant or do not hav e any significant effect on the Bank's operations and are therefore not detailed in these financial statements. 4. BASIS OF MEASUREMENT These financial statements have been prepared under the historical cost conventi on except that certain investments and derivative financial instruments have been marked to market and are carried at f air value. 5. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS The preparation of financial statements in conformity with approved accounting s tandards requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and income and expenses. It also requires management to exercise judgments in application of its accounti ng policies. The estimates and associated assumptions are based on historical experience and various other factors that ar e believed to be reasonable under the circumstances. These estimates and assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision af fects only that period, or in the period of revision and future periods if the revision affects both current and future peri ods. Significant accounting estimates and areas where judgments were made by the mana gement in the application of accounting policies that have a significant risk of material adjustment to the c arrying amounts of assets and liabilities within the next financial year are disclosed in note 41 to these financial statements. 6. FUNCTIONAL AND PRESENTATION CURRENCY Items included in the financial statements are measured using the currency of th e primary economic environment in which the Bank operates. The financial statements are presented in Pakistani Rupees, w

hich is the Bank's functional and presentation currency. 7 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies applied in the preparation of these financia l statements are set out below. These policies have been consistently applied to all the years presented unless otherwise speci fied. 7.1 Business Combination Business combinations are accounted for by applying the acquisition method. The cost of acquisition is measured as the fair value of assets given, equity instruments issued and the liabilities incurr ed or assumed at the date of acquisition. The consideration transferred includes the fair value of any asset or liability resu lting from a contingent consideration arrangement, if any. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fa ir values at the acquisition date. The excess of the consideration transferred over the fair value of the Bank's share of iden tifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets acquired in the case of a bargain purchase, the difference is recognised directly in the profit and loss account. However, as more fully descr ibed in note 8.4 to these financial statements, the gain on bargain purchase arising on acquisition made in the current period h as been recognised directly in equity as per the directive of the SBP.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Goodwill acquired in a business combination is measured, subsequent to initial r ecognition, at its cost less accumulated impairment losses, if any. Goodwill acquired in a business combination is tested for impair ment annually or whenever there is an indication of impair ment as per the requirements of Inter national Accounting Standard (IAS) 36, 'Impairment of Assets'. Impairment charge in respect of goodwill is recognised i n the profit and loss account. Acquisition of non-controlling interests (NCI) is measured at th e proportionate share of the NCI in the fair value of the net assets acquired by the Bank. The excess of fair value of consideration trans ferred over the proportionate share of the NCI in the fair value of the net assets acquired is recognised in equity. 7.2 Cash and cash equivalents For the purpose of the cash flow statement, cash and cash equivalents comprise o f cash in hand, balances with treasury banks, balances with other banks in current and deposit accounts, national prize bonds, if any, call money lendings and overdrawn nostro accounts. 7.3 Lendings to / borrowings from financial institutions The Bank enters into transactions of repos and reverse repos at contracted rates for a specified period of time. These are recorded as under: (a) Sale of securities under repurchase agreements Securities sold subject to a repurchase agreement (repo) are retained in the fin ancial statements as investments and the counter party liability is included in borrowings. The difference between th e sale and contracted repurchase price is accrued over the period of the contract and recorded as an expense. (b) Purchase of securities under repurchase agreements Securities purchased under agreement to resell (reverse repo) are not recognised in the financial statements as investments and the amount extended to the counter party is included in lendings . These transactions are accounted for on the settlement date. The dif ference between the purchase and contracted resale price is accrued over the period of the contract and recorded as income. 7.4 Investments The Bank classifies its investments as follows: (a) Held for trading These are securities, which are either acquired for the purpose of generating pr ofit from shor t-term fluctuations in market prices, interest rate movements, or dealer s margin or are securities inclu ded in the portfolio in which a pattern of short-term profit making exists.

(b) Held to maturity These are securities with fixed or determinable payments and maturity that the B ank has a positive intent and ability to hold to maturity. (c) Available for sale These are investments, other than those, in subsidiaries and associates, that do not fall under either held for trading or held to maturity categories. Annual Report 2010 Faysal Bank 76 - 77

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 All purchases and sales of investments that require deliver y within the time fr ame established by regulations or market convention are recognised at the trade date. Trade date is the date on which the Bank commits to purchase or sell the investment. Investments other than those recognised as held for trading are init ially recognised at fair value which includes transaction costs associated with the investments. Investments classified as 'he ld for trading' are initially recognised at fair value and transaction costs associated with the transactions are expensed i n the profit and loss account. In accordance with the requirements of the State Bank of Pakistan (SBP), quoted securities, other than those classified as held to maturity and investments in subsidiaries and associates, are subsequentl y stated at market values. Investments classified as held to maturity are carried at cost whereas investments in subsid iaries and associates are carried at cost, less accumulated impairment losses, if any. Unquoted equity securities are value d at the lower of cost and break-up value. Break-up value of equity securities is calculated with reference to the net asse ts of the investee company as per the latest available audited financial statements. Surplus / deficit arising on revaluation of quoted securities classified as 'ava ilable for sale' is included in the statement of comprehensive income but is kept in a separate account shown in the statement of financial position below equity. The surplus / deficit arising on revaluation of quoted securities which are clas sified as 'held for trading' is taken to the profit and loss account. Impairment loss in respect of investments classified as available for sale (exce pt ter m finance certificates) and held to maturity is recognised based on management's assessment of objective evidence of impairment as a result of one or more events that may have an impact on the estimated future cash flows of the investm ents. A significant or prolonged decline in fair value of an equity investment below its cost is also considered an objec tive evidence of impairment. Provision for diminution in the value of term finance certificates is made as per the Prudenti al Regulations issued by the SBP. In case of impairment of available for sale securities, the cumulative loss that has bee n recognised directly in surplus on revaluation of securities on the statement of financial position below equity is removed the refrom and recognised in the profit and loss account. For investments classified as held to maturity, the impairment los s is recognised in the profit and loss account. Gain or loss on sale of investments is included in the profit and loss account c urrently. Premium or discount on acquisition of investments is amor tised through the prof it and loss account over the remaining

period till maturity using the effective interest method. 7.5 Advances Loans and advances Advances are stated net of specific and general provisions. Specific and general provisions for advances are made in accordance with the requirements of the Prudential Regulations and other directi ves issued by the SBP and charged to the profit and loss account. Non-performing advances are written off only when a ll possible courses of action to achieve recovery have proved unsuccessful. The Bank deter mines write-offs in accordance with the criteria prescribed by SBP vide BPRD Circular No. 06 of 2007 dated June 05, 2007. Net investment in finance lease Leases where the Bank transfers substantially all the risks and rewards incident al to the ownership of an asset are classified as finance leases. A receivable is recognised on commencement of lease term at a n amount equal to the present value of the minimum lease payments, including guaranteed residual val ue, if any. Une arned finance income is recognised over the term of the lease, so as to produce a constant periodic return on the o utstanding net investment in lease. Murabaha Murabaha to the purchase orderer is a sale transaction wherein t he first party (the Bank) sell to the client / customer a shariah compliant asset / goods for cost plus a pre-agreed profi t. In principle on the basis of an under taking (promise to purchase) from the client, the Bank purchases the goods / assets subject of t he Murabaha from a third party and takes the possession thereof. However, the Bank can appoint the client as its agent to purchase the goods / assets on its behalf. Thereafter, it sells it to the client at cost plus the profit agreed upon in the promise.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Murabaha transactions are accounted for at gross receivable net of specific and general provisions. Specific and general provisions are made in accordance with the requirements of the Prudential Regula tions issued by the State Bank of Pakistan from time to time. 7.6 Fixed assets and depreciation (a) Tangible assets - owned Fixed assets are stated at cost less accumulated depreciation an d accumulated i mpairment losses, if any, except for freehold and leasehold land which are stated at cost. Depreciation on operating fixed assets (excluding land which is not depreciated) is charged using the straight line method in accordance with the rates specified in note 14.2 to these financial statement s after taking into account residual value, if significant. The asset's residual values and useful lives are reviewed and ad justed, if required, at each balance sheet date. Depreciation on additions is charged from the month the assets are availab le for use. No depreciation is charged in the month of disposal. Subsequent costs are included in the asset's carr ying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Bank and the cost of the item can be measured reliably. All other repair and maintenance are charged to the pr ofit and loss account as and when incurred. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains / losses on disposal of fixed assets, if any, are taken to the profit and loss account in the period in which they arise. (b) Tangible assets - leased Leases are classified as finance leases wherever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. Le ase payments, if any, under operating leases are charged to income on a straight line basis over the lease term. Assets held under finance lease are stated at the lower of their fair value or p resent value of minimum lease payments at inception less accumulated depreciation and accumulated impairment losses, if an y. The outstanding obligations under the lease agreements are shown as a liability net of finance charges allocable t o the future periods. The finance charges are allocated to the accounting periods in a manner so as to

provide a constant periodic rate of return on the outstanding liability. Depreciation on assets held under finance lease is charged in a manner consisten t with that for depreciable assets which are owned by the Bank. (c) Capital work in progress Capital work-in-progress is stated at cost less accumulated impa irment losses, if any. All expenditure connected with specific assets incurred during installation and construction period are carried under this head. These are transferred to specific assets as and when assets become available for use. (d) Intangibles Intangible assets having definite lives are stated at cost less accumulated amor tisation and accumulated impairment losses, if any. Amortisation is charged applying the straight-line method over the usefu l life of the assets. Amortisation is calculated so as to write-off the assets over their expected economic lives at rates specif ic in note 14.3 to these financial statements. Amortisation is charged from the month in which the asset is available for use. No amortisation is charged for the month in which the asset is disposed off. The residual value, useful life and amortisa tion method is reviewed and adjusted, if appropriate, at each balance sheet date. Annual Report 2010 Faysal Bank 78 - 79

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Subsequent costs are included in the asset's carr ying amounts or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Bank and the cost of the item can be measured reliably. Intangible assets having an indefinite useful life are stated at acquisition cos t less accumulated impairment losses, if any. Gains and losses on disposals, if any, are taken to the profit and loss account in the period in which they arise. 7.7 Impairment The carrying amount of assets is reviewed at each balance sheet date for impair ment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recove rable. If such indication exists, and where the carrying value exceeds the estimated recoverable amount, assets are written down to their recoverable amount. The resulting impairment loss is taken to the profit and loss account. An impairment loss is reversed if there has been a change in the estimate used t o deter mine the recoverable amount. Such reversals are only made to the extent that the asset's carrying amount does not exceed the amount that would have been determined if no impairment loss had been recognised. 7.8 Taxation Income tax expense comprises current and deferred tax. Income tax expense is rec ognised in the profit and loss account, except to the extent that it relates to items recognised directly in equity or b elow equity / other comprehensive income, in which case it is recognised in equity or below equity / other comprehensive i ncome. Current Provision for current taxation is based on taxable income for the year determine d in accordance with the prevailing laws for taxation on income earned. The charge for the current tax is calculated usin g tax rates enacted or substantively enacted at the balance sheet date. The charge for current tax also includes adjustments relating to prior years, if necessary, arising from assessments finalised during the year. Deferred Deferred tax is recognised using the balance sheet liability method on all tempo rary differences between the carrying amounts of assets and liabilities used for financial reporting purposes and amou nts used for taxation purposes. In addition, the Bank also records deferred tax asset on available tax losses. Deferred tax i s calculated using the rates that are expected to apply to the period when the differences reverse based on tax rates that have

been enacted or substantively enacted by the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that f uture taxable profits will be available against which the asset can be utilised. Deferred tax asset is reduced to the extent tha t it is no longer probable that the related tax benefits will be realised. The carrying amount of the deferred tax asset is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be utilised. The Bank also recognises deferred tax asset / liability on deficit / surplus on revaluation of securities which is adjusted against the related deficit / surplus in accordance with the req uirements of In ternational Accounting Standard (IAS-12) dealing with income taxes. 7.9 Provisions Provisions are recognised when the Bank has a legal or constructive obligation a s a result of past events, it is probable that an outflow of resources will be required to settle the obligation and a rel iable estimate of the amount can be made. Provisions are reviewed at each balance sheet date and are adjusted to reflect t he current best estimates.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 7.10 Staff retirement benefits a) Defined contribution plan The Bank operates a contributory provident fund for all its permanent employees to which equal monthly contributions at the rate of 10 percent of basic salary are made by both the Bank and the empl oyees. b) Defined benefit scheme The Bank operates an approved funded gratuity scheme for all its permanent emplo yees and employees who are on contractual service and are employed under non-management cadre who complete the prescribed eligibility period of service. Contributions to the fund are made on the basis of actuarial recommendations. Projected Unit Credit Method is used for the actuarial valuation. Cumulative net unrecognized a ctuarial gains and losses at the end of the last reporting year are recognised over the expected average remainin g working lives of the employees. Staff retirement benefits are payable to staff on completion of prescribed quali fying period of service under these schemes. 7.11 Borrowings / deposits and their cost Borrowings / deposits are recorded at the proceeds received. Borrowing / deposit costs are recognised as an expense in the period in which these are incurred using the ef fective mark-up / interes t rate method, to the extent that they are not directly attributable to the acquisition of or construction of qualifying as sets. Borrowing cost that are directly attributable to the acquisition, construction or production of a qualifying asset (one that t akes a substantial period of time to get ready for use or sale) is capitalised as part of the cost of the asset. 7.12 Proposed dividend and transfer between reserves Dividends and appropriations to reserves, except appropriations which are requir ed by law, made subsequent to the balance sheet date are considered as non-adjusting events and are recorded in th e financial statements in accordance with the requirements of International Accounting Standard (IAS) 10, 'Events aft er the Balance Sheet Date' in the year in which they are approved / transfers are made. 7.13 Revenue recognition -Mark-up income / interest on advances and returns on investments are recognised on a time proportion basis except that mark-up income / interest / return on non-performing advances and investmen ts is recognised on receipt basis in accordance with the requirements of the Prudential Regulations issued by the State Bank of Pakistan. Interest / return / mark-up on rescheduled / restructured advances and investments is recog nised as permitted by the State

Bank of Pakistan, except where, in the opinion of the management, it would not b e prudent to do so. -Financing method is used in accounting for income from lease financing. Under t his method, the unearned finance income (excess of the sum of total lease rentals and estimated residual value ov er the cost of leased assets) is taken to income over the ter m of the lease so as to produce a constant periodic rate of retur n on the outstanding net investment in lease. -Unrealised finance income in respect of non-performing lease finance is held in suspense account, where necessary, in accordance with the requirements of the Prudential Regulations issued by the State Bank of Pakistan. Gains / losses on termination of lease contracts, documentation charges, front-end fee a nd other lease income is recognised as income when they are realised. -Premium or discount on acquisition of debt investments is capita lised and amor tised through the profit and loss account over the remaining period till maturity. -Dividend income from investments is recognised when the Bank's right to receive the dividend is established. -Fee, brokerage and commission on letters of credit / guarantee and others is re cognised on time proportion basis. -Financial advisory fee is recognised when the right to receive the fee is estab lished. -Other income is recognised on accrual basis. Annual Report 2010 Faysal Bank 80 - 81

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 7.14 Foreign currencies (a) Foreign currency transactions Transactions in foreign currencies are translated into rupees at the foreign exc hange rates prevailing at the transaction date. Monetary assets and liabilities in foreign currencies are expressed in rup ee ter ms at the rates of exchange prevailing at the balance sheet date. Foreign bills purchased and forward foreig n exchange contracts are valued at rates determined with reference to their respective maturities. For ward purc hase contracts with the State Bank of Pakistan relating to foreign currency deposits are valued at the spot rate pr evailing on the balance sheet date. The forward cover fee payable on contracts with the SBP is amortised over the te rm of the contract. (b) Translation gains and losses Translation gains and losses are included in the profit and loss account. 7.15 Commitments Commitments for outstanding forward foreign exchange contracts are disclosed in the financial statements at committed amounts. Contingent liabilities / commitments for letters of credit and letters of guarantee denominated in foreign currencies are expressed in rupee terms at the rates of exchange prevailing at t he reporting date. 7.16 Acceptances Acceptances comprise undertakings by the Bank to pay bills of exchange drawn on customers. The Bank expects most acceptances to be simultaneously settled with the reimbursement from the custome rs. Acceptances are accounted for as off balance sheet transactions and are disclosed as contingent liabilities an d commitments. 7.17 Financial instruments Financial assets and financial liabilities Financial instruments carried on the balance sheet include cash and balances wit h treasury banks, balances with other banks, lendings to financial institutions, investments, advances, other assets, bills payable, borrowings, deposits, liabilities against assets subject to finance lease and other liabilities. The particular re cognition methods adopted for significant financial assets and financial liabilities are disclosed in the individual polic y statements associated with these assets and liabilities. Derivative financial instruments Derivative financial instruments are initially recognised at fair value on the d ate on which a derivative contract is entered into and are subsequently remeasured to fair value. All derivative financial ins truments are carried as assets when fair

value is positive and liability when fair value is negative. Any change in the f air value of derivative financial instruments is taken to the profit and loss account. Offsetting Financial assets and financial liabilities are set off and the net amount is rep orted in the financial statements only when the Bank has a legally enforceable right to set off and the Bank intends to eith er settle on a net basis, or to realise the assets and to settle the liabilities simultaneously. Income and expense items of such assets and liabilities are also offset and the net amount is reported in the financial statements. 7.18 Earnings per share The Bank presents basic and diluted earnings per share (EPS) for its shareholder s. Basic EPS is calculated by dividing the profit attributable to ordinary shareholders of the Bank by the weighted ave rage number of ordinary shares outstanding during the year. Diluted EPS is determined by adjusting the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive po tential ordinary shares, if any.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 7.19 Segment reporting Segment reporting is based on operating (business) segments of the Bank. An oper ating segment is a component of the Bank that engages in business activities from which it may e arn revenues an d incur expenses, including revenues and expenses that relate to transactions with any of the Bank's other components . An operating segment's operating results are reviewed regularly by the President / Chief Executive Officer, which have been presented according to the functional basis and the guidance of SBP, to make decisions about resources to b e allocated to the segment and assess its performance, and for which financial information is available. These have be en presented as per the Bank's functional structure and guidance of SBP. The segments of the Bank are as follows: (a) Business Segments Corporate finance This includes investment banking activities such as mergers and acquisitions, un derwriting, privatisation, securitisation, Initial Public Offers (IPOs) and secondary private placements. Trading and Sales It includes fixed income, equity, foreign exchanges, funding, own position secur ities, lending and repos. Retail banking Retail banking provides services to small borrowers i.e. consumers, small and me dium enterprises (SMEs) and agriculture sector. It includes loans, deposits, other transactions and balances with retail customers. Commercial banking This includes strategic partnership with corporate and SME sector entities to pr ovide working capital financing, trade financing and cash management services, project finance, export finance, leasing , lending, guarantees, bills of exchange and deposits. (b) Geographical segment The operations of the Bank are currently based only in Pakistan. 8. BUSINESS COMBINATION 8.1 During the year the Bank has acquired the Pakistan Operations of The Royal Bank of Scotland Limited [a listed commercial bank engaged in commercial, consumer and corporate banking activities] (the RBS) . The Bank acquired the majority

shareholding of 99.37% of the RBS for cash consideration of approximately Euro 4 1 million on the acquisition date of October 15, 2010 and the RBS became a subsidiary of the Bank as at the aforement ioned date. The Bank has acquired the operations of the RBS to capture the returns skewed to wards larger banks. The management believes that the acquisition of the RBS is a materialization of the Bank's stra tegy for larger customer base and profit growth (both organically and through acquisition). The managemen t further belie ves that the acquisition will translate synergies in the areas of customer franchise, cost saving, people and technology . Annual Report 2010 Faysal Bank 82 - 83

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Subsequent to the above acquisition, the Pakistan operations of the RBS have bee n amalgamated and vested into the Bank with effect from the close of business on December 31, 2010. The proposal f or the amalgamation and the scheme of amalgamation were approved by the Board of Directors and the shareholders of the Bank in their meetings held on October 15, 2010 and November 10, 2010 respectively . The State Bank of Pakistan through its letter BPRD (R&P02)/ 625-99/2010/10601 dated December 29, 2010 had also approved the scheme of amalga mation and granted sanction order for the amalgamation of the RBS with and into the Bank. Pursuant to the aforementioned approvals and scheme of amalgamation duly approve d by the State Bank of Pakistan, the entire undertaking of the RBS including all the proper ties, assets and liab ilities and the rights and obligations stand amalgamated with and vested into the Bank as at December 31, 2010 (closing of bu siness). Accordingly the assets and liabilities included in the statement of financial position also include balance s of the RBS. In consideration for the amalgamation and as per the scheme of amalgamation, the Bank intends to allot 1,812,250 fully paid ordinary shares subsequent to the year ended December 31, 2010 to the shareholders of the RBS for the acquisition of non-controlling interest, which will rank pari passu with the exi sting shares of the Bank. The shares proposed to be issued by the Bank are as under: Note Rs 000

Proposed shares to be issued on amalgamation 8.5.1 28,253 8.2 Acquisition of controlling interest The acquisition has been accounted for by applying the purchase method in accord ance with the requirements of IFRS 3 (revised) 'Business Combinations'. The cost of the acquisition has been measured at the fair value of the consideration given. Identified assets acquired, liabilities assumed or incurred have been car ried at the fair value as at the acquisition date. The excess of the fair value of the Bank's share of the identifiable net a ssets acquired over the cost of acquisition has been recorded as gain on bargain purchase in the financial statements of the Bank. Details of the purchase consideration given, fair values of the net assets acqui red and gain on bargain purchase are as follows: Note Rs 000 Fair value of identifiable net assets of RBS as on October 15, 2010 8.3 8,343,02 2

Percentage of identifiable net assets acquired 99.37% Fair value of identifiable net assets of RBS acquired as on October 15, 2010 8,2 90,461 Less: Purchase consideration paid in cash (4,991,315) Gain on bargain purchase 8.4 3,299,146 Acquisition-related costs (included in administrative expenses in the profit and loss account for the year ended December 31, 2010) 38,957

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 8.3 The fair values and carrying amounts of identifiable assets and liabilities of RBS at the date of acquisition are as follows: Note Fair value Acquiree's adjustments / carrying intangible Fair values as on amounts as on recognised October 15, 2010 October 15, 2010 Rupees 000

Cash and balances with treasury banks 5,847,882 -5,847,882 Balances with other banks 1,897,428 -1,897,428 Lendings to financial institutions 1,510,499 -1,510,499 Investments 29,372,673 -29,372,673 Advances 38,415,096 (1,415,701) 36,999,395 Operating fixed assets (includes intangibles held in the books of RBS) 3,681,947 143,501 3,825,448 Intangible assets recognised on acquisition 8.3.1 -2,557,167 2,557,167 Deferred tax assets - net 2,873,463 (860,685) 2,012,778 Other assets - net 2,259,740 1,237,459 3,497,199 Total assets 85,858,728 1,661,741 87,520,469 Bills payable 1,103,025 -1,103,025 Borrowings 4,194,598 -4,194,598 Deposits and other accounts 67,204,987 16,047 67,221,034 Sub-ordinated loans 598,880 (2,285) 596,595 Other liabilities 6,062,195 -6,062,195 Total liabilities 79,163,685 13,762 79,177,447 6,695,043 1,647,979 8,343,022 8.3.1 Intangibles acquired in business combination Consequent to the amalgamation of the RBS with and into the Bank, the Bank has r ecognised the following intangible asset as at the acquisition date of October 15, 2010. October 15, 2010 Rs '000 Customer relationship 2,557,167 This intangible asset comprises of core deposits of the RBS and represents the f unding benefit that would be available to the Bank on account of availability of funding through deposit customers rath er than from the wholesale or inter-bank markets. This benefit also considers the fact that the economic lifetime of thes

e deposits is longer than their contractual life. Based on this assumption, this intangible asset has been v alued using cer tain valuation techniques and is being amortised keeping in view the life expectancy of the core deposits. The fair value of this identifiable intangible asset has been determined using a n income approach, by an independent valuer. The income approach begins with an estimation of the annual cash flows, which a market participant acquirer would expect the asset to generate over a discrete projection period. The estima ted cash flows for each of the years in the discrete projection period are then converted to their present value equi valent using a rate of return appropriate for the risk of achieving the asset s projected cash flows. The present value of t he estimated cash flows are then added to the present value equivalent of the residual value of the asset (if any) at t he end of the discrete projection period to arrive at an estimate of the fair value of the specific asset. Annual Report 2010 Faysal Bank 84 - 85

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 In applying the income approach, the Bank used the Multiple-period Excess Earnin gs Method ("MEEM") to determine the value of the above intangibles. Under this method the value of a specific in tangible asset is estimated from the residual earnings after fair returns on all other assets employed (including other intang ible assets) have been deducted from the asset s after-tax operating earnings. The valuations are based on information at the time of acquisition and the expec tations and assumptions that have been deemed reasonable by the Bank s management. It has been assumed that the underlyin g assumptions or events associated with such assets will occur as projected. 8.4 As more fully discussed in note 8.2 to these financial statements, the acquisiti on of the RBS is a bargain purchase as the fair value of the net assets acquired exceeds the fair value of the consider ation paid by the Bank as at the acquisition date. The total gain on bargain purchase arising on the acquisition of the RBS i s Rs 3,299.146 million. Under IFRS 3 (revised) a bargain purchase represents an economic gain, which sho uld be immediately recognised by the acquirer in the profit and loss account. However, IFRS 3 requires the acquir er to ensure that it really does have a gain on bargain purchase and it has used all of the available evidences at the d ate of acquisition and re-assessed the business combination accounting. In this connection the management has reassesse d the business combination accounting and believes that the gain on bargain purchase is primarily arising as a result of special circumstances under which RBS decided to sell international operations particularly Pakistan. However, the amo unt of bargain purchase gain has not been taken to the profit and loss account as the SBP through its letter BPRD (R& P-02)/625-99/2011/3744 dated March 28, 2011 has advised the Bank to recognise the amount of gain through the statem ent of changes in equity as 'NonDistributable Capital Reserve', instead of recognising it in the profit and loss account. The SBP has fur ther advised the Bank that this gain may become available for distribution as stock dividend to s hareholders of the Bank after incorporating the adjustment, if any, recommended by the Banking Inspection Division of the SB P in the acquired portfolio of the RBS (which will be adjusted against this reserve) and with the prior approval of the SBP. The SBP letter also specifies that the requirement of creating statutor y reserve under section 21 of the Banking C ompanies Ordinance, may not be applicable on this amount. 8.5 Acquisition of non-controlling interest As at the date of acquisition the purchase of non-controlling interest (NCI) is measured at the proportionate share of the

NCI in the fair value of net assets acquired by the Bank, as allowed under the r equirements of IFRS 3. The management, at the date of amalgamation, has incorporated the share of NCI's post acquisitio n results of the RBS in the proportionate share of the NCI determined as at the acquisition of the RBS (the adjusted balan ce). The excess of the fair value of equity shares proposed to be issued and the adjusted balances of the NCI amounting to R s.23.952 million has been recognised as part of the equity (shown separately as 'Reserve arising on amalgamation'). 8.5.1 The fair value of the shares proposed to be issued to the shareholders of the RB S is based on the published quoted price of the shares of the Bank as at December 31, 2010. 8.6 The fair value of the gross contractual receivables representing advances, lendi ngs and investments that include Market Treasury Bills, Pakistan Investment Bonds, Sukuks and Term Finance Certificates as at the acquisition date amounts to Rs 67,853 million. Gross contractual amounts for the aforementioned receivables due is Rs 77,500 million. The management believes that out of the total gross contractual receivables, a gross contractual amount of Rs 11,896 million is expected to be uncollectable.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 8.7 The acquired operations of the RBS have contributed mark up and non-mark up inco me of Rs 2,563.040 million and loss after tax of Rs 8.381 million during the period from October 16, 2010 to De cember 31, 2010. Had the acquisition of the RBS occurred and been accounted for on January 1, 2010, the results of th e RBS would have contributed mark up and non-mark up income of Rs 10,909.668 million and loss after taxation of Rs 2,002.480 million in the results of the Bank. The details of the loss after taxation which pertains to the operat ions of the RBS for the period from October 16, 2010 to December 31, 2010 are as under: For the period from October 16, 2010 to December 31, 2010 Rs 000 Mark-up / return / interest earned 1,866,678 Mark-up / return / interest expensed (1,165,793) Net mark-up / return / interest income 700,885 Provision against loans and advances - net (111,028) Reversal of provision for consumer loans - general 18,745 Bad debts written off directly (97,920) (190,203) Net mark-up / return / interest after provisions 510,682 NON MARK-UP / RETURN / INTEREST INCOME Fee, commission and brokerage income 144,988 Dividend income 918 Income from dealing in foreign currencies - net 67,794 Gain on sale of securities - net 112 Other income 482,550 Total non mark-up / return / interest income 696,362 1,207,044 NON MARK-UP / RETURN / INTEREST EXPENSES Administrative expenses (1,192,718) Other provisions / write offs 708 Other charges (15,715) Total non mark-up / return / interest expenses (1,207,725) Loss before taxation (681) Taxation - Current (27,916) - Deferred 20,216 (7,700) Loss after taxation (8,381) These amounts are included in the respective heads of income and expenses as inc luded in the profit and loss account. Annual Report 2010 Faysal Bank 86 - 87

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 9 CASH AND BALANCES WITH TREASURY BANKS In hand -local currency 3,202,543 1,784,440 -foreign currencies 479,829 324,187 With the State Bank of Pakistan in -local currency current account 9.1 8,572,050 4,367,938 -foreign currency current account 9.2 1,041,817 365,765 -foreign currency deposit account 9.3 3,084,020 1,145,480 With the National Bank of Pakistan in -local currency current account 1,044,505 431,642 National Prize Bonds 4,160 7,750 17,428,924 8,427,202 9.1 This represents local currency current account maintained with the SBP as per th e requirements of Section 36 of the State Bank of Pakistan Act, 1956. This section requires banking companies to maintain a local currency cash reserve in a current account with SBP at a sum not less than such percentage of the Bank's time and d emand liabilities in Pakistan as may be prescribed. 9.2 This represents cash reserve of 5% maintained with State Bank of Pakistan in US dollars current account on deposits held under the New Foreign Currency Accounts Schedule (FE- 25 deposits) as per BSD Ci rcular No. 9 dated December 03, 2007. 9.3 This represents special cash reserve maintained with SBP in US dollars under the requirements of BSD Circular No. 14 of 2008 dated June 21, 2008 and local USD clearing account maintained with SBP t o facilitate USD clearing and 6% special cash reserve requirement on FE-25 deposits maintained by Islamic Banking branches. Profit rates on these balances are fixed on monthly basis by SBP. The SBP has not remunerated any return on the se deposits during the current and the last year.

Note 2010 Rs 000 2009 Rs 000 10. BALANCES WITH OTHER BANKS In Pakistan -Current accounts 558,987 120,292 Outside Pakistan -Current accounts 2,676,894 388,503 Deposit accounts 10.1 2,492,028 5,727,909 508,795

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 10.1 This represent deposit of USD 29.1 million placed with The Royal Bank of Scotlan d, UK (RBS PLC) London as margin against interest rate and cross currency derivative contracts entered with RBS P LC. It carries markup rate of 0.18% (2009 : Nil) per annum. The deposit balance will vary according to the outstanding bal ance of contracts and will be released completely on maturity of last derivative contract in September 2014. Note 2009 Rs 000 2010 Rs 000 11. LENDINGS TO FINANCIAL INSTITUTIONS Call money lendings -300,000 Repurchase agreement lendings (Reverse Repo) 11.2 -14,717,826 15,017,826 11.1 Particulars of lendings to financial institutions In local currency -15,017,826 11.2 Securities held as collateral against lendings to financial institutions 2010 2009 Held by Bank Given as collateral Total Held by Bank Rupees 000 Given as collateral Total Market Treasury Bills --14,717,826 -14,717,826 Annual Report 2010 Faysal Bank 88 - 89

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 12. INVESTMENTS Investments by type and segment are given below while the detailed break down is contained in Annexure I to these financial statements 12.1 Investments by type Note 2010 2009 Held by Given as Total Held by Given as Total Bank collateral Bank collateral Rupees 000 Held for trading securities Market Treasury Bills 12.2.1 2,497,865 -2,497,865 618,471 -618,471 Fully paid up ordinary shares / certificates of closed end mutual funds 718,952 -718,952 811,223 -811,223 Ijara Sukuk Bonds 12.2.3 300,000 -300,000 -3,516,817 -3,516,817 1,429,694 -1,429,694 Available for sale securities Market Treasury Bills 12.2.1 44,273,115 10,724,483 54,997,598 14,192,378 17,165, 757 31,358,135 Pakistan Investment Bonds 12.2.2 8,587,713 -8,587,713 5,748,485 97,570 5,846,055 Ijara Sukuk Bonds 12.2.3 1,461,287 -1,461,287 462,000 -462,000 Units of open ended mutual funds -National Investment (Unit) Trust 12.2.4 420,009 -420,009 2,671,422 -2,671,422 -NIT Government Bond Fund ---50,000 -50,000 -NIT Income Fund 50,000 50,000 --Faysal Balanced Growth Fund 80,374 -80,374 80,374 -80,374 -Faysal Income Growth Fund 200,000 -200,000 200,000 -200,000 -Faysal Savings Growth Fund 208,230 -208,230 207,411 -207,411 -Faysal Islamic Savings Growth Fund 100,000 -100,000 --Faysal Money Market Fund 100,000 -100,000 --PICIC Income Fund 100,000 -100,000 --AKD Income Fund 826 -826 --First Habib Income Fund 2,043 -2,043 ---

HBL Income Fund 6,064 -6,064 --IGI Income Fund 2,046 -2,046 --JS Large Capital Fund 27,888 -27,888 --JS KSE 30 Index Fund 3,709 -3,709 --Fully paid up ordinary shares / modaraba certificates / certificates of closed end mutual funds 5,629,153 -5,629,153 1,810,932 -1,810,93 2 Fully paid up preference shares 415,969 -415,969 492,677 -492,677 Sukuk Bonds ---85,000 -85,000 Term finance certificates 12.3.3 1,589,537 -1,589,537 1,828,288 -1,828,288 63,257,963 10,724,483 73,982,446 27,828,967 17,263,327 45,092,294 Held to maturity securities Term finance certificates 12.3.4 7,765,875 -7,765,875 7,127,929 -7,127,929 Sukuk Bonds 12.3.4 2,707,496 -2,707,496 2,410,077 -2,410,077 10,473,371 -10,473,371 9,538,006 -9,538,006 Associate Fully paid up ordinary shares of -Faysal Asset Management Limited 45,000 -45,000 45,000 -45,000 Subsidiary Fully paid up ordinary shares of -Faysal Management Services (Private) Limited 12.6 108,000 -108,000 108,000 -108 ,000 Investments at cost 77,401,151 10,724,483 88,125,634 38,949,667 17,263,327 56,212,994 Less: Provision for diminution in the value of investments 12.3 (1,495,601) -(1, 495,601) (1,140,082) -(1,140,082) Investments (net of provisions) 75,905,550 10,724,483 86,630,033 37,809,585 17,263,327 55,072,912 Surplus / (deficit) on revaluation of held for trading securities - net 12.5 18,883 -18,883 (49,084) -(49,084) (Deficit) / surplus on revaluation of available for sale securities - net 24 (193,500) (36,867) (230,367) 1,535,296 (27,786) 1,507,5 10 Total investments 75,730,933 10,687,616 86,418,549 39,295,797 17,235,541 56,531,338

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 12.1.1 Strategic Investments Available for sale securities - Listed Fully paid up ordinary shares / modaraba certificates / units of closed end mutual funds 467,271 238,981 Units of open ended mutual funds 108,262 80,374 Available for sale securities - Unlisted Fully paid up ordinary shares 794,250 797,549 Associate 45,000 45,000 Subsidiary 108,000 108,0001,522,783 1,269,904Provision for diminution in the val ue of investments (509,285) (287,903) 1,013,498 982,001Surplus on revaluation of available for sale securities 96,873 106,1141,110,371 1,088,115 Strategic investments are those which the Bank makes with the intention of holdi ng them for a long term duration andare marked as such at the time of investment . Disposals of such investments can only be made subject to the fulfillmentof th e requirements prescribed by the SBP in the Prudential Regulations. The overall exposure limit for equity investmentsprescribed by the SBP does not apply to the se investments. Fur ther, as per the SBP instructions in BPD Circular LetterNo. 16 of 2006 dated August 01, 2006, investments marked as strategic have a minimum retention period of 5years from the original purchase date. However, these can be sold before the stipulated period with the prior permissionof the SBP. Note 2010 Rs 000 2009 Rs 000 12.2 Investments by segments Federal Government Securities -Market Treasury Bills 12.2.1 57,495,463 31,976,606 -Pakistan Investment Bonds 12.2.2 8,587,713 5,846,055 -Ijara Sukuk Bonds 12.2.3 1,761,287 462,000 Fully Paid up Ordinary Shares / Modaraba Certificates / Closed end Mutual Fund Units -Listed companies / modarabas / mutual funds 5,528,929 1,822,818 -Unlisted companies 972,176 952,337 Fully Paid up Preference Shares

-Listed companies 315,969 266,427 -Unlisted companies 100,000 226,250 Term Finance Certificates -Listed 12.3.4 1,065,122 1,328,168 -Unlisted 12.3.3 8,290,290 7,628,049 Units of Open ended Mutual Funds 1,301,189 3,209,207 Sukuk Bonds 12.3.4 2,707,496 2,495,077 Total investments at cost 88,125,634 56,212,994 Less: Provision for diminution in the value of investments 12.3 (1,495,601) (1,1 40,082) Investments (net of provisions) 86,630,033 55,072,912 Surplus / (deficit) on revaluation of investments classified asheld for trading 12.5 18,883 (49,084) (Deficit) / surplus on revaluation of investments classified asavailable for sal e 24 (230,367) 1,507,510 Total investments 86,418,549 56,531,338 Annual Report 2010 Faysal Bank 90 - 91

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 12.2.1 Market Treasury Bills have tenures of three months to one year . The Bank s yield on these instruments ranges from 12.2% to 13.3% per annum (2009: 11.4% to 13.4% per annum) with maturities up to June 2011. 12.2.2 Pakistan Investment Bonds have tenures of 3 to 10 years. The Ban k s return on the se investments ranges from 4.6% to 14.3% per annum (2009: 4.6% to 13.1% per annum) with maturities from February 2011 to September 2019. 12.2.3 Ijara sukuk bonds have tenures of three years with maturities upto November 2013 . 12.2.4 This represents the investment of the Bank in the units of National Investment ( Unit) Trust LOC Holder's Fund (NIUTL). NIUTL is an open end mutual fund managed by the National Investm ent Trust Limit ed (NITL). In prior years, the Government of Pakistan (the Government) had issued Letter of Comfort (LOC) to fo ur of its unit holders (including the Bank), guaranteeing a minimum redemption price of Rs. 13.70 per unit. The LOC da ted June 30, 2009 issued by the Government had expired on December 31, 2009, and was not extended. Subsequen t to the expiry, the Government had communicated a methodology to settle this investment to all investors includ ing the Bank. In accordance with the methodology, all the underlying assets, except for 'Strategic Assets' repres enting shares of Pakistan State Oil (PSO) and Sui Northern Gas Pipelines Limited (SNGPL), have been transferred in specie (after charging agreed premium of 2.5%) to the LOC Holder's according to their respective unit holding. Accordi ngly, during the year, NITL settled 87.61% of NIUTL's units (excluding Strategic Assets representing shares of PSO a nd SNGPL) by transferring investments in specie. The Bank had recognised a gain of Rs 1,530.607 million upon settlemen t of these assets which has been included in the profit and loss account of the current year. It was also agreed that the Strategic Assets representing shares of PSO and SNGP L will be transferred to the NBP at a rate to be determined and agreed by the respective LOC holders' and the cas h received from the NBP by the Fund will be paid to the LOC holders'. In this connection, an agreement has been signed between NITL, the Bank and the NBP to facilitate the settlement. The negotiation over the rate at which these Strategic Assets are to be transferred by the Fund to the NBP and consequently to the Bank has been finaliz ed. However, the aforementioned Strategic Assets have not been transferred to the NBP as these were frozen by th e Government of Pakistan (Privatization Commission) for sale due to their proposed Privatization. In this connection, th e Privatization Commission had arranged a meeting on December 28, 2010 to discuss the matter of transfer ring the Strate gic Assets to the NBP. However,

the Privatization Commission has not provided final directions in this context t o date. The Bank had agreed the market value of Strategic Assets as of October 13, 2010 fo r redeeming its existing units. The management is of the view that since the permission of transfer to NBP of th e said Strategic Assets has not yet been granted by the Privatization Commission of Pakistan therefo re the value of the Bank s investment representing the Strategic Assets should be classified as investments in the books of the Bank and should be marked to market on the basis of net assets value as on October 13, 2010 as the Bank will receive this amount subsequent to the permission of the Privatization Commission of Pakistan. Note 2009 Rs 000 2010 Rs 000 12.3 Particulars of provision for diminution in the value of investments Opening balance 1,140,082 887,890 Charge for the year Reversals Provision against investments transferred from amalgamated entity Closing balance 12.3.1 531,941(244,686) 287,25568,2641,495,601 528,403 (276,211) 252,192 1,140,082 12.3.1 This includes provision of Rs. 162.336 million recognised on acc ount of difference in carrying value and breakup value of DHA Cogen Limited, an investment marked as strategic.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 12.3.2 Particulars of provision for diminution in the value of investments by type and segment Available for sale securities Fully Paid up Ordinary Shares / Modaraba Certificates / Certificates of Closed end Mutual Funds -Listed companies / modarabas / mutual funds 324,779 196,436 -Unlisted companies 469,094 242,588 Fully Paid up Preference Shares -Listed companies 180,562 132,564 Units of Open ended Mutual Funds 19,140 156,425 Term Finance Certificates -Listed 4,204 5,919 -Unlisted 342,495 300,000 Held to maturity securities Term Finance Certificates -Unlisted 80,327 31,150 Sukuk Bonds 75,000 75,000 1,495,601 1,140,082 12.3.3 This includes Pre IPO investment of Rs 500 million made in the u nlisted term fi nance certificates (TFCs) of Dewan Cement Limited. The State Bank of Pakistan through its letter BPRD/BLRD-3/DMG/20 11-1035 has advised the Bank to maintain provision at least at the level of 90% in five quarters (commencing from December 31, 2010) by December 31, 2011. Prior to the issuance of this directive, the Bank had maintained a pro vision of Rs 300 million as per the earlier relaxation provided by the SBP. The Bank as per the above recent directi ve has availed the relaxation and maintained a provision of Rs 330 million against this investment. Had the provis ion been made as per the time based

criteria specified in the Prudential Regulations issued by the SBP, the provisio n for diminution in the value of investments for the year ended December 31, 2010 would have been higher by Rs 170 million an d the profit before taxation for the year ended December 31, 2010 would have been lower by Rs 170 million. 12.3.4 The investment portfolio includes the term finance certificates and Sukuk Bonds of Rs 1,117.689 million and Rs 500 million respectively made in the Agritech Limited and Azgard Nine Limited. The i mpact of relaxation availed by the Bank for maintaining the provision against these investments is disclosed in not e 13.4.2 to these financial statements. 12.4 Quality of available for sale securities The details regarding the quality of available for sale securiti es and their ma rk-up / interest and other ter ms are contained in Annexure I, which forms an integral part of these financial stateme nts. Annual Report 2010 Faysal Bank 92 - 93

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 12.5 Surplus/ (deficit) on revaluation of investments classified as held for trading Market Treasury Bills (223) (92) Fully paid up ordinary shares / certificates of closed end mutual fund 18,356 (4 8,992) Ijara Sukuk Bonds 750 18,883 (49,084) 12.6 On October 1, 2010, the Board of Directors of Faysal Management Services (Privat e) Limited (FMSL) [a subsidiar y of the Bank in which the Bank has 60% shareholding] has decided to voluntarily w ind up the company and accordingly, they have resolved to initiate proceedings of winding up by the members of FMSL under the Companies Ordinance, 1984. Note 2009 Rs 000 2010 Rs 000 13. ADVANCES Loans, cash credits, running finances, etc. in Pakistan Net investment in finance lease in Pakistan Bills discounted and purchased (excluding government treasury bills) Payable in Pakistan Payable outside Pakistan Margin financing / reverse repo transactions Gross advances 13.2140,249,441 8,689,093148,938,534645,2351,284,4401,929,675338,200151,206,409 85,056,738 11,112,580 96,169,318 438,472 1,438,480 1,876,952 338,200 98,384,470 Provision against non-performing advances Provision against consumer loans - general Advances - net of provision 13.4 13.5 (17,163,067)

(336,573) 133,706,769 (6,848,394) (190,075) 91,346,001 13.1 Particulars of advances (Gross) 13.1.1 In local currency In foreign currencies 146,029,4235,176,986151,206,409 94,585,866 3,798,604 98,384,470 13.1.2 Short term (upto one year) Long term (over one year) 82,330,09668,841,821151,171,917 61,236,117 37,148,353 98,384,470

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 13.2 Net investment in finance lease 2010 2009 Not later Later than Over five Total Not later Later than Over five Total than one one and years than one one and years year less than year less than five years five years Rupees '000 Lease rentals receivable 4,197,618 2,611,384 -6,809,002 4,507,793 4,947,192 -9,4 54,985 Residual value 988,893 1,939,721 -2,928,614 938,017 2,337,952 -3,275,969 Minimum lease payment 5,186,511 4,551,105 -9,737,616 5,445,810 7,285,144 -12,730 ,954 Finance charge for future period (481,168) (567,355) -(1,048,523) (820,439) (797 ,935) -(1,618,374) Present value of minimum lease payment 4,705,343 3,983,750 -8,689,093 4,625,371 6,487,209 -11,112,580 13.3 Advances includes Rs. 24,708 million (2009: Rs. 10,671 million) which have been placed under non-performing status as detailed below: 2010 Classified Advances Provision required Provision held Domestic Overseas Total Domestic Overseas Total Domestic Overseas Total Rupees '000 Category of classification Other Assets Especially Mentioned (Agri financing) 307,671 -307,671 -----Substandard 2,684,583 -2,684,583 646,290 -646,290 646,290 -646,290 Doubtful 2,230,321 -2,230,321 673,490 -673,490 673,490 -673,490 Loss 19,485,183 -19,485,183 15,843,287 -15,843,287 15,843,287 -15,843,287 24,707,758 -24,707,758 17,163,067 -17,163,067 17,163,067 -17,163,067 2009 Classified Advances Provision required Provision held Domestic Overseas Total Domestic Overseas Total Domestic Overseas Total Rupees '000 Category of classification Other Assets Especially Mentioned (Agri financing) 277,202 -277,202 -----Substandard 1,756,150 -1,756,150 334,776 -334,776 334,776 -334,776 Doubtful 2,112,776 -2,112,776 800,237 -800,237 800,237 -800,237

Loss 6,524,902 -6,524,902 5,529,323 -5,529,323 5,529,323 -5,529,323 10,671,030 -10,671,030 6,664,336 -6,664,336 6,664,336 -6,664,336 13.4 Particulars of provision against non-performing advances 2010 2009 General General Specific (excluding Total Specific (excluding Total consumer consumer loan) loan) Rupees '000 Opening balance 6,664,336 184,058 6,848,394 4,833,099 58,676 4,891,775 Charge for the year Transfer from / to general provision - note 13.4.1 Reversals during the year 2,506,791 184,058 (600,412) (184,058) 2,506,791 (600,412) 2,570,287 183,382 2,753,669 --( 729,255) (58,000) (787,255) Net charge 2,090,437 (184,058) 1,906,379 1,841,032 125,382 1,966,414 Amounts written off - note 13.7.1 (829) -(829) (9,795) -(9,795) Provision against advances transferred from amalgamated entity 8,409,123 -8,409, 123 --Closing balance 17,163,067 -17,163,067 6,664,336 184,058 6,848,394 Annual Report 2010 Faysal Bank 94 - 95

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 13.4.1 Until last year, in addition to specific provision against loans and advances, t he Bank was also maintaining general provision against potential losses on performing loans and finance lease based o n management estimate. However, during the period the management has decided that the general provision is no lo nger required as all loan losses are timely identified and are subjected to provision as required under the Prudentia l Regulations issued by the State Bank of Pakistan. Accordingly, the balance of provision as at December 31, 2009 has b een reversed and transferred to specific provision. 13.4.2 During the year, financing facility disbursed to Agritech Limited and Azgard Nin e Limited has been restructured / agreed to be restructured as a result of financial difficulties / repayment problems fa ced by these companies. The State Bank of Pakistan vide its letter no. BSD/BRP-5/X/000197/2011 dated Ja nuary 6, 2011 h as allowed extension for withholding provisioning against the exposure till March 31, 2011, to all those banks who have agreed to reschedule / restructure their exposures against these companies. Had the exemption not bee n provided by the State Bank of Pakistan, the provision against loans and advances and investments would have be en higher by Rs 570.194 million and the profit before taxation for the current year would have been lower by the same amount. 13.4.3 Under the revised guidelines issued by the SBP, banks have been allowed to avail the benefit of 40% of forced sales value of pledged stocks and mor tgaged commercial, residential and industrial pr oper ties held as collateral against all non-performing loans for 4 years from the date of classification for calcula ting provisioning requirement. However, as per the Circular, the additional impact on profitability arising from availin g the benefit of forced sales value against pledged stocks and mortgaged residential, commercial and industrial properties w ould not be available for payment of cash or stock dividend. Under the previous guidelines issued by the SBP which were effective from September 30, 2009, banks were allowed to avail the benefit of 40% of forced sales value of pl edged stocks and only mortgaged residential and commercial properties held as collateral against all non-perform ing loans for 3 years from the date of classification for calculating provisioning requirement. Had the provision against non-per forming loans and advances been deter mined in accordance with the previously laid down requirements of the SBP, the specific provision against non-performing loans would have been higher and consequently profit before taxation and advances (net of provisions) as at Decem ber 31, 2010 would have been lower by approximately Rs 227.973 million. The additional profit arising from availing the FSV benefit - net of tax at December

31, 2010 which is not available for either cash or stock dividend to shareholder s amounted to approximately Rs 1,466.175 million (2009: 502.835 million). 13.4.4 Particulars of provision against non-performing advances: 2010 2009 Specific General Total Specific General Total Rupees '000 In local currency 17,163,067 -17,163,067 6,664,336 184,058 6,848,394 In foreign currencies -----Total 17,163,067 -17,163,067 6,664,336 184,058 6,848,394

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 13.5 Particulars of provision against consumer loans - general Opening balance 190,075 216,798 Reversals during the year (89,730) (26,723) General provision against consumer loans transferred from amalgamated entity 236 ,228 Closing balance 336,573 190,075 13.5.1 General provision against consumer loans represents provision maintained at an a mount equal to 1.5 percent of the fully secured regular portfolio of consumer loans and 5 percent of the unsecured regular por tfolio of consumer loans as per the requirements of the Prudential Regulations issued by the State Bank o f Pakistan. 13.6 Although the Bank has made provision against its non-performing portfolio as per the category of classification of the loan, however, the Bank still holds enforceable collateral against certain non-p erforming loans in the event of recovery through litigation. These securities comprise of charge against various tangible assets of the borrower including land, building and machinery, stock in trade, etc. 2009 Rs 000 2010 Rs 000 13.7 Particulars of write-offs 13.7.1 Against provisions 829 9,795 Directly charged to profit and loss account 97,920 98,749 9,795 13.7.2 Write-offs of Rs. 500,000 and above 13,400 9,795 Write-offs below Rs. 500,000 85,349 98,749 9,795 13.8 Details of loan write-offs of Rs 500,000 and above In terms of sub-section (3) of section 33A of the Banking Companies Ordinance, 1 962, the statement in respect of written off loans or any other financial relief of five hundred thousand rupees or above allowed to a person(s) during

the year ended December 31, 2010 is given in Annexure - II to these financial st atements. However, the write-off of loans does not affect the Bank's right to recover the outstanding loans from the se customers. Annual Report 2010 Faysal Bank 96 - 97

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 2009 Rs 000 Rs 000 13.9 Particulars of loans and advances to directors, associated companies, etc. Debts due by directors, executives or officers of the Bank or any of them either severally or jointly with any other persons * Balance at beginning of the year 619,457 504,926 Loans granted during the year 686,229 297,198 Repayments during the year (406,235) (182,667) Balance at end of the year 899,451 619,457 Loans transferred from amalgamated entity 2,440,044 3,339,495 619,457 Debts due by companies or firms in which the directors of the bank are interested as directors, partners or in the case of private companies as members Balance at beginning of the year -Loans granted during the year 1,999,374 Repayments during the year (44,714) Balance at end of year 1,954,660 Loans transferred from amalgamated entity 59,508 2,014,168 Debts due by subsidiary companies, controlled firms, managed modarabas and other related parties Balance at beginning of the year 802,558 731,564 Loans granted during the year 1,750 72,735 Repayments during the year (2,113) (1,741) Balance at end of the year 802,195 802,558 * These include loans given by the Bank to its employees as per the terms of the ir employment. 13.9.1 Maximum total amount of advances (including temporary advances) outstandi ng at the end of any month during the year 2010 2009 Rs 000 Rs 000 Debts due by directors, executives or officers of the Bank or any of them either severally or jointly with any other persons 3,339,495 619,457 Debts due by companies or firms in which the directors of the Bank are interested as directors, partners or in the case of private companies as members 2,014,168 Debts due by subsidiaries, controlled firms, managed modarabas and other related parties 802,195 802,558 14. FIXED ASSETS Capital work-in-progress 187,234 65,033 Tangible fixed assets 5,867,444 2,495,798 Intangible assets 2,671,728 226,786 8,726,406 2,787,617 Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 2009 Rs 000 Rs 000 13.9 Particulars of loans and advances to directors, associated companies, etc. Debts due by directors, executives or officers of the Bank or any of them either severally or jointly with any other persons * Balance at beginning of the year 619,457 504,926 Loans granted during the year 686,229 297,198 Repayments during the year (406,235) (182,667)

Balance at end of the year 899,451 619,457 Loans transferred from amalgamated entity 2,440,044 3,339,495 619,457 Debts due by companies or firms in which the directors of the bank are interested as directors, partners or in the case of private companies as members Balance at beginning of the year -Loans granted during the year 1,999,374 Repayments during the year (44,714) Balance at end of year 1,954,660 Loans transferred from amalgamated entity 59,508 2,014,168 Debts due by subsidiary companies, controlled firms, managed modarabas and other related parties Balance at beginning of the year 802,558 731,564 Loans granted during the year 1,750 72,735 Repayments during the year (2,113) (1,741) Balance at end of the year 802,195 802,558 * These include loans given by the Bank to its employees as per the terms of the ir employment. 13.9.1 Maximum total amount of advances (including temporary advances) outstandi ng at the end of any month during the year 2010 2009 Rs 000 Rs 000 Debts due by directors, executives or officers of the Bank or any of them either severally or jointly with any other persons 3,339,495 619,457 Debts due by companies or firms in which the directors of the Bank are interested as directors, partners or in the case of private companies as members 2,014,168 Debts due by subsidiaries, controlled firms, managed modarabas and other related parties 802,195 802,558 14. FIXED ASSETS Capital work-in-progress 187,234 65,033 Tangible fixed assets 5,867,444 2,495,798 Intangible assets 2,671,728 226,786 8,726,406 2,787,617

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 14.1 Capital work-in-progress Civil works 75,627 18,578 Equipments 81,515 20,705 Advances to suppliers and contractors 30,092 25,750 187,234 65,033 14.2 Tangible fixed assets 2010 COST ACCUMULATED DEPRECIATION Book value at December 31, 2010 Rate of Depreciation (%) As at January 1, 2010 Additions / assets transferred from amalgamated entity * Deletions / Writeoffs ** As at December 31, 2010 As at January 1, 2010 Charge / on assets transferred from amalgamated entity * Charge on deletions / writeoffs ** As at December 31, 2010 Rupees 000 Freehold land 40,184 848,989 * -

889,173 --889,173 Leasehold land 467,764 1,212,776 * 1,680,540 19,206 19,206 1,661,334 Building on freehold land (note 14.2.2) 41,648 443,776 * 485,424 16,009 29,294 38,409 * 83,712 401,712 5Leasehold property and improvement 1,449,819 72,900 1,411,730 * (72) 2,934,377 420,824 169,248 642,414 * (72) 1,232,414 1,701,963 5 to 20Office furniture, fixtures, equipments and computers 1,873,234 302,277 2,286,624 * (26,833) (375,320)** 4,059,982 1,195,151 426,320 1,744,918 * (24,725) 2,977,255 (364,409)** 1,082,727 20 to 33.33Vehicles 405,410 21,896 60,009 * (202,874) 284,441 131,071 35,769 44,917 * (57,851) 153,906 130,535 20Total Owned 4,278,059 397,073 6,263,904 * (229,779) 10,333,937 1,782,261 (375,320)** 660,631 2,470,658 * (82,648) 4,466,493 (364,409)**

5,867,444 Annual Report 2010 Faysal Bank 98 - 99

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2009 COST ACCUMULATED DEPRECIATION Book value at December 31, 2009 Rate of Depreciation (%) As at January 1, 2009 Additions Deletions / Writeoffs As at December 31, 2009 As at January 1, 2009 Charge Charge on deletions / writeoffs As at December 31, 2009 Owned Freehold land 40,184 40,184 Rupees 000 -40,184 Leasehold land 417,008 50,756 467,764 19,206 19,206 448,558 Building on freehold land (note 14.2.2) 41,648 41,648 15,431 578

16,009 25,639 5Leasehold property and improvement 1,304,998 144,821 1,449,819 292,374 128,450 420,824 1,028,995 5 to 20Office furniture, fixtures, equipments and computers 1,414,953 481,269 (22,988) 1,873,234 882,421 332,139 (19,409) 1,195,151 678,083 20 to 33.33Vehicles 344,984 113,252 (52,826) 405,410 107,593 52,672 (29,194) 131,071 274,339 20 Total Owned 3,563,775 790,098 (75,814) 4,278,059 1,317,025 513,839 (48,603) 1,78 2,261 2,495,798 ---Assets held under finance lease Vehicles 14,830 -(14,830) -10,986 -(10,986) --20 ---Total 3,578,605 790,098 (90,644) 4,278,059 1,328,011 513,839 (59,589) 1,782,261 2,495,798 ---14.2.1 Included in cost of property and equipment are fully depreciated items st ill in use having cost of Rs. 1,416.693 million (2009: Rs. 1,311.674 million). 14.2.2 One of these properties is encumbered to the extent of Rs. 34 million on account of a claim by a local bank in settlement of its second charge. 14.3 Intangible assets 2010 COST ACCUMULATED AMORTISATION Book value at December 31, 2010 Rate of amortisation

% per annum As at January 1, 2010 Additions / assets transferred from amalgamated entity * Deletions / Writeoffs ** As at December 31, 2010 As at January 1, 2010 Charge / on assets transferred from amalgamated entity * Charge on deletions / writeoffs ** As at December 31, 2010 Rupees 000

Computer software 401,784 23,596 -700,968 174,998 116,733 -545,889 155,079 20 to 33.33 306,707 (31,119) ** 274,385 (20,227) ** Customer Relationship (note 8.3.1 ) -2,557,167 -2,557,167 -40,518 -40,518 2,516,649 Note 8.3.1 401,784 23,596 -3,258,135 174,998 157,251 -586,407 2,671,728 2,863,874 (31,119) ** 274,385 (20,227) **

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2009 COST ACCUMULATED AMORTISATION Book value at December 31, 2009 Rate of amortisation % per annum As at January 1, 2009 Additions Deletions / Writeoffs As at December 31, 2009 As at January 1, 2009 Charge Charge on deletions / writeoffs As at December 31, 2009 Rupees 000 Computer software 233,291 168,493 -401,784 78,160 96,838 -174,998 226,786 20 to 33.33 233,291 168,493 -401,784 78,160 96,838 -174,998 226,786 14.3.1 Intangible assets include fully amortised items still in use having cost of Rs. 293.846 million (2009: Rs. 146.827 million). 14.4 Details of disposal of fixed assets to executives, and other persons having cost of more than Rs.1 million or net book value of Rs. 250,000 or above are as follows: Accumulated Book Sale Description Cost Mode of disposal Particulars of purchaser / addresses depreciation value proceed (Rupees 000)

Owned - Vehicles Mercedes Benz 3,627 2,466 1,161 1,306 As per Bank's policy Mr. Ahmed Kamran - Ex ecutive Toyota Parado 2,591 1,693 898 933 As per Bank's policy Mr. Arif Hassan Khan - Ex -executive Honda Civic VTEC 1,754 281 1,473 1,550 As per Bank's policy Mr. Muhammad Asghar

Qureshi - Executive Honda Civic VTEC 1,754 304 1,450 1,450 As per Bank's policy Mr. Raza Mohsin Qizi lbash - Ex-executive Honda Civic VTEC 1,754 327 1,427 1,450 As per Bank's policy Mr. Amir Nasib - Exe cutive Honda Civic VTEC 1,754 327 1,427 1,450 As per Bank's policy Mr. Syed Nadeem Ahme d - Executive Honda Civic VTEC 1,752 304 1,448 1,450 As per Bank's policy Mr. Ali Waqar - Exec utive Honda Civic VTEC 1,746 279 1,467 1,550 As per Bank's policy Mr. Zafar Bashir - E xecutive Honda Civic VTEC 1,744 209 1,535 1,550 As per Bank's policy Mr. Shuja Haider - E xecutive Honda Civic VTEC 1,744 233 1,511 1,550 As per Bank's policy Mr. Ahmad Kamal Uddi n - Executive Honda Civic VTEC 1,744 279 1,465 1,550 As per Bank's policy Mr. Asad Kerai - Exe cutive Honda Civic VTEC 1,686 90 1,596 1,676 As per Bank's policy Mr. Ahmed Anwar Heman i - Executive Honda Civic VTEC 1,669 134 1,535 1,550 As per Bank's policy Mr. Shabbir Ahmed Executive Honda Civic VTEC 1,669 134 1,535 1,550 As per Bank's policy Mr. Muhammad Asim Non-executive Honda Civic VTEC 1,651 132 1,518 1,550 As per Bank's policy Mr. Syed M. Haider A li Jafri - Ex-executive Honda Civic VTEC 1,651 132 1,518 1,550 As per Bank's policy Mr. Khalil Ghori - E xecutive Honda Civic VTEC 1,610 322 1,288 1,450 As per Bank's policy Mr. Siraj Ali Mithan i - Executive Honda Civic VTEC 1,570 335 1,235 1,450 As per Bank's policy Mr. Akbar A. Ladak Executive Honda Civic VTEC 1,570 356 1,214 1,450 As per Bank's policy Mr. Omar Quraishi Ex-executive Honda Civic VTEC 1,570 356 1,214 1,450 As per Bank's policy Mr. Shahid Salim - E xecutive Honda Civic VTEC 1,560 374 1,186 1,450 As per Bank's policy Mr. Syed Mehdi Haide r - Executive Honda City 1,439 173 1,266 1,266 As per Bank's policy Ms. Uzma Hashim - Executiv e Honda City 1,432 153 1,279 1,279 As per Bank's policy Mr. Mukhtar Hussain - Ex-e xecutive Honda City 1,429 133 1,296 1,296 As per Bank's policy Mr. Akber Amir Ali - Execu tive Honda City 1,429 152 1,277 1,277 As per Bank's policy Mr. Mustapha Lotia - Execu tive Honda Civic VTEC 1,413 358 1,055 1,413 As per Bank's policy Mr. Adnan Riaz - Exe cutive Toyota Corolla 1,389 148 1,241 1,325 As per Bank's policy Mr. Muhammad Tahir Bha tti - Executive Toyota Corolla 1,389 167 1,222 1,325 As per Bank's policy Ms. Sarah Irfan - Nonexecutive Toyota Corolla 1,389 167 1,222 1,325 As per Bank's policy Ms. Amna Alam - Execut ive Honda Civic VTEC 1,380 368 1,012 1,380 As per Bank's policy Mr. Masoodul Islam J affri - Executive Honda Civic VTEC 1,380 368 1,012 1,380 As per Bank's policy Mr. Syed Javed Akhta r - Ex-executive Honda Civic VTI 1,380 386 994 1,380 As per Bank's policy Mr. Sajjad M. Burney Executive Toyota Corolla 1,329 53 1,276 1,329 As per Bank's policy Mr. Muhammad Abid Rashe

ed Abbasi - Executive Toyota Corolla 1,329 71 1,258 1,325 As per Bank's policy Mr. Irfan Merchant - Ex ecutive Toyota Corolla 1,329 71 1,258 1,325 As per Bank's policy Mr. Faysal Azim Lehri Executive Toyota Corolla 1,329 71 1,258 1,325 As per Bank's policy Mr. Shakil Ahmed - Exec utive Honda City 1,329 124 1,205 1,250 As per Bank's policy Mr. Aneeq Malik - Executiv e Honda City 1,327 88 1,238 1,327 As per Bank's policy Mr. Barney Sarfraz - Execut ive Honda City 1,325 71 1,254 1,325 As per Bank's policy Mr. Mustafa Kamal - Executi ve Honda City 1,325 71 1,254 1,325 As per Bank's policy Mr. Anjum Siddiqui - Ex-exe cutive Honda City 1,322 88 1,234 1,300 As per Bank's policy Mr. Muhammad Ozair Baig - E xecutive Toyota Corolla 1,322 53 1,269 1,322 As per Bank's policy Mr. Imran Ali Malik - E xecutive Honda City 1,319 123 1,196 1,200 As per Bank's policy Mr. Sattar Qureshi - Execu tive Honda City 1,314 105 1,208 1,250 As per Bank's policy Ms. Tayyaba Rasheed - Exec utive Honda City 1,314 105 1,208 1,250 As per Bank's policy Mr. Shamoon Rasheed - Exec utive Honda City 1,314 105 1,208 1,250 As per Bank's policy Mr. Imran Siraj Khan - Exe cutive Annual Report 2010 Faysal Bank 100 - 101

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Description Cost Accumulated depreciation Book value Sale proceed Mode of disposal Particulars of purchaser / addresses (Rupees 000) Honda Civic 1,300 641 659 659 As per Bank's policy Mr. Ali Raza - Executive Toyota Corolla 1,239 66 1,173 1,239 As per Bank's policy Ms. Sara Irfan - Execut ive Honda Civic 1,238 792 446 446 As per Bank's policy Mr. Jamil Irshad - Ex-executi ve Honda Civic 1,235 807 428 445 As per Bank's policy Mr. Mirza Shauq Hussain - Exe cutive Honda Civic 1,233 789 444 444 As per Bank's policy Mr. Afzal Haq - Executive Honda Civic 1,208 773 435 1,053 Bid M/s. Car Advisor 608, Showroom No. 2, Fatima Jinnah Road, Karachi. Honda Civic 1,208 773 435 435 As per Bank's policy Mr. Irfan A. Khan - Ex-execut ive Honda City 1,076 215 861 925 As per Bank's policy Mr. Muhammad Salman Zaffar - E x-executive Honda City 1,071 214 857 925 As per Bank's policy Mr. Nadeem Shaukat Rathore - E xecutive Honda City 1,055 225 830 925 As per Bank's policy Ms. Rabia Salahuddin - Executi ve Toyota Corolla 1,050 252 798 975 As per Bank's policy Mr. Mohammad Saleem Shafi - Executive Honda City 936 599 337 337 As per Bank's policy Mr. Aamir Ahmed - Executive Honda City 934 598 336 336 As per Bank's policy Mr. Abrar A. Cheema - Executive Honda City 932 597 336 336 As per Bank's policy Mr. Qamar Uz Zaman - Executive Honda City 931 596 335 335 As per Bank's policy Mr. Zahid Hameed - Executive Toyota Corolla 925 234 691 925 As per Bank's policy Mr. Imran Ahmed - Executive Toyota Corolla 925 247 678 925 As per Bank's policy Mr. Shahid Rizwan - Executiv e Toyota Corolla 910 255 655 910 As per Bank's policy Mr. Hasan Jamal - Executive Toyota Corolla 910 255 655 910 As per Bank's policy Mr. Mateen Wahid - Executive Toyota Corolla ecutive Toyota Corolla cutive Toyota Corolla Honda City 907 Honda City 905 Honda City 905 Honda City 905 Honda City 905 Honda City 905 Honda City 905 e Honda City 905 Toyota Corolla 910 255 655 910 As per Bank's policy Mr. Muhammad Sabih Qazi - Ex 910 267 643 910 As per Bank's policy Mr. Muhammad Asim Brar - Exe 910 580 241 229 229 229 229 229 267 326 664 676 676 676 676 676 643 326 905 905 905 905 905 905 910 As As per As per As per As As As As per per per per per Bank's policy Bank's policy Mr. Bank's policy Mr. Bank's policy Mr. Bank's Bank's Bank's Bank's policy policy policy policy Mr. Mr. Mr. Mr. Mr. Azeem Ahmad - Executive Shahzad Ahsan - Executive Ahsan Noor - Ex-executive Saqib Imam Zaidi - Executive Muhammad Akhtar - Executive Naved Inayet - Executive Rooh Ul Amin - Executive Raja Imran Naseeb - Executiv

241 664 905 As per Bank's policy Mr. Fahd Jafri - Executive 900 420 480 900 As per Bank's policy Mr. Pervez I. Khan - Executi

ve Toyota Corolla 893 262 631 893 As per Bank's policy Mr. Syed Fuad Ali - Executiv e Toyota Corolla 893 312 580 893 As per Bank's policy Mr. Yameen Ghani - Executive Toyota Corolla 893 324 568 893 As per Bank's policy Mr. M. Amjad Idris - Executi ve Honda City 885 566 318 318 As per Bank's policy Mr. M. Zaheer - Executive Honda City 884 566 318 318 As per Bank's policy Mr. Faiz Ahmed Mirza - Executive Honda City 884 625 259 318 As per Bank's policy Mr. M. Rafiq - Executive Honda City 884 625 259 834 As per Bank's policy Mr. M. Faisal Saleem - Non-execu tive Suzuki Cultus 884 118 766 766 As per Bank's policy Mr. Syed Khurram Shehzad Gill ani - Executive Suzuki Cultus 884 118 766 766 As per Bank's policy Mr. Jamil Ahmad - Non-executi ve Suzuki Cultus 884 118 766 766 As per Bank's policy Mr. Bashir Ahmed Wasan - Exec utive Suzuki Cultus 884 141 743 743 As per Bank's policy Mr. Shahzad Anwer Mian - Exec utive Honda Civic 879 387 492 879 As per Bank's policy Mr. Asim Seth - Ex-executive Toyota Corolla 879 398 481 879 As per Bank's policy Mr. Najeeb Ahmed - Executive Toyota Corolla 879 398 481 879 As per Bank's policy Mr. Adnan Rashid - Executive Toyota Corolla 879 422 457 879 As per Bank's policy Mr. Muhammad Saeed - Ex-exec utive Toyota Corolla 879 527 352 966 Bid Mr. Manzar Nadeem (Individual) House No. B-88, Block No.11, FB Area, Karachi. Toyota Corolla 879 574 305 316 As per Bank's policy Mr. Abid Ali - Executive Honda City 846 496 350 868 Bid M/s. Car Advisor 608, Showroom No. 2, Fatima Jinnah Road, Karachi. Suzuki Cultus 814 141 673 675 As per Bank's policy Mr. Saddam Haider - Non-execu tive Suzuki Cultus 814 141 673 675 As per Bank's policy Mr. Muhammad Zafar Abbas - Ex ecutive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Khawaja M. Siddik - Non-e xecutive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Asifullah Siddiqui - Exec utive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Syed Sohail Akhtar - Exec utive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Adnan Aqeel - Executive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Shakeel Raza Shah - Execu tive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Syed Fida Hussain Shah Executive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Mohammad Younis Khan - Ex -excutive Suzuki Cultus 814 152 662 675 As per Bank's policy Mr. Mohammad Javed - Executiv e Suzuki Cultus 795 64 731 790 As per Bank's policy Mr. Shoaib Siddiqui - Executiv e Suzuki Cultus 790 42 748 790 As per Bank's policy Mr. Syed Mohammad Ali Zaidi Ex-non-executive Suzuki Cultus 790 42 748 790 As per Bank's policy Mr. Syed Mohsin Ali Shah - Exe cutive Suzuki Cultus 790 42 748 790 As per Bank's policy Mr. Rashid Saleem Choudhry - E xecutive

Suzuki Cultus 790 53 737 790 As per Bank's policy Ms. Sarwat Moiez - Executive

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Description Cost Accumulated depreciation Book value Sale proceed Mode of disposal Particulars of purchaser (Rupees 000) Suzuki Cultus 790 53 737 790 As per Bank's policy Executive Suzuki Cultus 790 53 737 790 As per Bank's policy Suzuki Cultus 790 53 737 790 As per Bank's policy on-executive Suzuki Cultus 790 53 737 790 As per Bank's policy Suzuki Cultus 790 53 737 790 As per Bank's policy Suzuki Cultus 790 53 737 790 As per Bank's policy ecutive Suzuki Cultus 790 53 737 790 As per Bank's policy e Suzuki Cultus 790 53 737 790 As per Bank's policy ive Suzuki Cultus 790 63 727 790 As per Bank's policy Suzuki Cultus cutive Suzuki Cultus n-Executive Suzuki Cultus ve Suzuki Cultus tive Suzuki Cultus cutive Suzuki Cultus ve Suzuki Cultus Suzuki Cultus Suzuki Cultus Suzuki Cultus Suzuki Cultus ve Suzuki Cultus xecutive Suzuki Cultus Suzuki Cultus n-Executive Suzuki Cultus on-Executive Suzuki Cultus ive Suzuki Cultus Suzuki Cultus Suzuki Cultus

/ addresses Mr. Muhammad Moinuddin Khan Mr. Wajahat Naeem - Executive Mr. Muhammad Tausif Ul Haq - N Ms. Arooj Waheed - Executive Mr. Rehan Aslam - Executive Mr. Zahir Ali Quettawalla - Ex Mr. Faisal Shahzada - Executiv Mr. Behram Keki Irani - Execut Mr. Ahmad Amin - Non-executive

790 63 727 790 As per Bank's policy Mr. Naveed Zia Tarar - Non-Exe 790 63 727 790 As per Bank's policy Mr. Muhammad Naeem Akhtar - No 790 63 727 790 As per Bank's policy Mr. Mubashir Mustafa - Executi 790 63 727 790 As per Bank's policy Mr. Omer Farouq Mukaty - Execu 790 63 727 790 As per Bank's policy Mr. Muhammad Usman Bajwa - Exe 790 63 727 790 As per Bank's policy Mr. Syed Asim Imtiaz - Executi 790 63 727 790 As per Bank's policy Ms. Naz Saleem - Executive 785 52 733 785 As per Bank's policy Mr. Amer Rafique - Executive 785 52 733 785 As per Bank's policy Mr. Naveed M. Asad - Executive 785 52 733 785 As per Bank's policy Mr. Javed Iqbal - Executive 754 151 603 675 As per Bank's policy Mr. Atif Asad Mirza - Executi 754 151 603 675 As per Bank's policy Mr. Shoukat Mehboob Malik - E 754 151 603 675 As per Bank's policy Mr. Amjad Ashraf - Executive 754 151 603 650 As per Bank's policy Mr. Hassan Ashraf Cheema - No 754 161 593 675 As per Bank's policy Mr. Muhammad Khalid Israr - N 704 150 554 675 As per Bank's policy Mr. Nadeem Ghani - Non-Execut 704 160 544 675 As per Bank's policy Mr. Abdul Khalil - Executive 704 169 535 675 As per Bank's policy Ms. Sunila Zaidi - Executive 704 169 535 675 As per Bank's policy Mr. Ghouri Shahzad - Executiv

e Suzuki Cultus utive Suzuki Cultus e Suzuki Cultus Suzuki Cultus Suzuki Cultus ive Suzuki Cultus Executive Suzuki Cultus ive Suzuki Cultus tive Suzuki Cultus xecutive Suzuki Cultus Executive Suzuki Cultus ive Suzuki Cultus utive Suzuki Cultus Non-Executive Suzuki Cultus tive Suzuki Cultus Suzuki Cultus ecutive Suzuki Cultus

682 164 518 650 As per Bank's policy Mr. Saleem Shoukat Ali - Exec 682 164 518 650 As per Bank's policy Ms. Fatima Mustafa - Executiv 682 164 518 650 As per Bank's policy Ms. Saima Adnan - Executive 652 165 487 650 As per Bank's policy Mr. Ahsan Jamal - Executive 652 165 487 650 As per Bank's policy Mr. Dharmendar Kumar - Execut 652 165 487 650 As per Bank's policy Mr. Khalid Ali Khan Afridi 652 174 478 650 As per Bank's policy Mr. Haroon Saleem - Ex-execut 652 174 478 650 As per Bank's policy Mr. Abbas Ali Sahi - Ex-execu 652 174 478 650 As per Bank's policy Mr. Ghulam Khalid Khan - Ex-e 652 174 478 650 As per Bank's policy Mr. Muhammad Qasim Sorathia 652 183 469 650 As per Bank's policy Mr. Wasim Khalid - Non-Execut 650 199 450 650 As per Bank's policy Mr. Syed Izzat Hussain - Exec 631 177 455 631 As per Bank's policy Mr. Tariq Rasheed Siddiqui 631 185 446 631 As per Bank's policy Mr. Imran Ahmed Minai - Execu 631 185 446 631 As per Bank's policy Mr. Nauman Aftab - Executive 631 185 446 631 As per Bank's policy Mr. Jamal Yousuf Khan - Ex-ex 631 185 446 631 As per Bank's policy Mr. Taimoor Malik - Executive

Suzuki Cultus 631 185 446 631 As per Bank's policy Mr. Aamir Aftab - Executive Suzuki Cultus 631 185 446 631 As per Bank's policy Mr. Saad Hassan Khan - Execut ive Suzuki Cultus 631 185 446 631 As per Bank's policy Mr. Faizan Shamsi - Executive Suzuki Cultus 631 tive Suzuki Cultus 631 utive Suzuki Cultus 631 Executive Suzuki Cultus 631 cutive Suzuki Cultus 631 e Suzuki Cultus 631 la - Executive Suzuki Cultus 631 Suzuki Cultus 631 tive Suzuki Cultus 631 tive Suzuki Cultus 631 185 446 631 As per Bank's policy Mr. Mirza Kamran Baig - Execu 185 446 631 As per Bank's policy Mr. Muhammad Ahmed - Non-Exec 185 446 631 As per Bank's policy Mr. Ahsan Iqbal Sheikh - Non185 446 631 As per Bank's policy Mr. Mohammad Arif Usman - Exe 185 446 631 As per Bank's policy Mr. Aamir Salehjee - Executiv 185 446 631 As per Bank's policy Mr. Muhammad Yahya Hameed Wah 185 446 631 As per Bank's policy Mr. Naveed Aziz - Executive 185 446 631 As per Bank's policy Mr. Shafiq Ahmed Baig - Execu 185 446 631 As per Bank's policy Mr. Syed Imran Hassan - Execu 185 446 631 As per Bank's policy Mr. Nasir Mahmood - Executive

Suzuki Cultus 631 185 446 631 As per Bank's policy Mr. Zahid Bashir - Executive Suzuki Cultus 626 184 443 626 As per Bank's policy Mr. Rashid B. Hanfee - Execut ive Suzuki Cultus 617 197 419 617 As per Bank's policy Mr. Junaid Ahmed Khan - Ex-ex

ecutive Suzuki Cultus 617 236 380 550 As per Bank's policy Mr. Faiz Hassan - Non-Executi ve Suzuki Cultus 617 263 354 362 As per Bank's policy Mr. Muhammad Ishaq Mir - Exec utive Suzuki Cultus 617 296 321 575 As per Bank's policy Mr. Maqsood Ahmed - Executive Suzuki Cultus 616 181 435 616 As per Bank's policy Mr. Mian M. Amjad - Executive Suzuki Cultus 616 197 419 616 As per Bank's policy Mr. Shafiq Ahmed Tahir - Exec utive Suzuki Cultus 612 220 391 550 As per Bank's policy Mr. Talha Aziz - Executive Annual Report 2010 Faysal Bank 102 - 103

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Accumulated Book Sale Description Cost Mode of disposal Particulars of purchaser / addresses depreciation value proceed Suzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSu zuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzu ki CultusSuzuki CultusSuzuki Cultus Suzuki Cultus Owned - Office furniture, fixtures, equipments and computers Generator (Rupees 612 600 600 600 600 600 600 600 600 595 588 600 595 588 560 239 264 280 272 272 296 296 296 296 286 321 296 286 321 284 373 000)

336 320 328 328 304 304 304 304 309 267 304 309 267 276 383 525 525 525 328 312 312 312 304 309 267 304 309 267 632 As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As per Bank's policy As Bank's per policy As Bank's per policy As Bank's per policy Bid 560 269 291 202 As Bank's per policy 819 327 491 600 Bid Note 15. DEFERRED TAX ASSETS - NET Deferred credits arising due to: -Net investment in finance leases 15.1 -Accelerated tax depreciation -Surplus on revaluation of securities Fair value adjustments relating to net assets acquired upon amalgamation Deferred debits arising due to:

-Net investment in finance leases 15.1 -Provision against non-performing advances -Provision for diminution in the value of investments -Provision against other assets -Minimum tax -Unused tax losses (including unabsorbed depreciation) -Deficit on revaluation of government securities 15.1 Reversal of deferred tax liability on leased assets relating to prior years Mr. Muhammad Ashraf Nadeem - Executive Mr. Muddassir Mazhar Ahmed - Executive Mr. M. Amjad Khan - Executive Mr. S. Kalim Jaffery - Executive Mr. Nasir Shabir - Non-Executive Mr. Abdul Rauf - Executive Mr. Tahir Malik - Non-Executive Mr. Syed Abid - Executive Mr. Murtaza Arif Dar - Executive Mr. Hammad Sarwar - Executive Mr. Zafar Hussain Malik - Executive Ms. Ayesha Umer - Executive Mr. Moazzam - Executive Mr. Dilawar Khan - Executive Mr. Adnan Shakeel Khan (Individual) House No. 402, Block-10-A, Gulshan-e-Iqbal, Karachi. Mr. Riaz Ahmed - Executive M/s. Dilawar & Brothers Sarfraz Town Korangi No. 3-1/2, Street-6, Sector 43/A, Karachi. 2010 Rs 000 2009 Rs 000 -(754,395) (236,216) (197,457) (73,019) (154,888) (852,596) 16,534 4,672,350 1,923,825 534,664 368,862 20,887 195,014 561,306 178,278 93,971 5,017,202 1,279,918 During the year, the management has carried out an exercise to reconcile the def erred tax liability on leased assetsappearing in the books of accounts with the

related tax records. The results of the exercise highlighted that deferredtax li ability in respect of leased assets was recorded in excess by Rs. 765.052 millio n as at December 31, 2009. Inaccordance with the requirements of International A ccounting Standard - 8 'Accounting Policies, Changes in AccountingEstimates and Errors', the excess deferred tax liability has been reversed by adjusting the op ening balance of deferredtax liability and unappropriated profit as at Januar y 1, 2010 being the earliest period for which restatement waspracticable. The comp arative information for the year ended December 31, 2009 and for periods prior t o that hasnot been adjusted as it was not considered practical on account of lac k of availability of reliable data which can allowdetermination of these effects . There is no impact on cash flows because of this adjustment.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 The impact of this reversal on the deferred tax liability relating to net invest ment in finance leases is as follows: Note 2010 Rs 000 Deferred tax liability on net investment in finance leases as at January 1, 2010 (754,395) Reversal of excess deferred tax liability on net investment in finance leases relating to prior years 765,052 Adjusted deferred tax asset on net investment in finance leases as at January 1, 2010 10,657 Deferred tax asset recognised in the profit and loss account during the current year 5,877 Deferred tax asset on net investment in finance leases as at December 31, 2010 16,534 2009 Rs 000 2010 Rs 000 16. OTHER ASSETS Income / mark-up accrued in local currency 4,328,120 2,938,935 Income / mark-up accrued in foreign currencies 28,750 2,719 Advances, deposits, advance rent and other prepayments 820,369 254,774 Taxation (payments less provisions) 1,302,237 Nonbanking assets acquired in satisfaction of claims 16.1 1,808,226 1,258,578 Credit cards and other products fee receivable 294,153 Suspense account 131 28,506 Unrealised gain on revaluation of forward foreign exchange contracts -10,004 Dividend receivable 86,879 62,995 Receivable from brokers against sale of shares 180,632 369,243 Prepaid employee benefits 16.2 1,192,575 Others 475,019 142,551 10,517,091 5,068,305 Less: Provision held against other assets 16.3 (221,927) (101,589) Other assets (net of provisions) 10,295,164 4,966,716 16.1 Market value of non-banking assets acquired in satisfaction of claims - determined by professional valuer 2,290,577 1,400,965 16.2 The movement of prepaid staff benefits is as follows 2010 Rs 000 Prepaid employee benefits acquired on October 15, 2010 1,232,828 Employee benefits expensed during the period (40,253) Prepaid employee benefits on December 31, 2010 1,192,575

Annual Report 2010 Faysal Bank 104 - 105

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 16.3 Provision against other assets Note 2010 Rs 000 2009 Rs 000 Opening balance 101,589 108,033 Charge for the year 62,621 12,648 Reversals (844) (19,092) 61,777 (6,444) Provision against other assets transferred from amalgamated entity 58,561 Closin g balance 221,927 101,589 17. BILLS PAYABLE In Pakistan 3,108,933 1,451,976 Outside Pakistan 109,926 13,475 3,218,859 1,465,451 18. BORROWINGS In Pakistan 34,633,828 34,964,216 Outside Pakistan 2,076 21,550 34,635,904 34,985,766 18.1 Particulars of borrowings with respect to currencies In local currency 34,633,828 34,753,612 In foreign currencies 2,076 232,154 34,635,904 34,985,766 18.2 Details of borrowings secured / unsecured Secured Borrowings from the State Bank of Pakistan - under export refinance scheme - Part I and II 18.3 14,248,560 8,671,912 - under scheme for long term financing for export oriented projects - (LTF-EOP) 18.4 1,602,302 1,968,740 - under long term financing facility (LTFF) 18.5 789,733 166,581 Repurchase agreement borrowings 18.6 10,681,859 17,206,379 27,322,454 28,013,612 Unsecured Call borrowings 18.7 7,307,043 6,950,604 Overdrawn nostro accounts 6,407 21,550 7,313,450 6,972,154 34,635,904 34,985,766

18.3 In accordance with the ERF scheme, the Bank has entered into agreements for fina ncing with the State Bank of Pakistan (SBP) for extending export finance to customers. As per the agreement, the Bank has granted SBP the right to recover the outstanding amount from the Bank at the date of maturity of the finance by d irectly debiting the current account maintained by the Bank with the SBP. Borrowing from the SBP under the expor t re finance scheme is secured by the Bank's cash and security balances held by the SBP. The mark-up rate on this faci lity ranges from 7.5% to 9% per annum (2009: 7% per annum) payable on quarterly basis with maturities upto June 30, 20 11 from the date of borrowing. 18.4 These represent borrowings from SBP under scheme for Long Term Financing for Exp ort Oriented Projects at rates ranging from 4% to 5% per annum (2009: 4% to 5%) and have varying long term maturities s tipulated by SBP. As per the terms of the agreement, the Bank has granted SBP a right to recover the outstanding am ount from the Bank at the respective date of maturity of finances by directly debiting the current account of the Ban k maintained with SBP.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 18.5 These represent borrowings from SBP under scheme for Long Term Financing facilit y at rates ranging from 6.5% to 8.80% per annum (2009: 7.20% to 7.25% per annum), and have varying long term maturitie s stipulated by SBP. As per the terms of the agreement, the Bank has granted SBP a right to recover the outstand ing amount from the Bank at the respective date of maturity of finances by directly debiting the current account of the Bank maintained with SBP. 18.6 This represents collateralized borrowings against market treasur y bills at rate s ranging from 12.75% to 13.75% per annum (2009: 11.00% to 12.15% per annum) against market treasur y bills and Paki stan investment bonds maturing upto January 2011. 18.7 These borrowings are from various institutions in the interbank market, made at rates ranging from 12.50% to 13.50% per annum (2009: 11.25% to 12.40% per annum) maturing up to January 2011. 2010 Rs 000 2009 Rs 000 19. DEPOSITS AND OTHER ACCOUNTS Customers Fixed deposits 86,153,050 53,096,526 Saving deposits 61,531,285 40,443,955 Current accounts Remunerative 29,471 Current accounts Non-remunerative 39,670,673 21,147,284 Margin accounts 2,405,061 1,733,746 189,789,540 116,421,511 Financial Institutions Remunerative deposits 5,208,242 7,223,895 Non-remunerative deposits 317,422 9,782 5,525,664 7,233,677 195,315,204 123,655,188 19.1 Particulars of deposits In local currency 175,607,886 116,326,199 In foreign currencies 19,707,318 7,328,989 195,315,204 123,655,188 20. SUB-ORDINATED LOANS This represents rated and un-secured Term Finance Certificates (TFCs). The salie nt features of the issues are as follows: 2010

Rs 000 2009 Rs 000 Outstanding amount 4,595,395 999,200 Total issue amount 4,800,000 1,000,000 Annual Report 2010 Faysal Bank 106 - 107

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Particulars TFC - I TFC - II TFC-others-relating to amalgamated entity Outstanding amount Rs. 998.8 million Rs. 3,000 million Rs. 598.800 million (fair value Rs 596.595 million) Issue amount Rs. 1,000 million Rs. 3,000 million Rs. 800 million Rating AA- (Double A Minus) by JCR-VIS AA- (Double A Minus) by JCR-VIS Rated A A) by PACRA Listing Listed Unlisted Listed Rate Base Rate Plus 1.40% Base Rate Plus 2.25% Base Rate Plus 1.90%. The Base Rate is defined as the ask side of six months Karachi Inter bank Offered Rate (KIBOR) prevailing on the base rate setting date. The Base Rate is defined as the ask side of six months Karachi Inter bank Offered Rate (KIBOR) prevailing on the base rate setting date. The Base Rate is defined as the ask side of six months Karachi Inter bank Offered Rate (KIBOR) prevailing on the base rate setting date. Subordination The TFCs are subordinated to all other indebtedness of the Bank including deposits. The TFCs are subordinated to all other indebtedness of the Bank including deposits. The TFCs are subordinated to all other indebtedness of the Bank including deposits. Date of issue November 2007 October 2010 February 2005 Tenure and maturity 7 years from the date of issue. 7 years from the date of iss ue. 8 years from the date of issue. Principal Repayment Semi annually as follows; 0.20% of principal in first 60 months and remaining principal in four semi-annual installments of 24.95% starting from 66th month Semi annually as follows; 0.20% of principal in first 60 months and remaining principal in four semi-annual installments of 24.95% starting from 66th month In 4 equal annual installments starting from 60th month from the date of issue. Profit Payment Profit is payable semi-annually in arrears. Profit is payable semi-annually in arrears. Profit is payable semi-annually in arrears. Note 2009

(Singl

Rs

000

2010 Rs 000 21. OTHER LIABILITIES Mark-up / return payable in local currency 2,610,750 1,688,553 Mark-up / return payable in foreign currencies 16,300 26,324 Unearned commission / income 57,451 23,249 Accrued expenses 1,237,315 434,640 Taxation (provisions less payments) 489,731 664,024 Unclaimed dividends 48,129 42,788 Branch adjustment account 918 139 Unrealised loss on revaluation of forward foreign exchange contracts 321,094 Fai r value of derivative contracts 26 3,334,626 Withholding tax payable 56,876 48,290 Federal Excise Duty payable 24,984 14,782 Security deposits against finance leases 21.1 2,928,841 3,275,969 Payable to brokers against purchase of shares 504,560 73,841 Others 1,406,216 684,470 13,037,791 6,977,069 21.1 This represents interest free security deposits received from lessees against le ase contracts and are adjustable against residual value of leased assets at the expiry of the respective lease terms.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 22. SHARE CAPITAL 22.1 Authorised capital 2010 Number of Shares 2009 2010 Rs 000 2009 Number of Rs 000 Shares 1,200,000,000 1,200,000,000 Ordinary shares of Rs. 10 each 12,000,000 12,000,000 22.2 Issued, subscribed and paid-up capital 2010 Number of Shares 2009 Ordinary shares Number of Shares 201,451,420 201,451,420 Fully paid in cash 2,014,514 2,014,514 513,797,952 391,979,722 Issued as bonus shares 5,137,980 3,919,797 15,660,000 15,660,000 Issued for consideration other than cash 156,600 156,600 730,909,372 609,091,142 7,309,094 6,090,911 22.3 As at December 31, 2010, Ithmaar Bank B.S.C. (the ultimate holding company of th e Bank) through its subsidiaries and nominees held 489,290,941 ordinary shares of Rs. 10 each (2009: 407,742,454 ordinary shares). 22.4 The movement in the issued, subscribed and paid-up capital during the year is as follows: Number of Rs 000 Shares Opening balance at January 1, 2010 609,091,142 6,090,911 Bonus shares issued during the year 121,818,230 1,218,183 Closing balance at December 31, 2010 730,909,372 7,309,094 Note 2010 Rs 000

2009 Rs 000 23. RESERVES Statutory reserve 23.1 4,031,590 3,640,514 Capital reserve Reserve arising on amalgamation 8.5 23,952 Revenue reserve Non-Distributable Capital Reserve - gain on bargain purchase 8.4 3,299,146 Capit al market reserve 23.2 -389,542 7,354,688 4,030,056 23.1 Appropriations are made to statutory reserve as required by section 21 of the Ba nking Companies Ordinance, 1962, at the rate 20% of profit after tax for the year. Annual Report 2010 Faysal Bank 108 - 109

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 23.2 In prior years, the Bank made appropriations to capital market reserve in order to meet unforeseen future contingencies in the capital market. However, during the period the Bank has decided to transf er the balance appearing in the reserve to unappropriated profit and not to make additional appropriation on this accoun t. The decision has been taken as in the opinion of the management all capital market losses are accurately reflected in the determination of profit / equity through the mark to market process and a robust and timely mechanism for recogni tion of impairment losses. Note 2009 Rs 000 2010 Rs 000 24. SURPLUS / (DEFICIT) ON REVALUATION OF ASSETS - NET OF TAX Available for sale securities Federal Government Securities -Market Treasury Bills (86,934) (45,557) -Pakistan Investment Bonds (399,950) (218,161) -Ijara Sukuk Bonds (22,954) (2,113) Fully Paid up Ordinary Shares / Modaraba Certificates / Units of Closed end Mutual Funds -Listed companies / modarabas / mutual funds 113,968 28,237 Fully Paid up Preference Shares -Listed companies (8,091) 4,048 Term Finance Certificates -Listed (48,266) (75,147) Units of Open ended Mutual Funds 221,860 1,818,859 Other Investments Sukuk Bonds -(2,656) (230,367) 1,507,510 Related deferred tax asset / (liability) 24.1 105,259 (60,917) (125,108) 1,446,593

24.1 This represents deferred tax on surplus / (deficit) on revaluation of securities at applicable tax rates.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 25. CONTINGENCIES AND COMMITMENTS 25.1 Direct credit substitutes Contingent liability in respect of guarantees favouring: i) Government -ii) Banking companies and other financial institutions 3,275 7,819 iii) Others 833,770 837,045 7,819 Acceptances i) Government -ii) Banking companies and other financial institutions -iii) Others 1,659,850 1,471,261 1,659,850 1,471,261 25.2 Transaction-related contingent liabilities Contingent liability in respect of performance bonds, bid bonds, shipping guarantees and standby letters of credit etc. favouring: i) Government 7,748,465 4,454,789 ii) Banking companies and other financial institutions 11,774,727 41,492 iii) Others 4,938,603 9,910,872 24,461,795 14,407,153 25.3 Trade-related contingent liabilities Letters of credit i) Government 3,067,558 2,695,731 ii) Banking companies and other financial institutions -iii) Others 10,893,659 7,279,003 13,961,217 9,974,734 25.4 Other Contingencies i) Suit filed by a customer for recovery of alleged losses suffered which is pending in the High Court of Sindh. The Bank s legal advisors are confident that the Bank has a strong case 2,500,000 2,500,000 ii) Indemnity issued favouring the High Court in the above case 457,543 457,543 iii) Claims against the Bank not acknowledged as debt 26,959,996 1,641,661 The above includes an amount of Rs 25,299 million in respect of a suit filed aga inst the Bank for declaration, recovery of monies, release of securities, rendition of account and damages. Bas ed on legal advice, management is confident that the matter will be decided in Bank's favour.

iv) Income tax assessments of the Bank have been finalised upto the tax year 201 0 (Accounting year 2009). The department and the Bank have disagreements on various matters for tax years from 1994 to 2009. These include disallowance on certain matters that include initial depreciation on lea ses, provision for bad debts, bad debts written off, taxability of dividend, excess perquisites and certain other matters. The Bank and the department have filed appeals with the CIT (Appeals), ITAT and the High Court in the aforem entioned matters. The additional tax liability on these matters is Rs 1,343.382 million. The management of the Ba nk is confident that the decision in respect of these matters will be decided in the Bank's favour and accordingly no provision has been made in these financial statements in respect of this liability. Annual Report 2010 Faysal Bank 110 - 111

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 25.5 Commitments in respect of forward lending / purchase Commitment to invest in securities -210,000 Commitment to extend credit - advances -2,000,000 The Bank makes commitments to extend credit in the normal course of its business but these being revocable commitments do not attract any significant penalty or expense if the facility is unilaterall y withdrawn. 25.6 Commitments in respect of forward exchange contracts 2009 Rs 000 Purchase 2010 Rs 000 -Customers 1,043,656 1,745,536 -Banks 23,244,880 6,390,515 24,288,536 8,136,051 Sale -Customers -4,840 -Banks 5,224,327 6,522,648 5,224,327 6,527,488 25.7 Commitments for the acquisition of operating fixed assets 82,108 84,787 25.8 Commitments in respect of repo transactions Repurchase 10,699,230 17,250,582 Resale 421,320 15,088,857 25.9 Other Commitments Interest rate swaps and cross currency swaps (notional principal) 53,231,890 26. DERIVATIVE INSTRUMENTS The purpose of the derivative business of the Bank is to provide risk solutions for the clients of the Bank and to hedge and manage the risks in its own books. The Bank currently deals in interest rate and cross currency derivatives with clients. The Bank's risk management function is independent from the business line. Risk management reviews credit risks, market risks and other risks associated with a transaction or area of activity and assi gns limits within which the transaction /

area of activity can be carried out. Adherence to these limits is ensured throug h independent monitoring and control functions. 26.1 Derivative Risk Management There are a number of risks undertaken by the Bank, which need to be monitored a nd assessed. Management of risks includes the following primary components: -Comprehensive risk measurement approach; -Detailed structure of limits, guidelines and other parameters used to govern ri sk taking; and -Strong management information system for controlling, monitoring and reporting risks.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Major risks associated with derivatives are market risk and credit risk. The Ban k uses internal models to measure and manage these risks. Market risks The authority for approving policies and limits rests with Risk Management which also undertakes periodic portfolio reviews. The most important measures used to manage market risks are Delta, Valu e at Risk and OCP. These involve extreme shifts in a variety of parameters, such as FX rates, interest rates, equ ity prices, implied volatility levels and combinations of the above. These measures are calculated through the relevant sy stems. Credit risk There are two types of credit risk (Settlement and Pre-Settlement risk) that are associated with derivatives transactions and monitored on a regular basis. Risk Management sets the policies and limits f or counterparty risk based on internal ratings model. Liquidity risk Liquidity risk is managed as part of the overall liquidity risk of the Bank. 26.2 Product Analysis 2010 Interest Rate and 2009 Interest Rate and Cross Currency Swaps No. of Notional Cross Currency Swaps No. of Notional Counterparties Contracts Principal Rs '000 Contracts Principal Rs '000 With Banks for Hedging Market Making With other entities for Hedging Market Making Total Hedging Market Making

36 20,304,317 -

77 36 77 32,927,573 20,304,317 32,927,573 --

113 53,231,890 -26.3 Maturity Analysis Interest Rate Swaps and Cross Currency Swaps Remaining Maturity 2010 No. of Notional Mark to Market Contracts Principal Negative Positive Net Rupees '000 Upto 1 month ----1 to 3 months 3 956,608 (84,682) -(84,682) 3 to 6 months 2 207,889 (36,824) 6,370 (30,454) 6 months to 1 Year 25 3,746,774 (434,500) 70,543 (363,957) 1 to 2 Years 23 4,904,687 (334,259) 76,992 (257,267) 2 to 3 Years 43 12,395,042 (1,548,892) 129,653 (1,419,239) 3 to 5 Years 17 31,020,890 (2,723,249) 1,544,222 (1,179,027) 5 to 10 years ---113 53,231,890 (5,162,406) 1,827,780 (3,334,626) Annual Report 2010 Faysal Bank 112 - 113

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Remaining Maturity 2009 No. of Notional Mark to Market Contracts Principal Negative Positive Net Rupees '000 Upto 1 month ----1 to 3 months ----3 to 6 months ----6 months to 1 Year ----1 to 2 Years ----2 to 3 Years ----3 to 5 Years ----5 to 10 years ----26.4 As at December 31, 2010 the fair value of derivative financial i nstruments has been deter mined using valuation techniques with significant inputs such as forecasted market interest rate and f oreign exchange rate. The determination of the fair value of these instruments is most sensitive to these key assumption s. Any significant change in these key assumptions may have an effect on the fair value of these derivative financial i nstruments. 2010 Rs 000 2009 Rs 000 27. MARK-UP / RETURN / INTEREST EARNED a) On financing to: i) customers ii) financial institutions13,240,019 52,141 11,293,342 103,439 b) On investments in: i) held for trading securities ii) available for sale securitiesiii) held to maturity securities84,521 4,771,339 1,160,505 1,689 4,028,665 1,259,364 c) On deposits with treasury bank and financial institutions 34,417 482 d) On securities purchased under resale agreements 332,128 206,140 e) On call money lendings 35,390 64,754 19,710,460 16,957,875

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 28. MARK-UP / RETURN / INTEREST EXPENSED Deposits 10,682,289 9,321,454 Securities sold under repurchase agreements 890,969 1,289,906 Other short term borrowings 1,263,933 578,526 SBP borrowings 814,859 629,995 Long term borrowings 4,794 Subordinated loans 262,412 148,004 13,919,256 11,967,885 29. GAIN / (LOSS) ON SALE OF SECURITIES Federal Government Securities -Market Treasury Bills 9,627 8,220 -Pakistan Investment Bonds 8,862 46,415 -Ijara Sukuk Bonds 4,213 Fully Paid up Ordinary Shares / Modaraba Certificates / Units of Closed end Mutual Funds (223,849) 449,755 Units of Open end Mutual Funds 1,540,964 320,231 1,339,817 824,621 30. OTHER INCOME Rent on property 76,879 50,284 Maintenance charges on property rented 16,521 11,095 Net profit on sale of property and equipment 28,709 5,788 Recovery of amount written off previously invested in Certificate of Investments -12,500 Income realised on un-winding of certain derivative contracts 455,158 Others 32,982 924 610,249 80,591 31. ADMINISTRATIVE EXPENSES Salaries, allowances and other employee benefits 2,920,838 1,931,364 Charge for defined benefit plan 66,257 58,854 Contribution to defined contribution plan 89,341 61,261 Non-executive directors' fees 10,314 1,450 Rent, taxes, insurance, electricity, etc. 784,211 547,737 Legal and professional charges 106,538 80,488 Communications 242,323 78,182

Repairs and maintenance 275,991 168,505 Finance charge on leased assets -22 Stationery and printing 113,463 80,307 Advertisement and publicity 101,267 107,854 Donations 31.1 23,436 2,085 Auditors' remuneration 31.2 8,671 5,696 Depreciation 14.2 660,631 513,839 Amortisation 14.3 157,251 96,838 License and technical fee 112,079 72,128 Travelling, conveyance and entertainment 64,849 52,198 Vehicle running expenses 86,595 71,451 Books, periodicals and subscription 40,431 38,002 Brokerage and commission 146,358 40,983 Others 633,228 274,842 6,644,072 4,284,086 Annual Report 2010 Faysal Bank 114 - 115

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 31.1 Donations made during the year were as follows: Donee The Aga Khan University -100 SWAT Refugee Relief Fund -1,036 The Helpcare Society -480 The Citizens Foundation -469 Karachi Relief Trust 40 Prime Minister's Flood Relief Fund 1,653 District Government Bahawalpur 25 Institute of Business Administration (IBA) 10,000 Waqf Faisal (Trust) - This is a charitable public welfare project (The President & CEO of the Bank is the managing trustee of the trust) 11,718 23,436 2,085 31.2 Auditors remuneration Statutory audit fee 1,600 1,500 Fee for quarterly and annual group reporting 2,500 2,250 Fee for the review of the half yearly financial statements 400 350 Fee for the provident and gratuity funds 46 46 Tax services 3,300 Special certifications and sundry advisory services 475 1,275 Out-of-pocket expenses 350 275 8,671 5,696 32. OTHER CHARGES Penalties imposed by the State Bank of Pakistan 11,117 33,029 Workers Welfare Fund 16,879 Fixed assets written off 21,803 Others 19,016 68,815 33,029 33. TAXATION For the year Current 239,124 1,157,443 Deferred (468,690) (439,983) (229,566) 717,460 For prior years Current 191,736 2,823,492

Deferred 33.2 (325,445) (3,440,610) (133,709) (617,118) (363,275) 100,342

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 33.1 Relationship between tax expense and accounting profit Profit before tax 827,054 1,300,501 Tax calculated at the rate of 35% (2009: 35%) 289,469 455,175 Effect of: -permanent differences 10,915 84,531 -income chargeable to tax at reduced rate (493,003) (166,981) -prior year reversal (133,709) (617,118) -others (36,947) 344,735 Tax charge for the year (363,275) 100,342 33.2 This represents reversals arising in respect of prior years on finalisation of a ssessments. Provision in respect of tax liability is made on management's best estimate which is adjusted based on assessment made by the tax authorities. Any difference arising on assessment finalised during the year is adjusted in the pr ofit and loss account in accordance with the Bank's accounting policy. 34. EARNINGS PER SHARE 2010 2009 Rs 000 Rs 000 Profit after tax for the year 1,190,329 1,200,159 In thousands Weighted average number of ordinary shares outstanding during the year 730,909 7 30,909 Rupees Earnings per share - basic 1.63 1.64 34.1 Diluted earnings per share has not been presented as the Bank does not have any conver tible instruments in issue at December 31, 2010 and December 31, 2009 which would have any effect on the earni ngs per share if the option to convert is exercised. Note 2009 Rs 000 2010 Rs 000

35. CASH AND CASH EQUIVALENTS Cash and balance with treasury banks Balances with other banks Call money lendings Overdrawn nostros 910 11 18.2 17,428,924 5,727,909 (6,407) 8,427,202 508,795 300,000 (21,550) 23,150,426 9,214,447 Annual Report 2010 Faysal Bank 116 - 117

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note 2009 Rs 000 2010 Rs 000 36. STAFF STRENGTH Permanent Temporary / on contractual basisBank's own staff strength at the end of the year Outsourced Total Staff Strength 36.13,547 35 3,582 2,2875,869 1,931 111 2,042 976 3,018 36.1 Outsourced staff represent employees hired by an outside contractor / agenc y and posted in the Bank to per form various tasks / activities of the Bank. 37. DEFINED BENEFIT PLAN 37.1 General description The Bank operates an approved funded gratuity scheme for all its permanent emplo yees and employees who are on contractual service in non-management cadre. The benefits under the gratuity sch eme are payable on retirement at the age of 60 years or earlier cessation of ser vice in lump sum. The benefit is equal to one month's last drawn basic salary for each year of eligible ser vice or part thereof. The minimum qualifyin g eligible ser vice for gratuity is 1 year for employees who became members of the Fund before November 12, 2002. In the ca se of other members of the Fund the minimum qualifying eligible service is 5 years. The minimum qualifying eligible service for contractual employees not employed under the management cadre is 6 months. The latest actuarial valuat ion of the Bank's defined benefit plan based on Projected Unit Credit Actuarial Cost Method was carried out as at December 31, 2010. 37.2 Principal actuarial assumptions Note 2010 2009 Discount factor used (% per annum) 14.50 12.75 Expected long term rate of return on plan assets (% per annum) Expected rate of salary increase (% per annum) Normal retirement age (years) 14.50 14.50

60 12.75 12.75 60 37.3 Reconciliation of receivable from defined benefit plan 2009 Rs 000 2010 Rs 000 37.4 Present value of defined benefit obligations Fair value of plan assets Net actuarial loss not recognizedMovement in present value of defined benefit ob ligation 37.437.5 277,157(245,286) 31,871 (32,221) (350) 229,961 (168,135) 61,826 (62,165) (339) Opening balance Current service cost Interest cost (Gain) / loss on defined benefit obligation Actual benefits paid during the year 229,961 59,12032,229(24,523) (19,630) 167,125 46,493 27,979 6,124 (17,760) Closing balance 277,157 229,961

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 37.5 Movement in fair value of plan assets Opening balance 168,135 107,351 Expected return on plan assets 24,884 19,626 Contribution made 70,620 58,854 Benefits paid by the fund (19,630) (17,760) Gain / (loss) on plan assets 1,277 64 Closing balance 245,286 168,135 37.5.1 Plan assets consist of the following: Balances with banks and financial institutions 155,428 104,740 Units of open ended mutual funds 82,562 40,421 Term finance certificates 7,296 22,974 245,286 168,135 37.6 Movement in amount receivable from defined benefit plan Opening balance (339) (339) Charge for the year 37.7 70,609 58,854 Contribution to fund made during the year (70,620) (58,854) Closing balance (350) (339) 37.7 Charge for defined benefit plan Current service cost 59,120 46,493 Interest cost 32,229 27,979 Expected return on plan assets (24,884) (19,626) Amortization of loss 4,144 4,008 70,609 58,854 37.8 Actual return on plan assets 26,655 15,637 37.9 Historical information 2010 2009 2008 2007 2006 Rupees '000 Defined benefit obligation (277,157) (229,961) (167,125) (123,141) (118,509) Fair value of plan assets 245,286 168,135 107,351 97,739 97,253 Deficit (31,871) (61,826) (59,774) (25,402) (21,256) Experience adjustments on plan liabilities 24,523 (6,124) (30,928) (2,818) (4,23 1) Experience adjustments on plan assets 1,277 64 (5,477) (2,745) 888 Annual Report 2010 Faysal Bank 118 - 119

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 38. DEFINED CONTRIBUTION PLAN The Bank operates an approved funded contributor y provident fund for all its pe r manent employees to which equal monthly contributions are made both by the Bank and the employees at the rate of 10% of basic salary. The financial statements of the fund are separately prepared and audited and are not included as part of these financial statements. 39. COMPENSATION OF DIRECTORS AND EXECUTIVES President / Chief Directors Executives Executive Officer 2010 2009 2010 2009 2010 2009 Rupees '000 Managerial remuneration (including bonus) 125,554 99,875 --764,264 332,091 Fees --10,314 1,450 -Charge for defined benefit plan 800 800 --40,322 22,889 Contribution to defined contribution plan 2,956 2,688 --48,391 26,827 Rent and house maintenance 1,645 6,145 --213,029 124,262 Utilities 736 163 --50,377 28,568 Medical 189 278 --27,080 17,848 Leave fare assistance ----57,423 44,735 Others 1,957 2,215 --211,459 49,799 133,837 112,164 10,314 1,450 1,412,345 647,019 Number of persons 1 1 7 7 789 267 39.1 Executives mean employees, other than the chief executive and directors, whose b asic salary exceeds five hundred thousand rupees in a financial year. 39.2 In addition to the above, the Chief Executive and Executives are provided with f ree use of the Bank s maintained cars. 40. FAIR VALUE OF FINANCIAL INSTRUMENTS Book value Fair value 2010 2009 2010 2009 Rupees '000 On-balance sheet financial instruments Assets Cash balances with treasury banks 17,428,924 8,427,202 17,428,924 8,427,202 Balances with other banks 5,737,209 508,795 5,737,209 508,795 Lendings to financial institutions -15,017,826 -15,017,826

Investments 86,265,549 56,531,338 86,030,744 56,531,338 Advances 135,063,807 91,346,001 135,063,807 91,346,001 Other assets 6,215,982 3,393,795 6,215,982 3,393,795 250,711,471 175,224,957 250,476,666 175,224,957 Liabilities Bills payable 3,218,859 1,465,451 3,218,859 1,465,451 Borrowings 34,635,904 34,985,766 34,635,904 34,985,766 Deposits and other accounts 195,308,457 123,655,188 195,308,457 123,655,188 Sub-ordinated loans 4,595,395 999,200 4,595,395 999,200 Other liabilities 12,892,534 6,226,585 12,892,534 6,226,585 250,651,149 167,332,190 250,651,149 167,332,190 Off-balance sheet financial instruments Forward purchase of foreign exchange 24,288,536 8,136,051 24,288,536 8,136,051 Forward agreements for borrowings 10,699,230 17,250,582 10,699,230 17,250,582 Forward sale of foreign exchange 5,224,327 6,527,488 5,224,327 6,527,488 Forward agreements for lending 421,320 15,088,857 421,320 15,088,857

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 The fair value of traded investments is based on quoted market price, except for marketable securities classified as 'held to maturity'. These securities are carried at amortised cost in order to comply with the requirements of BSD circular No.14 dated September 24, 2004. Fair value of unquoted equity investme nts is determin ed on the basis of break-up value of these investments as per the latest audited financial statements. Fair value of fixed term advances, other assets, other liabilities and fixed ter m deposits cannot be calculated with sufficient reliability due to absence of current and active market for assets and liabiliti es and reliable data regarding market rates for similar instruments. The provision for impair ment of advances has been calc ulated in accordance with the Bank's accounting policy as stated in note 7.5 to these financial statements. The repricing profile and effective rates and maturity are stated in note 46.6 a nd 46.7.1 respectively. The fair value of the remaining financial assets and liabilities are not signifi cantly different from their carrying values since assets and liabilities are either short term in nature or in the case of custome r advances and deposits, are regularly repriced. 41. ACCOUNTING ESTIMATES AND JUDGMENTS The preparation of financial statements in conformity with the approved accounti ng standards requires the use of certain critical accounting estimates. It also requires the management to exercise its j udgement in the process of applying the Bank's accounting policies. Estimates and judgements are continually evaluated and are based on historical experience, including expectations of future events that are believed to be reasonable under the circu mstances. The significant accounting areas where various assumptions and estimates are significant to the Bank's financial statements or where judgement was exercised in application of the accounting policies are as follows: i) classification and provisioning against investments (notes 7.4 and 12). ii) income taxes (notes 7.8, 15 and 33). iii) classification and provisioning against advances (notes 7.5 and 13). iv) depreciation / amortisation of operating fixed assets (notes 7.6 and 14). v) fair value of the net assets acquired in a business combination (note 8). vi) accounting for defined benefit plan (notes 7.10 and 37). vii) fair value of derivative financial instruments (notes 7.17 & 26) 42. SEGMENT DETAILS WITH RESPECT TO BUSINESS ACTIVITIES Primary segment information For management purposes the Bank is organised into four major business segments: -Corporate Finance

-Trading and Sales -Retail Banking and -Commercial Banking Annual Report 2010 Faysal Bank 120 - 121

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 All assets, liabilities, off balance sheet items and items of income and expense are distributed in primary segments in accordance with the core functions performed by the business groups. Corporate Trading & Retail Commercial Total Finance Sales Banking Banking Rupees '000 December 31, 2010 Total income - net 208,042 1,835,115 4,405,115 3,355,270 9,803,542 Total expenses (81,316) (796,897) (5,566,419) (2,531,856) (8,976,488) Net income (loss) 126,726 1,038,218 (1,161,304) 823,414 827,054 Segment assets (Gross) -91,138,328 63,305,812 131,998,604 286,442,744 Segment non performing loans -670,924 10,375,566 13,661,268 24,707,758 Segment provision required against loans -(48,245) (6,441,819) (11,009,576) (17, 499,640) Segment liabilities (21,220) (30,063,645) (176,893,053) (43,825,235) (250,803,15 3) Segment return on assets (ROA) (%) -12.20% 11.20% 13.60% Segment cost of funds (%) -4.20% 7.70% 6.90% December 31, 2009 Total income - net 113,880 719,586 2,860,306 4,109,283 7,803,055 Total expenses (58,000) (289,014) (2,791,914) (3,363,626) (6,502,554) Net income 55,880 430,572 68,392 745,657 1,300,501 Segment Segment Segment Segment assets (Gross) -51,119,347 73,079,622 64,946,584 189,145,553 non performing loans --6,693,223 3,977,807 10,671,030 provision required against loans --(3,677,327) (3,361,142) (7,038,469) liabilities -(48,391,126) (95,523,015) (24,168,533) (168,082,674)

Segment return on assets (ROA) (%) * -12.20% 11.20% 13.60% Segment cost of funds (%) * -4.20% 7.70% 6.90% * These percentages have been computed based on closing assets / liability figur e instead of average balances. Note: The above table is based on best estimates / assumptions. 43. TRUST ACTIVITIES The Bank is not engaged in any significant trust activities. However, it acts as security agent for various Term Finance Certificates it arranges and distribute s on behalf of its customers.

44. RELATED PARTY TRANSACTIONS The Bank has related party relationship with its holding company, associated und ertaking, subsidiary company, group companies, retirement benefit plans, directors, key management personnel and entities over which the directors or key management personnel are able to exercise significant influence. Banking transactions with the related parties are executed substantially on the same terms, except transaction with directors and key management personnel that are as per their terms of employment, including mark-up rates and collatera l, as those prevailing at the time of comparable transactions with unrelated parties and do not involve more than a normal risk. Details of advances to the c ompanies or firms in which the directors of the Bank are interested as directors, partners or in case of private companies as members are given in note 13.9 to these financial statements. Contributions to and accruals in respect of retirement benefit p lans are made i n accordance with the actuarial valuations / ter ms of contribution plan (refer notes 7.10, 37 and 38 to these financial statements for the details of th e plans). Remuneration to executives (including key management personnel) of the Bank is disclosed in note 39 to these financial statements. Such remunera tion is determined in accordance with the terms of their employment.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2010 Directors and key management personnel Retirement Benefit Plans Subsidiary Associate Group Companies Strategic Investments Rupees '000 Deposits Balance at the beginning of the year Placements during the year Withdrawals during the year AmalgamationBalance at end of the year 39,485 662,295 (686,384) 61,969 77,365 350,367 2,417,003 (1,768,478) 646,556 1,645,448 188,070 552,779 (740,357) 492 399 249,939 (249,859) 479 2,181,528 42,632,583 (44,298,132) 515,979 27,085 227,712 (236,892) 17,905 Advances Balance at the beginning of the year Disbursement during the year Repayment during the year Amalgamation Balance at end of the year 33,576

6,000 (148,261) 159,473 50,788 ------------2,014,168 -2,014,168 802,558 1,750 (2,113) 802,195 Directors and key management personnel Retirement Benefit Plans 2009 Subsidiary Associate Group Companies Strategic Investments Rupees '000 Deposits Balance at the beginning of the year 21,081 148,888 184,051 958 1,174,456 13,412 Placements during the year 411,448 770,721 2,361,789 82,678 71,421,342 610,833 Withdrawals during the year (393,044) (569,242) (2,357,770) (83,237) (70,414,270 ) (597,160) Balance at end of the year 39,485 350,367 188,070 399 2,181,528 27,085 Advances Balance at the beginning of the year 71,807 ----731,564 Disbursement during the year -----72,735 Repayment during the year (38,231) ----(1,741) Balance at end of the year 33,576 ----802,558 Balances pertaining to parties that were related at the beginning of the year bu t ceased to be so related during any part of the current period are not reflected as part of the closing balance. The same are accounted for through the movement presented above. 2010 Directors and key management personnel Retirement Benefit Plans Subsidiary Associate Group Companies Strategic

Investments Rupees '000 Nostro balances with group companies Shares / Units purchased during the year Shares / Units sold during the year Profit paid / accrued Profit return / earned Dividend income from subsidiary 3,238 1,839 49,668 3,631 11,251 39 254 2,540,698 2,727,062 119,574 113,780 1,230 226 Remuneration of key management personnel -Salaries and other short-term employee benefits -Post-employment benefits Contribution to staff retirement benefits 257,753 6,322 -155,598 ----Guarantees issued favoring related parties or on their behalf ----25,000 Annual Report 2010 Faysal Bank 122 - 123

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2009 Directors and Retirement Group Strategic key management Subsidiary Associate Benefit Plans Companies Investments personnel Rupees '000 Nostro balances with group companies ----16,215 Shares / Units purchased during the year ----2,376,766 Shares / Units sold during the year ----2,754,444 56,201 Profit paid / accrued 2,954 23,686 20,156 11 156,628 1,468 Profit return / earned 2,330 ----356 Dividend income from subsidiary -----Remuneration of key management personnel -Salaries and other short-term employee benefits 134,010 ----Post-employment benefits 9,406 ----Contribution to staff retirement benefits -120,115 ---Disposal of vehicles to key management personnel and other executives is disclosed in not e 14.4 to these financial statements. 45. CAPITAL - ASSESSMENT AND ADEQUACY BASEL II SPECIFIC 45.1 Capital Management The objective of Capital Management is to ensure the Bank's abil ity to operate as a going concer n by maintaining appropriate capital base in line with minimum regulator y requirements. The Bank has implemented and is operating under Basel II capital adequacy framework that applies to all Banks and DFIs as prescribed under SBP BSD Circular No. 8 dated June 27, 2006 and amendments made by SBP through circulars. The Bank has adopted Standardized Approach for Credit and Market Risk and Basic Indicator Approach for Operational Risk. The Bank ensures that it: a) complies with the capital requirements set by the State Bank of Pakistan; b) safeguards the Bank s ability to continue as a going concern so that it can con tinue to provide returns for shareholders and benefits for other stakeholders; and

c) maintains a strong capital base to support the development of its business. Capital adequacy is regularly monitored by the Bank s management, employing techni ques based on the guidelines developed by the Basel Committee, as adopted by the State Bank o f Pakistan. The required information is submitted to the State Bank of Pakistan on a quarterly basis. The State Bank of Pakistan requires each Bank or Banking group to: (a) hold the minimum level of the paid up capital and (b) maintain a ratio of total regulatory capital to the risk-weighted assets at or above the required minimum level of 10%. The Bank s regulatory capital is divided into three tiers: a) Tier 1 capital: share capital, retained earnings and reserves created by appropr iations of retained earnings; b) Tier 2 capital: qualifying subordinated loan capital, general provision and unre alized gains arising on the fair valuation of equity instruments held as available for sale; and c) Tier 3 capital: the Bank has no eligible Tier 3 capital. Book value of goodwill, other intangible assets including software, brand value etc, are deducted from Tier 1 capital whereas Investments in associates and subsidiar y as disclosed in Note 12.1 are deducted from T ier 1 and Tier 2 capital to arrive at the regulatory capital.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 The risk-weighted assets are measured by means of a hierarchy of five risk weigh ts classified according to the nature of and reflecting an estimate of credit, market and operational risks associated with each asset and counterparty, taking into account any eligible collateral or guarantees. A similar treatment is adopt ed for off balance sheet exposure, with some adjustments to reflect the more contingent nature of the potential losses. The Bank will continue to maintain the required regulator y capital either throu gh its risk management strategies or by increasing the capital requirements in line with the business and capital needs. Vide BSD Circular No. 07 of 2009, the State Bank of Pakistan has prescribed a mi nimum paid-up capital requirement (net of losses) of Rs 7 billion for all banks to be achieved by December 31, 201 0. The required minimum Capital Adequacy Ratio (CAR), on consolidated as well as on standalone basis is 10%. The risk weighted assets to capital ratio, calculated in accordance with the Sta te Bank's guidelines on capital adequacy is as follows: Note 2010 Rs 000 2009 Rs 000 45.2 Capital Structure Tier I Capital Share Capital 7,309,094 6,090,911 Proposed shares to be issued on amalgamation 28,253 Reserves 7,354,688 4,030,056 Unappropriated profits 1,950,843 1,215,179 16,642,878 11,336,146 Less: Book value of intangible assets 45.7 1,790,901 226,786 Shortfall / relaxation in provision 740,194 200,000 Deficit on account of revaluation of investments held in AFS category 230,367 Ot her deductions (represents 50% of the majority or significant minority interest in subsidiaries and associates) 76,500 76,500 2,837,962 503,286 Total Tier I Capital 13,804,916 10,832,860 Tier II Capital Subordinated debt (upto 50% of total Tier 1 Capital) 3,837,918 799,360 General provisions subject to 1.25% of total Risk Weighted Assets 336,573 190,07

5 Revaluation reserve (upto 45%) -650,967 4,174,491 1,640,402 Less: Other deductions (represents 50% of the majority or significant minority interest in subsidiaries and associates) 76,500 76,500 Total Tier II Capital 4,097,991 1,563,902 Eligible Tier III Capital Total Regulatory Capital Base 17,902,907 12,396,762 Annual Report 2010 Faysal Bank 124 - 125

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Note Capital Requirements Risk Weighted Assets 2010 2009 2010 2009 Rupees '000 45.3 Capital Adequacy Credit Risk Public sector enterprise 211,170 225,041 2,111,698 2,250,408 Financial institution 505,460 95,737 5,054,602 957,369 Corporate 8,750,352 5,485,593 87,503,524 54,855,928 Retail 1,885,177 1,298,542 18,851,768 12,985,422 Past due loans 892,336 428,156 8,923,356 4,281,561 Other 45.7 2,299,594 749,869 22,995,942 7,498,686 Total Credit Risk 14,544,089 8,282,938 145,440,890 82,829,374 Market Risk Capital requirement for portfolios subject to standardized approach Interest rate risk 128,208 351,030 1,282,079 4,387,871 Equity position risk 533,816 283,577 5,338,161 3,544,712 Foreign exchange risk 30,690 1,329 306,897 16,617 Total Market Risk 692,714 635,936 6,927,137 7,949,200 Operational Risk Capital requirement for operational risks Total Operational Risk 2,204,046 1,051,940 27,550,577 13,149,246 17,440,849 9,970,814 179,918,604 103,927,820 Capital Adequacy Ratio 2010 2009 Total eligible regulatory capital held 45.2 17,902,907 12,396,762 Total risk weighted assets 179,918,604 103,927,820 Capital adequacy ratio 45.6 9.95% 11.93% 45.4 As more fully disclosed in notes 12.3.3, 12.3.4 and 13.4.2 to these financial st atements, the SBP has given a relaxation to the Bank in maintaining provision against outstanding facilities e xtended to Dewan Mushtaq Group and

Azgard Nine Group. In accordance with the Revised Regulatory Capital Framework u nder Basel II issued by the SBP, banks are required to deduct from Tier I Capital any shortfall in provisions req uired against classified assets irrespective of any relaxation allowed by the SBP. Accordingly, an amount of Rs 740.194 milli on has been deducted from the bank's Tier I Capital. 45.5 The benefit of FSV allowed by the SBP has not been deducted from Tier I capital of the bank based on clarification issued by the SBP through its letter BSD/BAI-1/220/452/2009 dated April 27, 2009 in accordance with section 1.1 of the SBP Basel II guidelines. 45.6 In accordance with BSD Circular No. 30 dated November 25, 2008 issued by the Sta te Bank of Pakistan (SBP), the Bank is required to maintain a Capital Adequacy Ratio (CAR) of a tleast 10% at D ecember 31, 2010. However, as at December 31, 2010 the CAR of the Bank was 9.95% and is therefore lower than t he prescribed requirement by 0.05%. The SBP vide its letter No. BSD/BAI-3/615/4097/2010 dated April 5, 2011 h as granted post facto exemption to the Bank in meeting the CAR till March 31, 2011.

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 45.7 The SBP through its letter BPRD (R&P-02)/625-99/2011/3744 dated March 28, 2011 h as advised the Bank that the deduction of intangible assets, as appear under Tier-I capital, would be lim ited to the extent of the amount of the intangible recognised as negative goodwill / intangible gain. Wh ereas, the port ion of Deferred Tax Liabilities (DTL) created due to such intangible assets would not be netted against Deferred Tax A ssets (DTA) for calculation of CAR. 46. RISK MANAGEMENT The variety of business activities under taken by the Bank requires ef fective i dentification, measurement, monitoring, integration and management of different financial and non-financial risks that a re constantly evolving as business activities change in response to concurrent inter nal and external developments. The Bank h as a dynamic risk management framework defined by the Board of Directors (BOD) and implemented through Risk M anagement Group (RMG). The Risk Management framework endeavours to be a comprehensive and evolving guidelin e to cater to changing business dynamics. The framework includes: -Clearly defined risk management policies. -Well constituted organizational structure, in the form of a separate risk manag ement department, which ensures that individuals responsible for risk approval are independent from risk taking units i.e. Business Units. -Mechanism for ongoing review of credit policies & procedures and risk exposures . The primary objective of this architecture is to inculcate risk management into the organization flows to ensure that risks are accurately identified & assessed, properly documented, approved, and adequat ely monitored & managed in order to enhance long term earnings and to protect the interests of the Bank s depositor s and shareholders. The Board Risk Management Committee (BRMC), comprising of 4 directors including the President & CEO, is appointed and authorized by the Board to assist the BOD in design, regular evaluation and timely updation of the Risk Management framework. BRMC has further authorized management committees such as Country Cre dit Committee (CCC), Enterprise Risk Management Committee (ERMC) and Assets & Liabilities Committee (ALCO) to su pervise risk management activities within their respective scopes. In order to have an ef fective and efficient risk assessment, and to closely ali gn its functions with Business, RMG has separate Risk functions for Credit Risk Management: Corporate Risk Management, C

ommercial Risk Management, Retail SME & Agri Risk Management and Retail Risk Management. While Corporate, Commerci al and Retail SME & Agri Risk Management involve a customer-based risk assessment under a pre-defined cre dit approval process, Retail Risk Management operates on a program lending approach to manage, mitigate and approv e risk on a portfolio level. The Risk Management architecture is further fostered by Enterprise Risk Manageme nt, Credit Administration and Risk Policy functions. The Enterprise Risk Management function is responsible for managing and controll ing Market, Operational and Liquidity Risks at an enterprise level and maintaining regulatory capital requirements of the Bank. Credit Administration Department looks after the security, loan documentation, d isbursement and post disbursement monitoring aspects of the credit portfolio. Risk Policy unit ensures formulation of synchronized and adhesive polices in con junction with the Bank's strategy and practices while adhering to the local and regulator y guidelines within Corporat e, Commercial and Retail business segments. This also encompasses detailed review of macro risk fa ctors, NPL stat us and monitoring of inter nal credit rating models including model documentation and the coordination of analytics wi thin the Enterprise Risk Management functionalities. 46.1 Credit Risk Credit risk is the identification of probability that a counterparty will cause a financial loss to the Bank due to its inability or unwillingness to meet its contractual obligation. This credit risk can arise from both direct lending activities as well as contingent liabilities. Annual Report 2010 Faysal Bank 126 - 127

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 The Bank s credit risk philosophy is based on the Bank s overall business strategy / direction as established by the Board. The Bank is committed to the appropriate level of due diligence to ensure that credit risks have been properly analyzed, fully disclosed to the approving authorities and appropriately rated, also ensuring that the credit commitment is appropriately structured, priced (in line with market practices) and document ed. The Bank deals with many different types of borrowers and borrowing structures a cross the wholesale and retail segments. The Bank manages customer credit risk exposures within appropriate limits to ens ure that it does not provide a disproportionate level of credit to a single customer or group of connected clie nts. The Bank follows aggregation principles summing of credit risk limits to the same customer, or group of conne cted clients to identify and manage effectively all significant credit risk exposures to a single customer connectio n within an individual business and, where appropriate, across other business segments. The Bank has well-defined credit approval and review processes under which senio r officers (with the inclusion of Risk Management s consent) with the requisite credit background, critically scrutinize and sanction financing. Besides financial, industry and transaction analysis, in order to quantify risks of counterparty, t he credit evaluation also includes risk rating system to evaluate risk rating of all customers which is then monitored on a por tfolio basis to gauge the Bank s credit portfolio quality. To avoid risk concentration, counterparty limits, counterpart y group limits and industry concentration limits are also established, monitored and assessed in the light of changing cou nterparty and market conditions. 46.1.1 Segment by class of business Portfolio management is an integral part of the Bank's credit process. Risk conc entration may arise where total exposure to a particular group or industry is high in relation to shareholders' equity. T he Bank has set up a portfolio strategy and planning function with an aim to monitor the overall risk and to avoid high expo sure to a single group or industry. Segmental information in respect of the class of business and geographical distr ibution of advances, deposits, and contingencies and commitments is given below: 2010 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Chemical and Pharmaceuticals 10,660,112 7.05 4,808,016 2.46 1,493,882 3.61 AgricultureTextile

3,455,591 29,269,648 2.2919.36 4,881,073 1,674,602 2.500.86 544,671 3,560,257 1.32 8.60 Cement 4,850,342 3.21 149,610 0.08 2,453,244 5.93 Sugar Construction 3,056,884 788,628 2.020.52 109,086 1,967,022 0.061.01 89,334 1,032,579 0.22 2.50 Ready made garments Footwear and leather garments Automobile and transportation equipment Financial 968,971 1,032,889 364,287 288,407 0.640.680.240.19 259,619 255,924 429,124 6,787,411 0.130.130.223.48 269,145 119,749 244,508 12,951,649 0.65 0.29 0.59 31.30 Oil Refining / MarketingDistribution / Trading Electronics and electrical appliances Production and transmission of energy Iron and Steel 205,812 7,477,745 1,285,032 16,657,824 2,235,005 0.144.950.8511.021.48 6,614,430 6,195,143 854,840 6,613,736 800,265

3.393.170.443.390.41 5,121,643 1,798,148 1,438,587 2,016,398 366,167 12.38 4.35 3.48 4.87 0.88 Food and Allied 3,962,536 2.62 595,083 0.30 224,712 0.54 Synthetic and Rayon Food Industries1,057,214 0.700.00 28,944 914,803 0.010.47 75,963 157,735 0.18 0.38 Paper and Board Individuals 334,878 19,993,893 0.2213.22 65,855 89,405,382 0.0345.77 1,409 76,134 0.00 0.18 Telecommunication -0.00 806,275 0.41 1,288,772 3.11 Transportation, Road and Air Mining and Quarrying Others 3,579,183 119,760 39,561,768 2.370.0826.15 1,569,298 150,678 59,378,985 0.800.0830.40 369,503 270,032 5,413,229 0.89 0.65 13.10 151,206,409 100.00 195,315,204 100.00 41,377,450 100.00

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2009 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Chemical and PharmaceuticalsAgricultureTextile Cement SugarConstruction Ready made garmentsFootwear and leather garmentsAutomobile and transportation eq uipmentFinancialOil Refining / MarketingDistribution / TradingElectronics and el ectrical appliancesProduction and transmission of energy Iron and Steel Food and AlliedSynthetic and RayonFood IndustriesPaper and BoardIndividualsTelec ommunicationTransportation, Road and AirMining and QuarryingOthers 8,287,946 3,445,103 15,689,375 3,123,810 2,645,778 1,274,940 113,991 903,885 220,132 895,493 30,823 3,291,661 33,134 5,972,805 1,308,612 251,203 2,061,035 2,096,027 413,787 12,347,103 -33,977,827 8.42 3.50 15.95 3.18 2.69 1.30 0.12 0.92 0.22 0.91 0.03 3.35 0.03 6.07 1.33 0.26

2.09 2.13 0.42 12.55 -34.53 5,403,369 4,043,629 831,859 279,911 77,447 2,366,164 442,319 224,882 329,533 8,460,302 13,973,436 2,321,507 605,672 1,407,218 491,971 104,483 474,873 54,468 38,925,270 5,188,571 36,302 37,612,002 4.37 3.27 0.67 0.23 0.06 1.91 0.36 0.18 0.27 6.84 11.30 1.88 0.49 1.14 0.40 0.08 0.38 0.04 31.48 4.20 0.03 30.42 2,045,152 46,526 1,076,158 389,840 14,500

1,980,231 213,111 164,076 107,876 785,548 4,492,404 905,118 2,339,778 4,474,344 1,159,558 --516,901 4,121 1,906 2,850,079 249,919 2,501,364 7.77 0.18 4.09 1.48 0.06 7.52 0.81 0.62 0.41 2.98 17.07 3.44 8.89 17.00 4.41 1.96 0.02 0.01 10.83 0.95 9.50 98,384,470 100.00 123,655,188 100.00 26,318,510 100.00 46.1.2 Segment by sector Advances (Gross) Rupees '000 Percent 2010 Deposits Rupees '000 Percent Contingencies and Commitments Rupees '000 Percent Public / GovernmentPrivate 9,896,164 141,310,245 151,206,409 6.54 93.46 100.00 16,223,860 179,091,344 195,315,204 8.31 91.69

100.00 3,296,250 38,081,200 41,377,450 7.97 92.03 100.00 2009 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Public / GovernmentPrivate 9,197,928 89,186,542 9.35 90.65 9,159,093 114,496,095 7.41 92.59 6,304,914 20,013,596 23.96 76.04 98,384,470 100.00 123,655,188 100.00 26,318,510 100.00 Annual Report 2010 Faysal Bank 128 - 129

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 46.1.3 Details of non-performing advances and specific provisions by class of bu siness segment 2010 2009 Specific Specific Classified Provision Classified Provision Advances Held Advances Held Rupees '000 Chemical and Pharmaceuticals 1,265,250 844,380 775,233 727,967 Agriculture 933,483 236,021 623,871 167,299 Textile 5,377,745 4,179,663 1,220,495 1,068,749 Cement 1,005,109 584,796 -Sugar 56,920 56,640 529,490 105,283 Construction 273,918 80,822 36,992 14,560 Ready Made Garments 82,496 66,621 7,339 992 Footwear and leather garments 32,947 18,529 -Automobile and Transport Equipment 145,472 134,240 124,505 89,617 Financial 90,014 44,510 62,221 6,687 Oil Refining / Marketing 200,239 85,239 502,178 305,165 Distribution / Trading 2,061,389 1,405,577 -Electronics and electrical appliances 439,604 420,893 1,076,982 995,260 Production and transmission of energy 3,095,105 2,944,563 150,647 148,786 Iron and Steel 152,172 131,452 77,532 23,922 Food and Allied 826,777 561,892 75,351 62,547 Synthetic and Rayon 372,630 372,630 1,485,642 648,582 Food and Industry --560,545 168,842 Paper and Board 125,290 78,229 58,000 58,000 Transportation, Road and Air 7,267 5,602 Individuals 2,859,486 1,629,843 372,630 372,630 Others (including manufacturing and real estate) 5,304,445 3,280,925 2,931,377 1 ,699,448 24,707,758 17,163,067 10,671,030 6,664,336 46.1.4 Details of non-performing advances and specific provisions by sector Public / Government ---Private 24,707,758 17,163,067 10,671,030 6,664,336 24,707,758 17,163,067 10,671,030 6,664,336 46.1.5 Geographical segment analysis 2010 Profit Total Net Contingencies before assets assets and taxation employed employed commitments Rupees '000 Pakistan 827,054 267,320,923 16,517,770 41,377,450

Asia Pacific (including South Asia) ---Europe ---United States of America and Canada ---Middle East ---Others --827,054 267,320,923 16,517,770 41,377,450

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 2009 Profit Total Net Contingencies before assets assets and taxation employed employed commitments Rupees '000 Pakistan 1,300,501 180,865,413 12,782,739 26,318,510 Asia Pacific (including South Asia) ---Europe ---United States of America and Canada ---Middle East ---Others --1,300,501 180,865,413 12,782,739 26,318,510 46.2 Credit Risk: General disclosures Basel II specific The Bank has adopted the Standardised Approach, under Basel II. According to the regulatory statement submitted under the Standardised Approach, the portfolio has been divided into claims on Public Sector Entities i n Pakistan (PSEs), claims on corporate (excluding equity exposure) and claims categorized as retail portfolio. Claims on corporate consti tute 34.04% (2009: 37.37%) of the total exposure, 2.53% (2009: 4.69%) represents claims on PSEs and 7.89% (2009: 1 0.75%) exposure pertains to claims categorized as retail portfolio. 46.2.1 Credit Risk: Disclosures for portfolio subject to Standardised Approach For domestic claims, External Credit Assessment Institutions (ECAIs) recommended by the State Bank of Pakistan (SBP), namely Pakistan Credit Rating Agency Limited (PACRA) and JCR-VIS Credit Rating Company Limited ( JCR-VIS) are used. For claims on foreign entities, ratings assigned by Standard and Poor's, Fitch and Moody's are used. Foreign exp osures not rated by any of the aforementioned rating agencies were categorized as unrated. Types of exposure for which each agency is used in the year ended December 31, 2 010 are as follows; Standard and Exposures PACRA JCR-VIS Poor's Moody's Fitch Corporate 33 -Banks 3 33 33 Sovereigns ----SMEs ----Securitizations ---SBP indicative mapping process as instructed in SBP circular "Minimum Capital Re quirements for Banks and DFIs" (indicated in table

below) was used to map alphanumeric ratings of PACRA, JCR-VIS, S&P's. Moody's, F itch Ratings, and numeric scores of ECAs, to SBP rating grades. SBP Rating ECA Scores PACRA JCR-VIS S & P Moody s Fitch 1 0,1 AA- and above AA- and above AA- and above Aa3 and above AA- and above 2 2 A+ to AA+ to AA+ to AA1 to A3 A+ to A3 3 BBB+ to BBBBBB+ to BBBBBB+ to BBBBaa1 to Baa3 BBB+ to BBB4 4 BB+ to BBBB+ to BBBB+ to BBBa1 to Ba3 BB+ to BB5 5,6 B+ to BB+ to BB+ to BB1 to B3 B+ to B6 7 CCC+ & Below CCC+ & Below CCC+ & Below Caa1 & Below CCC+ & Below For exposure amounts after risk mitigation subject to the standardized approach, amount of Bank's/DFI's outstandings (rated & unrated ) in each risk bucket as well as those that are deducted are as follows; Annual Report 2010 Faysal Bank 130 - 131

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 Exposures Rating Category Amount Outstanding Deduction CRM Net Amount -Cash and Cash Equivalent-Corporate -Public Sector Equities -Banks -Sovereigns etc. -Government of Pakistan-SBP-Retail-Residential Mortgage-Past Dues Loans-Past Due s against Residential Mortgage-Unlisted Equity Investment-Listed Equity-Operatin g Fixed Assets-Other AssetsTotal 123,45,6Unrated12,3Unrated1,2,34,5Unrated 3,682,372 8,997,693 14,814,330 1,817,234 254,176 65,468,998 4,743,496 579,041 278,548 7,530,429 142,025 181,763 77,836,628 4,064,347 24,076,633 7,038,028 8,090,011 1,072,171 350,083 4,054,952 6,054,678 12,230,984 4,488 8,071 7,248 1,259,640 -3,259 104,699 ---3,159,391 647,668 ----3,682,372

8,997,693 14,809,842 1,809,163 246,928 64,209,358 4,743,496 579,041 275,289 7,425,730 142,025 181,763 77,836,628 4,064,347 20,917,242 7,038,028 7,442,343 1,072,171 350,083 4,054,952 6,054,678 12,230,984 253,358,620 5,194,464 248,164,156 Collaterals used by the Bank for Credit Risk Mitigation (CRM) were as follows: -Cash margin -Government securities -Guarantees of Government and Banks. -Shares on KSE main index. 46.3 Market Risk It is the risk that the value of the On and Off-balance sheet positions of the B ank will be adversely affected by movements in market rates or prices such as interest rates, equity prices and/or commodity prices resulting in a loss to earnings and capital. Market risks arise generally from trading activities, open foreign currency positions, holding common equity, and other products. All such instruments and transactions are exposed to general and specific market movements. The Bank seeks to mitigate market risk by employing strategies that correlate pr ice, rate and spread movements of its earning assets, liabilities and trading activities. Treasury Front Office, Marke t Risk Management and Treasury Middle Office perform market risk management activities within the Bank. The Bank has E nterprise Risk Management Committee which is responsible for reviewing and approving market risk policies and strate gies. The market risk is further divided into various sub-categories, which are defined as follows:

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 46.4 Foreign Exchange Risk / Currency Risk Foreign exchange risk / currency risk is the current or prospect ive risk to ear nings and capital arising from adverse movements in currency exchange rates. It refers to the impact of adverse movemen ts in currency exchange rates on the value of open foreign currency positions. Changes in currenc y rates af fect the value of assets and liabilities denominated in foreign currencies and may affect revenues from foreign exchange dealing. The Bank undertakes currency risk mostly to support its trade services and maint ains overall foreign exchange risk position to the extent of statutory Foreign Exchange Exposure Limit (FEEL) prescribed by SBP. Foreign Exchange Risk exposures are managed by matching future maturities. Exposure limits such as counterparty, gap, net open position, dealer and product limits are also in place in accordance with the Bank s approved Standard Operating Procedures to limit risk and concentra tion to the acceptable tolerance levels. 46.4.1 Currency Risk 2010 Assets Off-balance Liabilities sheet items Rupees '000 Net currency exposure Pakistan rupee United States dollar Great Britain poundJapanese yenEuro Other currencies 252,407,210 13,043,436 729,571 6,275 1,115,659 18,772 267,320,923 231,010,136 15,031,236 2,588,787 2,729 2,170,027 238 250,803,153 (5,181,551) 2,276,874 1,860,831 (2,106)

1,056,127 (10,175) 16,215,523 289,074 1,615 1,440 1,759 8,359 16,517,770 2009 Off-balance Net currency Assets Liabilities sheet items exposure Rupees '000 Pakistan rupee 174,802,789 160,453,477 (1,582,956) 12,766,356 United States dollar 5,457,197 5,967,507 525,116 14,806 Great Britain pound 132,705 1,030,639 897,700 (234) Japanese yen 31 1,574 1,825 282 Euro 471,422 629,469 158,315 268 Other currencies 1,269 8 -1,261 180,865,413 168,082,674 -12,782,739 46.5 Equity position risk Equity position risk is the risk arising from unfavourable fluctuations in price s of shares in which the Bank carries long and/or short positions, in its trading book. It is risk to earnings or capital t hat results from adverse changes in the value of equity related portfolios of the Bank. Price risk associated with equities co uld be systematic or unsystematic. Systematic risk is due to sensitivity of por tfolio s value to changes in overall level of eq uity prices, while the unsystematic risk is associated with price volatility that is determined by the specific characterist ics of the investee company. The Bank's equity position is governed by SBP limits for overall investment and per scrip exposure. In addition, there are internal limits set for trading positions, as well as stop loss limits. Annual Report 2010 Faysal Bank 132 - 133

Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 46.6 Mismatch of Interest Rate Sensitive Assets and Liabilities / Yield / Intere st Rate Risk 2010 Exposed to Yield / Interest risk Effective Over one Non-interest Yield / month to Over three Over six Over one Over two Over three Over five bear ing Interest Total Upto one three months to months to year to years to years to year s to Over ten financial rate month months six months one year two years three years five years ten years years instruments Rupees in '000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 17,428,924 1,841,189 --------15,587,735 Balances with other banks 5,727,909 ---------5,727,909 Lending to financial institutions ----------

Investments 10.00 86,265,549 17,508,217 25,877,811 25,730,920 1,974,097 2,097,21 5 2,460,240 1,601,366 1,921,411 -7,094,272 Advances 12.06 133,706,769 19,707,160 47,807,198 35,863,713 18,794,879 1,944,798 1,223,283 1,779,694 2,224,448 939,899 3,421,697 Other assets 6,215,982 ---------6,215,982 249,345,133 39,056,566 73,685,009 61,594,633 20,768,976 4,042,013 3,683,523 3,38 1,060 4,145,859 939,899 38,047,595 Liabilities Bills payable 3,218,859 ---------3,218,859 Borrowings 9.70 34,635,904 19,591,632 7,329,480 4,198,881 1,708,968 485,863 484, 498 676,131 158,375 -2,076 Deposits and other accounts 8.06 195,315,204 78,833,274 16,060,800 25,520,971 30 ,838,576 1,018,501 449,335 184,203 16,890 -42,392,654 Sub-ordinated loans 14.59 4,595,395 --4,595,395 -----against assets subject to finance lease ----------

liabilities 12,892,534 214,615 513,911 -------12,164,008 250,657,896 98,639,521 23,904,191 34,315,247 32,547,544 1,504,364 933,833 860,33 4 175,265 -57,777,597 On-balance sheet gap (1,312,763) (59,582,955) 49,780,818 27,279,386 (11,778,568) 2,537,649 2,749,690 2,520,726 3,970,594 939,899 (19,730,002) Off-balance sheet financial instruments Forward Lending (including call lending, repurchase agreement lending, commitments to extend credit, etc.) ----------

Forward borrowings (including call borrowing, repurchase agreement borrowing, etc.) ---------balance sheet gap ---------

Total Yield / Interest Risk Sensitivity Gap (59,582,955) 49,780,818 27,279,386 ( 11,778,568) 2,537,649 2,749,690 2,520,726 3,970,594 939,899 Cumulative Yield / Interest Risk Sensitivity Gap (59,582,955) (9,802,137) 17,477 ,249 5,698,681 8,236,330 10,986,020 13,506,746 17,477,340 18,417,239

Annual Report 2010 Faysal Bank 134 - 135 134 - 135 Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 Mismatch of Interest Rate Sensitive Assets and Liabilities / Yield / Interest Ra te Risk 2009 Exposed to Yield / Interest risk Effective Over one Non-interest Yield / month to Over three Over six Over one Over two Over three Over five bear ing Interest Total Upto one three months to months to year to years to years to year s to Over ten financial rate month months six months one year two years three years five years ten years years instruments Rupees in '000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 8,427,202 ---------8,427,202 Balances with other banks 508,795 ---------508,795 Lending to financial institutions 12.66 15,017,826 14,242,461 775,365 -------Investments 12.29 56,531,338 1,719,914 9,800,470 20,680,576 10,032,741 89,172 16 6,944 1,245,018 4,491,019 -8,305,484 Advances 13.83 91,346,001 20,440,376 30,135,710 25,432,177 6,531,702 2,453,769 1 ,464,386 1,101,566 218,131 391,342 3,176,842 Other assets 3,393,795 ---------3,393,795 175,224,957 36,402,751 40,711,545 46,112,753 16,564,443 2,542,941 1,631,330 2,34 6,584 4,709,150 391,342 23,812,118 Liabilities Bills payable 1,465,451 ---------1,465,451 Borrowings 9.87 34,985,766 20,387,801 9,964,136 2,755,673 472,577 419,264 305,75 7 511,070 147,938 -21,550 Deposits and other accounts 8.81 123,655,188 63,157,425 21,214,332 5,408,698 10, 335,183 473,435 149,990 49,209 --22,866,916 Sub-ordinated loans 15.02 999,200 --200 999,000 ----against assets subject to finance lease ---------liabilities 6,226,585 ---------6,226,585 167,332,190 83,545,226 31,178,468 8,164,571 11,806,760 892,699 455,747 560,279 1 47,938 -30,580,502

On-balance sheet gap 7,892,767 (47,142,475) 9,533,077 37,948,182 4,757,683 1,650 ,242 1,175,583 1,786,305 4,561,212 391,342 (6,768,384) Off-balance sheet financial instruments Forward Lending (including call lending, repurchase agreement lending, commitments to extend credit, etc.) (2,210,000) 2,210,000 -------Forward borrowings (including call borrowing, repurchase agreement borrowing, etc.) ---------Off-balance sheet gap (2,210,000) 2,210,000 -------Total Yield / Interest Risk Sensitivity Gap (44,932,475) 9,533,077 37,948,182 4, 757,683 1,650,242 1,175,583 1,786,305 4,561,212 391,342 Cumulative Yield / Interest Risk Sensitivity Gap (44,932,475) (35,399,398) 2,548 ,784 7,306,467 8,956,709 10,132,292 11,918,597 16,479,809 16,871,151

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 46.6.1 Yield curve risk is the risk that a financial instrument will suf fer either a d ecline in income or capital because future changes in prevailing interest rates impact assets more or less than they impact liabilities. The component of interest rate risk arising from differences in the timing of asset and liability. It is i nherent primarily to the banking book mainly through advances and deposits portfolio. 46.6.2 The Interest rate risk of the Bank arises when there is a mismatch between contr actual maturities, which are subject to interest rate adjustment within a specified period or re-pricing of on- and offbalance sheet assets and liabilities. Risk is addressed by Asset and Liability Management Committee that reviews the intere st rate dynamics at regular intervals and decides re-pricing of assets and liabilities to ensure that the spread of th e Bank remains at an acceptable level. 46.6.3 Major sources of Interest rate risk are; i) differences between the timing of rate changes and the timing of cash flows ( re-pricing risk); ii) changing rate relationships among different yield curves effecting bank acti vities (basis risk); iii) changing rate relationships across the range of maturities (yield curve ris k); and iv) interest-related options embedded in bank products (options risk). 46.7 Liquidity Risk Liquidity risk is the risk that the Bank is unable to meet its payment obligatio ns associated with its financial liabilities when they fall due, and to replace funds when they are withdrawn. The Bank s Asset and Liability Management Committee manages the liquidity position on a continuous basis. The Bank s liquidity risk management process, as carried out within the Bank and monitored by the management, includes: Day-to-day funding, managed by monitoring future cash flows to ensure that requi rements can be met. This includes replenishment of funds as they mature or are borrowed by customers. The Bank mai ntains an active presence in money markets to enable this to happen; Maintaining a portfolio of highly marketable assets that can easily be liquidate d as protection against any unforeseen interruption to cash flow; Monitoring balance sheet liquidity ratios against internal and regulatory requir ements; Managing the concentration and profile of debt maturities;

Monitoring of next three months liquidity target, available Internal liquidity, liquidity excess / shortfall and estimated overall liquidity; and Managing the liabilities both on a contractual and behavioural basis primarily b y matching the maturity profiles of assets and liabilities. Monitoring and reporting of treasury and capital market maturities is done throu gh monitoring of daily maturities. Hence, monitoring and reporting takes the form of regular and periodic cash flow measurement and projections. Sources of liquidity are regularly reviewed to maintain a wide diversification b y currency, geography, provider, product and term.

Annual Report 2010 Faysal Bank 136 - 137 136 - 137 Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities (based on contractual maturities)46.7.1 2010 Over onemonth to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 AssetsCash and balances with treasury banks * 17,428,924 17,428,924 ------with other banks 5,727,909 5,727,909 -------Lendings to financial institutions --------86,418,549 16,674,351 21,460,698 22,423,915 7,417,939 4,711,316 4,615,102 6,001, 116 2,610,128 503,984 Advances 133,706,769 16,210,160 20,017,232 18,261,452 20,216,872 15,799,084 10,4 83,820 12,221,808 16,575,638 3,920,703 Operating fixed assets 8,726,406 22,082 34,723 238,378 145,056 540,401 754,243 2 76,945 989,987 5,724,591 Deferred tax assets - net 5,017,202 48,528 97,057 145,585 291,170 582,340 582,34 0 3,270,182 assets 10,295,164 1,212,236 1,207,377 2,810,930 776,510 --4,288,111 -

267,320,923 57,324,190 42,817,087 43,880,260 28,847,547 21,633,141 16,435,505 26 ,058,162 20,175,753 10,149,278 LiabilitiesBills payable 3,218,859 3,218,859 ------34,635,904 19,593,709 7,329,479 4,198,881 1,708,968 485,863 484,498 676,131 158, 375 and other accounts ** 195,315,204 109,082,182 16,427,389 30,169,171 30,838,576 1 ,018,501 7,578,292 184,203 16,890 ordinated loans 4,595,395 --198,035 960 201,280 699,720 501,400 2,994,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 13,037,791 3,302,033 1,714,608 926,820 2,258,730 1,041,651 1,946,009 1,847,940 -

250,803,153 135,196,783 25,471,476 35,492,907 34,807,234 2,747,295 10,708,519 3, 209,674 3,169,265

Net assets 16,517,770 (77,872,593) 17,345,611 8,387,353 (5,959,687) 18,885,846 5 ,726,986 22,848,488 17,006,488 10,149,278 Share capital 7,309,094 Proposed shares to be issued on amalgamation 28,253

Reserves 7,354,688 Unappropriated profit 1,950,843 16,642,878 Surplus on revaluation of assets (125,108) 16,517,770 *Included in cash and balances with treasury banks are the current and deposit a ccounts with the State Bank of Pakistan which are maintained to meet the Statuto ry Liquidity Reserve Requirements (SLR). Since such balances have no actual matu rity the sameare classified in the earliest maturity band of upto one month. **As per SBP's requirement, the entire balance held in saving deposit accounts i s classified under the maturity band of upto one month. On the basis of history, the Bank expects that these deposits will be maintained over a longer period wi thout withdrawal.

Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities (based on contractual maturities) 2009 Over one month to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 Assets Cash and balances with treasury banks * 8,427,202 8,427,202 ------with other banks 508,795 508,795 -------Lendings to financial institutions 15,017,826 14,242,461 775,365 -----56,531,338 359,262 4,837,592 20,226,602 10,527,738 6,185,049 2,787,572 6,029,723 5,577,800 91,346,001 13,853,009 15,264,526 15,263,227 10,155,982 8,367,495 7,537,862 8,560 ,024 9,482,210 2,861,666 Operating fixed assets 2,787,617 2,926 2,478 4,851 52,636 89,732 520,340 485,806 10,595 1,618,253 Deferred tax assets - net 1,279,918 ------1,279,918 assets 4,966,716 486,196 -2,445,367 811,575 -1,223,578 --

180,865,413 37,879,851 20,879,961 37,940,047 21,547,931 14,642,276 12,069,352 16 ,355,471 15,070,605 4,479,919 Liabilities Bills payable 1,465,451 1,465,451 ------34,985,766 20,409,351 9,964,136 2,755,673 472,577 419,264 305,757 511,070 147,93 8 and other accounts ** 123,655,188 86,024,339 21,214,333 5,408,698 10,335,183 473 ,435 149,991 49,209 ordinated loans 999,200 --200 200 400 400 998,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 6,977,069 1,617,756 250,755 282,153 1,183,144 909,905 867,335 1,866, 021 -

168,082,674 109,516,897 31,429,224 8,446,724 11,991,104 1,803,004 1,323,483 3,42 4,300 147,938

Net assets 12,782,739 (71,637,046) (10,549,263) 29,493,323 9,556,827 12,839,272 10,745,869 12,931,171 14,922,667 4,479,919

Share capital 6,090,911 Reserves 4,030,056 Unappropriated profit 1,215,179 11,336,146 Surplus on revaluation of assets 1,446,593 12,782,739 *Included in cash and balances with treasury banks are the current and deposit a ccounts with the State Bank of Pakistan which are maintained to meet the Statuto ry Liquidity Reserve Requirements (SLR). Since such balances have no actual matu rity the same are classified in the earliest maturity band of upto one month. **As per SBP's requirement, the entire balance held in saving deposit accounts i s classified under the maturity band of upto one month. On the basis of history, the Bank expects that these deposits will be maintained over a longer period wi thout withdrawal.

Annual Report 2010 Faysal Bank 138 - 139 138 - 139 Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities - Based on expected withdrawal pattern46.7. 2 The following maturity analysis is presented as an additional disclosure to depi ct the maturities of assets and liabilities as d etermined by the Bank's Asset a nd Liabilities Management Committee (ALCO) keeping in view the historical withdr awal patter n ofdeposits. 2010 Over onemonth to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 AssetsCash and balances with treasury banks * 17,428,924 10,833,877 721,112 1,00 3,597 1,509,751 1,111,235 514,559 652,392 980,059 102,342 Balances with other banks 5,727,909 5,727,909 -------Lendings to financial institutions --------86,418,549 16,674,351 21,460,698 22,423,915 7,417,939 4,711,316 4,615,102 6,001, 116 2,610,128 503,984 Advances 133,706,769 16,210,161 20,017,232 18,544,592 20,216,872 15,799,084 10,4 83,820 12,221,808 16,292,497 3,920,703 Operating fixed assets 8,726,406 22,082 34,723 238,378 145,056 540,401 754,243 2 76,945 989,987 5,724,591 Deferred tax assets - net 5,017,202 48,528 97,057 145,585 291,170 582,340 582,34 0 3,270,182 assets 10,295,164 1,671,958 1,207,377 2,505,021 777,516 --4,133,292 -

267,320,923 51,188,866 43,538,199 44,861,088 30,358,304 22,744,376 16,950,064 26 ,555,735 20,872,671 10,251,620 LiabilitiesBills payable 3,218,859 3,218,859 ------34,635,904 19,593,709 7,329,479 4,198,881 1,708,968 485,863 484,498 676,131 158, 375 and other accounts 195,315,204 32,046,851 20,266,923 23,871,020 38,511,303 29,36 4,402 12,131,135 14,360,021 22,387,475 2,376,074 Sub-ordinated loans 4,595,395 --198,035 960 201,280 699,720 501,400 2,994,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 13,037,791 3,633,720 1,664,608 623,026 2,258,730 1,041,651 1,946,009 1,870,047 -

250,803,153 58,493,139 29,261,010 28,890,962 42,479,961 31,093,196 15,261,362 17 ,407,599 25,539,850 2,376,074 Net assets 16,517,770 (7,304,273) 14,277,189 15,970,126 (12,121,657) (8,348,820)

1,688,702 9,148,136 (4,667,179) 7,875,546 Share capital 7,309,094 Proposed shares to be issued on amalgamation 28,253 Reserves 7,354,688 Unappropriated profit 1,950,843 16,642,878 Surplus on revaluation of assets (125,108) 16,517,770

Faysal Bank Limited Notes to and Forming Part of the Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities - Based on expected withdrawal pattern 2009 Over one month to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 Assets Cash and balances with treasury banks 8,427,202 3,792,077 1,167,072 511,364 765, 678 228,641 541,401 487,604 459,847 473,518 Balances with other banks 508,795 508,795 -------Lendings to financial institutions 15,017,826 14,242,461 775,365 -----56,531,338 359,262 4,837,592 20,226,602 10,527,738 6,185,049 2,787,572 6,029,723 5,577,800 91,346,001 13,853,009 15,264,526 15,263,227 10,155,982 8,367,495 7,537,862 8,560 ,024 9,482,210 2,861,666 Operating fixed assets 2,787,617 2,926 2,478 4,851 52,635 89,732 520,340 485,806 10,595 1,618,253 Deferred tax assets - net 1,279,918 ------1,279,918 assets 4,966,716 486,196 -2,445,367 811,575 -1,223,578 --

180,865,413 33,244,726 22,047,033 38,451,411 22,313,608 14,870,917 12,610,753 16 ,843,075 15,530,452 4,953,437 Liabilities Bills payable 1,465,451 1,465,451 ------from financial institutions 34,985,766 20,409,351 9,964,136 2,755,673 472,577 41 9,264 305,757 511,070 147,938 and other accounts 123,655,188 27,968,049 25,644,080 10,517,585 16,757,188 4,488 ,642 9,922,531 9,407,208 9,357,999 9,591,906 Sub-ordinated loans 999,200 --200 200 400 400 998,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 6,977,069 1,617,756 250,755 282,153 1,183,144 909,905 867,335 1,866, 021 -

168,082,674 51,460,607 35,858,971 13,555,611 18,413,109 5,818,211 11,096,023 12, 782,299 9,505,937 9,591,906 Net assets 12,782,739 (18,215,881) (13,811,938) 24,895,800 3,900,499 9,052,706 1 ,514,730 4,060,776 6,024,515 (4,638,469)

Share capital 6,090,911 Reserves 4,030,056 Unappropriated profit 1,215,179 11,336,146 Surplus on revaluation of assets 1,446,593 12,782,739

Faysal Bank Limited Notes to and Forming Part of theFinancial Statements For the year ended December 31, 2010 46.8 Operational Risk Operational Risk is the risk of direct or indirect losses resulting from inadequ ate or failed internal processes or systems, human factors, or from external events. The Bank s businesses are dependent on the ability to process a large number of transactions efficiently and accurately. Operational risks and losses origina te from business / operational process failure, IT security failure, natural disasters, dependence on key suppliers, fr aud, service quality compromised, regulatory non-compliance, loss of key staff, and social and environmental impacts. The Operational Risk Management Policy of the Bank is approved by the Board of D irectors. Regular updates on operational risk status is presented before Enterprise Risk Management Committee (ERMC) and Board of Directors through the Board Risk Management Committee (BRMC). The Bank has implemented risk controls and loss mitigation actio ns for curtaili ng operational risk. Each division has processes and systems in place to address operational risks within their area. T hese include key controls and the provision of business continuity plans to protect against major disruptions. The Bank's OR M framework consists of tools such as Risk & Controls Self Assessment, Loss Database and Key Risk Indicators. Material Operational risks are identified in new activities and products through "Other Risk Assessment Procedures (ORAP)". 47. DATE OF AUTHORISATION FOR ISSUE These financial statements were authorised for issue on March 29, 2011 by the Bo ard of Directors of the Bank. 48. NON-ADJUSTING EVENTS AFTER THE BALANCE SHEET DATE There were no appropriations or distributions made after the balance sheet date. 49. GENERAL 49.1 Comparative information has been re-classified, re-arranged or additionally inco rporated in these financial statements, wherever necessary to facilitate comparison and to conform with changes in prese ntation in the current year. Earnings per share for the prior year has been restated consequent to the issue of bonus shares during the current year. 49.2 Figures have been rounded off to the nearest thousand rupees unless other wise s tated. 49.3 Captions as prescribed in BSD circular No. 4 dated February 17, 2006 issued by t he State Bank of Pakistan in respect

of which no amounts are outstanding have not been reproduced in these financial statements except in the statement of financial position and the profit and loss account. President & Ceo Director Director Director Annual Report 2010 Faysal Bank 140 - 141

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Statement showing details of investments in ordinary and preference shares / cer tificates of listed and unlisted companies / modarabas / mutual funds and Term Finance Certificates and bonds as referred to in note 12 to the financial s tatements. 1. Details of investments in listed companies / modarabas / closed end mutual fu nds are as follows: Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values Medium to Long Term Rating certificates of Rs 10 each Rupees 000 Rupees 000 Assigned (where available) Name of company/ modaraba/ mutual fund Equity Investment Instruments 4,006,670 3,994,715 Al-Meezan Mutual Fund+ 35,348 35,263 33,295 26,365 A 1,999,950 1,999,950 NAMCO Balanced Fund 20,000 20,000 8,260 9,440 AM3 25,639 -Dominion Stock Fund Limited*** ---28,042 -Investec Mutual Fund Limited*** ----2,812,895 JS Large Capital Fund -27,888 -12,939 5-Star Modarabas 3,018,500 2,990,000 First Habib Modaraba+ 22,829 22,656 20,224 17,432 AA+ AA+ 100,000 -First Fidelity Leasing Modaraba 288 -174 -BBB 199,568 -I.B.L Modaraba 1st 575 -357 77,000 -Tawakkal Modarba 1st*** ---56,703 -Unicap Modarba 11 -5 101 1,001 First Prudential Modaraba -1 -1 Banks / Financial Services 69,922 -Atlas Bank Limited (Formerly Dawood Bank Limited) 217 -114 1,762,772 1,709,700 Prudential Investment Bank Limited */*** 12,528 12,528 -600,000 -Arif Habib Corporation 15,966 -14,934 100,000 -Arif Habib Investment Limited 1,855 -1,776 -A 15,240 16,024 22,770 43,105 -First Capital Securities Corporation Limited 129 -54 -Investec Securities Limited*** ----Islamic Investment Bank Limited*** ----National Asset Leasing Corporation Limited*** ----

4,100 -National Over Limited*** ----

118,630 -Natover Lease & Refinance Limited ---16,990 Standard Chartered Leasing Limited 49 -48 -AA 3,827,120 -Askari Commercial Bank 74,849 -67,702 -AA 20,000 -Bank Alfalah Limited 230 -224 -AA 8,153,324 -Bank Al Habib Limited 301,407 -295,641 -AA+ 192,962 -Javed Omer Vohra & Company 2,163 -772 85,411 -JS Bank Limited 424 -220 -A -202,834 Habib Bank Limited -25,201 -25,038 AA+ AA+ 10,171,365 2,893,534 The Bank of Punjab 91,420 43,914 99,781 56,424 AA-AA554,621 -Bankers Equity Limited*** ---11,493,620 -Habib Metropolitan Bank Limited 338,034 -333,200 -AA+ 24 -Indus Bank Limited*** ---325 -Industrial Development Bank Limited ---5,730 -Innovative Investment Bank*** ---100,000 -KASB Bank Limited 540 -251 -A120,100 -Mehran Bank Limited*** ---1,000,000 -Silk Bank Limited 3,030 -2,620 -A3,520,045 3,520,050 First Credit & Investment Bank Limited 35,200 35,192 11,475 11,792 A-A 433,477 -National Bank of Pakistan Limited 32,437 -33,300 -AAA 1,114,368 25,008,000 NIB Bank Limited 3,361 166,365 3,287 120,038 AA-AA10,825,02 4 -Soneri Bank Limited 111,421 -89,956 -AAConstruction and Materials 9,700 -Adamjee Floorings Limited*** ----4,964,530 Fauji Cement Limited -39,373 -30,582 9,662 -Buxly Paints Limited 177 -140 852,764 -Pioneer Cement Limited 7,494 -5,774 Balance carried forward 1,111,982 428,381 1,023,584 310,051 *The bank holds more than 10% of investees' capital in Prudential Investment Ban k Limited 17.10% (2009: 17.10%) **Shares / certificates of Rs 5 each ***Delisted companies + Includes 3,994,715 certificates of Al-Meezan Mutual Fund and 2,990,000 certifi cates of First Habib Modaraba classified as strategic investment

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values Medium to Long Term Rating certificates of Rs 10 each Rupees 000 Rupees 000 Assigned (where available) Name of company/ modaraba/ mutual fund Balance brought forward 1,111,982 428,381 1,023,584 310,051 53,197 -Cherat Cement Company Limited 718 -572 10,665 -Dadabhoy Construction Technology Limited 16 -5 3,149 -EMCO Industries Limited 18 -9 280,986 -FECTO Cement Limited 2,891 -2,037 26,900 -Gypsum Corporation Limited*** ---110,411 -Mustehkam Cement Limited 3,292 -1,590 72,100 -Punjab Building*** ---79,089 -Zeal Pak Cement Factory Limited*** ---25,300 -Karachi Pipes Limited*** ---Oil and Gas 22,977 21,825 Pakistan State Oil Limited 6,737 6,463 6,782 6,492 AA+ AA+ 530,350 -Shell Gas LPG 22,111 -17,942 57,375 -Shell Pakistan Limited 11,469 -11,947 41,004 -Attock Petroleum Limited 13,742 -13,717 250,979 -Pakistan Petroleum Limited 54,689 -54,500 310,697 55,213 Pakistan Refinery Limited 23,166 6,500 33,468 6,664 504,529 -Pakistan Oilfields Limited 150,891 -149,320 10,000 114,489 National Refinery Limited 2,751 26,183 2,738 20,244 AAA AAA 289,874 -Mari Gas Company Limited 41,439 -36,226 100,000 1,664,059 Sui Northern Gas Pipelines Limited 2,756 55,857 2,674 41,269 A A AA Fixed Line Telecommunication 11,000,000 7,297,581 Pakistan Telecommunication Company Limited 212,788 155,070 213,620 128,802 14 -Callmate Telips Limited*** ---200,000 -Telecard 516 -442 1,126,362 -Worldcall Telecom 3,613 -3,266 -AElectricity 110,499 -Altern Energy 1,214 -1,109 12,635,679 891,361 Hub Power Company Limited+ 456,821 30,000 472,701 27,703 AA+ AA+ 16,100 -Hyderabad Electric Limited*** ---939,372 939,372 Ideal Energy Limited * 28,161 28,182 9,394 -

1,304,841 -Karachi Electric Supply Company** 2,675 -3,667 766,201 723,000 Kohinoor Energy Limited+ 24,513 23,174 16,688 22,413 40,999 -Kohinoor Power Company Limited 303 -189 6,612,241 -Kot Addu Power Company 275,654 -268,986 -1,000,000 Nishat Power Limited -14,985 -12,730 AA-AA Personal Goods 53,500 -(Colony) Sarhad Textile Limited 27 -21 74,500 -Accord Textile Limited 93 -52 100 -Adamjee Industries Limited*** ---15,223 -Adil Textile Mills Limited*** ---10,416 -Afsar Textile Mills Limited*** ---51,715 -Alif Textile Mills Limited*** ---58,047 -Al-Qaim Textile Mills Limited 100 -87 3,911 -Amazai Textile Mills Limited 2 -3 46,649 -Apex Fabrics Limited*** ---181,000 -Asim Textile Mills Limited 362 -452 34,500 -Awan Textile Mills Limited*** ---34,012 -Ayaz Textile Mills Limited*** ---6,220,000 -Azgard Nine Limited 72,586 -60,085 -SD 10,192 -Bahawalpur Textiles Limited ---60,913 -Bannu Woollen Mills Limited 870 -816 194,773 1,530 Bata Pakistan Limited 163,233 1,426 134,228 1,498 13,667 -Bawany Textile Mills Limited*** ---1,900 -Bleesed Textile Mills Limited 74 -88 5,700 -Central Cotton Mills Limited*** ---12,723 -Crescent Knitware Limited*** ---118,000 -Crescent Spinning Mills Limited*** ---335,070 -Crescent Textile Mills Limited 11,479 -7,948 Balance carried forward 2,703,752 776,221 2,550,953 577,866 *The bank holds more than 10% of investees' capital in Ideal Energy Limited 4% (2009: 11.74%) **Shares / certificates of Rs 5 each ***Delisted companies + Includes 891,361 shares of Hub Power Company Limited and 723,000 shares of Koh inoor Energy Limited classified as strategic investment Annual Report 2010 Faysal Bank 142 - 143 11.7

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / certificates of Rs 10 each Name of company/ modaraba/ mutual fund At Cost Rupees 000 Market Values Rupees 000 Medium to Long Term Rating Assigned (where available) Balance brought forward 2,703,752 776,221 2,550,953 577,866 178,648 127,045 Crown Textile Mills Limited*** 1,239 1,238 -37,584 -Dawood Lawrancepur Limited 2,353 -1,634 3,700 -Fateh Industries Limited 30 -20 7,300 -Fateh Sports Wear Limited 69 -69 3,782 -Fateh Textile Mills Limited 1,362 -427 283 -Fazal Textile Mills Ltd. 128 -113 7,315 -Ghafoor Textile Mills Limited*** ---8,000 -Ghulam Dadabhoy*** --10,500 -Globe Textile Mills Limited 155 -126 55,548 -Gul Ahmed Textile Mills 1,499 -1,624 37,800 -Gulistan Spinning Mills Limited 286 -260 194,400 -Gulshan Spinning Mills Limited 1,439 -1,361 1,500 -Hafiz Textile Mills Limited 24 -28 41,612 -Hakkim Textile Mills Limited 10 -10 9,475 -Harum Tex Limited*** --343,846 -Ibrahim Fibre Limited 12,623 -14,490 -A+ 72,936 -Indus Dyeing Manufacturing Company Limited 14,588 -23,938 -A 1 -Indus Polyester Company Limited*** --18,370 -International Knitwear Limited 255 -165 57,819 -Ishaque Textile Mills Limited 260 -398 26,059 -Itti Textile Mills Limited 25 -23 6,064 -Junaid Cotton Mills Limited*** ---6,056 -Kaiser Art And Kraft Mills Limited*** ---18,050 -Karim Cotton Mills Limited*** ---3,500 -Karim Silk Mills Limited*** ---10,136 -Kohinoor Cotton Textile Limited*** ---29,000 -Kohinoor Industries Limited 74 -46 27,752 -Kohinoor Looms Limited*** ---300,000 -Kohinoor Mills Limited 1,587 -882 84,000 -Kohinoor Spinning Mills Limited 139 -100 117,103 -Kohinoor Sugar Mills Limited 978 -595 413,483 -Kohinoor Textile Mills Limited 3,899 -2,076 259,500 -Maqbool Textile Mills Limited 3,490 -2,232 19,200 -Marr Fabrics Limited*** ---164,753 -Masood Textile Mills Limited 5,766 -3,295 8,500 -Mehr Dastgir Textile Mills Limited 2 -17 19,701 -Mehran Jute Mills Limited*** ---27,594 -Mian Mohammed Sugar Mills Limited*** ---104,400 -Mohd Farooq Textile Mills Limited 158 -144 -

26,022 -Mohib Textile Mills Limited*** --18,780 -Moonlite (Pak) Limited 242 -103 4,400 -National Match Industries Limited --11,600 -Naveed Textile Mills Limited*** ---3,057,189 -Nishat (Chunian) Limited 70,200 -69,459 100,000 160,500 Nishat Mills Limited 6,572 11,564 6,417 11,219 A+ A+ 22,201 -Norrie Textile Mills Limited*** --49,858 -Nusrat Textile Mills Limited*** --58,289 -Olympia Textile Mills Limited 152 -117 2,000,010 -Pakistan Synthetic Limited 18,695 -18,200 288,510 -Paramount Spining Mills Limited 2,897 -3,001 37,500 -Pearl Fabrics Limited*** --117,895 -Premium Textile Mills Limited 2,594 -3,336 9,345 -Punjab Cotton*** ---12,000 -Qayyum Spinning Mills Limited 4 -4 38,000 -Ravi Textile Mills Limited 405 -57 128,500 -Redco Textiles Limited 127 -114 65,321 -Reliance Cotton Spinning Mills Limited 1,828 -2,381 47,250 -Reliance Weaving Mills Limited 481 -430 -BBB+ 99,326 -Ruby Textile Mills Limited 1,067 -497 260,605 -Rupali Polyester Limited 9,642 -9,382 500 -Sadoon Textile Mills Limited ---327,276 -Saif Textile Mills Limited 2,605 -1,473 58,000 -Saitex Spinning Mills Limited*** --40,200 -Sana Industries Limited 1,407 -1,851 19,926 -Sapphire Fibers Limited 2,192 -2,572 Balance carried forward 2,877,300 789,023 2,724,420 589,085 ***Delisted companies

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / certificates of Rs 10 each Name of company/ modaraba/ mutual fund At Cost Rupees 000 Market Values Rupees 000 Medium to Long Term Rating Assigned (where available) Balance brought forward 2,877,300 789,023 2,724,420 589,085 43,000 -Schon Textiles Limited*** --27,000 -Service (Textile) Industries Limited 19 -11 219,268 -Service Fabircs Limited 88 -66 280,564 -Service Industries 77,518 -67,347 76,000 -Shahtaj Textile Mills Limited 1,440 -1,460 12,831 -Shahyar (O.E.) Textile*** --36,200 -Shahyar Textile*** --57,498 -Shams Textile Mills Limited 1,144 -1,437 17,000 -Siftaq Internatioanal Limited 30 -17 12,859 -Sind Fine Textile Mills Limited 77 -102 2,376 -Sunrise Textile Limited*** 78 71,700 -Sunshine Cloth Limited --69,000 -Sunshine Cotton Mills Limited*** 69 -23 5,000 -Suraj Cotton Mills Limited 156 -176 229,000 -Taj Textile Mills Limited 82 -85 7,000 -Tariq Cotton Mills Limited*** --18,734 -Tawakkal Garments Industries Limited*** --19,000 -Tawakkal Limited*** --42,176 -Treet Corporation Limited 2,514 -2,533 -AA601 -United Brands Limited 27 -17 11,000 -Zafar Textile Mills Limited --79,306 -Zahoor Cotton Mills Limited 22 -71 2,567,046 2,500,000 Zahoor Textile Mills Limited*** 2,500 2,500 -156,600 -Zil Limited 9,281 -8,752 Electronic and Electrical Equipment 6,300 -Aslo Electronic Limited*** --9,700 -Greaves Airconditions Limited*** --90,400 -Johnson And Phillips (Pakistan) Limited 1,379 -852 17,700 -Punjab Lamps*** --4 -Refrigerator Manufacturing Limited --Support Services 700,000 -TRG Pakistan 2,945 -2,499 Non Life Insurance 400,000 -Adamjee Insurance Company Limited 35,849 -35,000 -AA 10,000 -EFU General Insurance 456 -440 50 -Union Insurance Company of Pakistan Limited*** --Food Producers 232,077 -Al- Abbas Sugar Mills Limited 21,579 -22,025 -A

1,500 -Charsada Sugar*** --1,000 -Chashma Sugar Mills Limited 10 -12 35,599 -Colony Sugar Mills 392 -115 80,000 -Crescent Sugar Mills and Distillery Limited 515 -540 425,600 -Faran Sugar Mills Limited 8,938 -8,870 7,270 -Fazal Vegetable Ghee Mills Limited 33 -33 617,500 -Habib Sugar Mills Limited*** 17,004 -20,569 400 -Ismail Industries Limited 27 -30 17,389 -JDW Sugar 1,429 -1,543 -A133,364 -Mirpurkhas Sugar Mills Limited 10,134 -6,882 9,500 -Morafco Industries Limited 126 -88 9,084 -Mubarik Dairies Limited 9 -36 580 -Nestle Pakistan 1,363 -1,377 10,000 -Pak Ghee Industries Limited 4 -3 126,839 -Pangrio Sugar Mills Limited 901 -774 173,000 -Sanghar Sugar Mills Limited 2,595 -2,491 382,779 -Shahmurad Sugar Mills Limited 5,608 -4,195 -BBB+ 130,390 -Shahtaj Shugar Mills Limited 12,257 -10,451 1,170,210 -Shakarganj Mills Limited 9,479 -6,471 -D 9,000 -Suraj Ghee Industries Limited 117 -90 8,205 -Unilever Pakistan Limited 35,197 -35,775 23,500 -Uqab Breeding Farms Limited*** ---Balance carried forward 3,140,613 791,523 2,967,756 589,085 ***Delisted companies Annual Report 2010 Faysal Bank 144 - 145

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values certificates of Rs 10 each Rupees 000 Rupees Name of company/ modaraba/ mutual fund Balance brought forward 3,140,613 791,523 2,967,756 589,085 Industrial Engineering 75,363 70,000 Al-Ghazi Tractors ** 18,479 17,607 17,107 16,663 71,635 66,900 Millat Tractors 35,673 23,772 35,802 25,409 43,152 -Bela Engineering Limited*** --97 43,797 -Bolan Casting Limited 1,752 -1,931 113,973 -Hinopak Motors Limited 21,409 -15,032 125,948 -K.S.B. Pumps Company Limited 9,375 -7,571 4,241 -Nowshera Engineering*** ---Automobiles and Parts 16,636 -Honda Atlas Cars Limited 323 -193 24,921 18,358 Indus Motor Company Limited 6,358 3,691 6,292 3,608 4,835 -Agri Auto Industries Limited** 356 -368 46,600 -Atlas Battery Limited 8,819 -8,876 17,333 -Atlas Honda Limited 2,542 -2,166 247,658 -Baluchistan Wheels Limited 7,417 -8,376 16,000 -Data Agro Limited*** ---12,204 -Exide Pakistan Limited 2,481 -2,395 595,017 -General Tyre and Rubber Company of Pakistan Limited 15,192 -13,447 151,317 -Pak Suzuki Motor Company Limited 14,070 -10,565 9,300 -Rex Baren Battery*** ---16,000 -Taga Pakistan Limited*** ---Chemicals 157,230 -BOC Pakistan Limited 20,287 -14,324 22,500 -Adil Polyproplene Limited*** ---7,137,000 -Agritech Limited 213,273 -170,574 252,497 -Clariant Pakistan Limited 45,194 -46,207 1,779,232 -Dawood Hercules Chemicals Limited+ 371,980 -352,928 316,676 -Dewan Salman Fibre Limited 1,083 -947 200,000 -Engro Corporation 39,152 -38,762 1,374,615 1,374,615 Fauji Fertilizer Company Limited+ 100,000 100,000 173,009 14 1,489 3,200,000 -Lotte Pakistan Limited 45,008 -43,840 24 -Polyron Limited*** ---000

24,223 -Sardar Chemical Industries Limited 46 -22 114,947 -Sind Alkalis Limited ---110,942 -Sitara Chemical Industries Limited 19,848 -14,173 72,000 -United Distributors Pakistan Limited 1,549 -726 101,272 -Wah-Nobel Chemicals Limited 5,353 -3,659 -943,584 Sitara Peroxide Limited -22,150 -14,937 Industrial Metals and Mining 516,199 -Crescent Steel & Allied Products Limited 16,080 -14,201 221,580 -Huffaz Seamless Pipe Industries Limited 4,682 -3,459 1,252,967 -International Industries Limited 68,811 -74,990 16,000 -Metropolitan Steel Corporation Limited 213 -106 1,000 -Quality Steel Works Limited 12 -11 Industrial Transportation 169,430 -Pakistan International Container Terminal Limited 12,679 -12,326 244,023 -Pakistan National Shipping Corporation 10,424 -9,261 500 -Pan Islamic Steamship Company Limited*** ---Health Care Equipment and Services 48,000 -Medi Glass Limited 38 -22 Pharma and Bio Tech 321,353 60,800 Abbot Laboatories (Pakistan) Limited 34,020 7,086 35,265 7,370 253,620 -Ferozsons Laboratories Limited 25,954 -22,098 538,033 43,555 Glaxosmithkline (Pakistan) Limited 48,553 4,725 47,449 4,759 68,200 -Highnoon Laboratories Limited 2,244 -1,974 17,114 -Otsuka Pakistan Limited 668 -562 20,722 -Sanofi-Aventis Pakistan Limited 2,942 -2,943 119,000 480,000 Searl Pakistan Limited 7,547 30,463 7,141 29,928 21,238 -Wyeth Pak Limited 25,017 -22,336 Balance carried forward 4,407,516 1,001,017 4,211,289 833,248 **Shares / certificates of Rs 5 each ***Delisted companies Medium to Long Term Rating Assigned (where available) SD AA AA A+ A AA BBB+ BBB

+ Includes 1,131,158 shares of Dawood Hercules Chemicals Limited and 1,374,615 s hares of Fauji Fertilizer Company Limited classified as strategic investment

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 Ordinary shares / certificates of Rs 10 each Name of company/ modaraba/ mutual fund 2010 2009 At Cost Rupees 000 2010 2009 Market Values Rupees 000 2010 2009 Medium to Long Term Rating Assigned (where available) Balance brought forward 4,407,516 1,001,017 4,211,289 833,248 43,9236,90016,900100,000 --Forestry and Paper Adamjee Papers Limited*** Chilya Corr Board Limited*** Pakistan Paper Corporation Security Paper Limited 4,871 ----4,486 --186,315 Beverages Shezan International Limited 24,638 -21,670 51,3843,200 Leisure Goods Grays of Combridge (Pakistan) Limited RCD Ball*** 4,034-2,569-49,000 Media Southern Networks*** ---206,9791,089,43815,000 --

Household Goods Al-Abid Silk Mills LimitedPak Elektron Limited Regal Ceramics Limited*** 4,946 19,120-5,95915,296-A -100,000 Jute Thall Limited ** -10,578 -8,487 255,035 Tobacco Pakistan Tobacco Company 29,366 -28,113 22560,3269,927 30,714 27,48812,145127,0009,0008,013102,50018,40026,00026,50015,50040,459592,353169,148 2,22343,16927,52125770,000 225 --------------------General Industrials / Others VISA Incorporation - Class C SharesDadabhoy Leasing Limited*** Al-Hussainy Industries LimitedArag Industries Limited*** Aswan Tantage Limited*** Baluchistan FoundryBaluchistan Particle Board Limited Casspak Industries Limited*** Dadabhoy Sack Limited*** Fatima Enterprise H.Shaikh M. Hussain*** Hashmi Can Company Limited Kaytex Mills Limited*** Lafayat Industry LimitedMerit Packaging Limited Packages Limited Siemens Pakistan Engineering Company Limited Syed Match Company Limited Tri-Pack Films Limited Turbo Tec Limited*** Pakistan Services LimitedNoon Pakistan Limited 127 1,789 156 76877,514218,525315,410311,163 ------------------1,352 152-1,363172 -99176,183212,028295,2744 12,266 1,671 -----

----------AA A+ 4,809,977 1,011,595 4,599,196 843,406 **Shares / certificates of Rs 5 each ***Delisted companies Annual Report 2010 Faysal Bank 146 - 147

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 2. Details of investments in unlisted companies are as follows Al Hamra Avenue (Private) Limited+ 24,375,000 (2009 : 24,375,000 ) ordinary shares of Rs 10 each The bank holds 15.22% (2009 : 15.22%) of investee s capital. Chief Executive: Mr. Habib Ahmed Break up value per share: Rs. 9.52 (2009: Rs 9.54) Period of financial statements: June 30, 2010 (un-audited) Al Hamra Hills (Private) Limited+ 12,500,000 (2009 : 12,500,000 ) ordinary shares of Rs 10 each The bank holds 14.13% (2009 : 14.13%) of investee s capital. Chief Executive: Mr. Habib Ahmed Break up value per share: Rs. 8.17 (2009: Rs. 9.47) Period of financial statements: June 30, 2010 (audited) DHA Cogen Limited */+ 32,500,000 (2009 : 32,500,000 ) ordinary shares of Rs 10 each ECOTEC CNG 484,562 (2009: Nil) ordinary shares of Rs 10 each First Capital Investment (Private) Limited * 150,000 (2009 : 150,000) ordinary shares of Rs 10 each Himont Chemical (Private) Limited * 810,000 (2009 : 810,000) ordinary shares of Rs 10 each Sukhchayn Gardens (Private) Limited+ 242,785 (2009 : 250,758) ordinary shares of Rs 100 each The bank holds 5.52% (2009: 5.70%) of investee s capital. Chief Executive: Mr. Shujaat Azeem Break up value per share: Rs. 172.61 (2009: 171.39) Period of financial statements: June 30, 2010 (un-audited) Credit Rating Information Services Limited (Bangladesh) * 260,000 (2009: Nil) ordinary shares of Taka 10 each. The bank holds 18.50% (2009: nil) of investee s capital Name of Chief Executive : Mr. Muzaffar Ahmed Break up value per share: Taka 6.43 (2009: Nil) Period of financial statements: December 31, 2004 (audited)

Khushhali Bank Limited 1,500,000 (2009: Nil) ordinary shares of Rs 10 each The bank holds 0.88% (2009: Nil) of investee s capital. Chief Executive: Mr. Muhammad Ghalib Nishtar Break up value of share: Rs. 1.22 (2009: Nil) Period of financial statements: December 31, 2009 (audited) Pakistan Export Finance Guarantee Agency Limited * 568,044 (2009: Nil) ordinary shares of Rs 10 each The bank holds 5.27% (2009: Nil) of investee s capital. Chief Executive: Mr. S.M. Zaeem Break up value of share: Rs. 3.15 (2009: Nil) Period of financial statements: December 31, 2007 (audited) *Fully provided investments+Strategic investments Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 Market Values Medium to Long Term Rating Rupees 000 Assigned (where available) Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable AM4+ AM4+ Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable At Cost Rupees 000

243,750 243,750 125,000 125,000 325,000 325,000 -750 750 1,037 1,037 100,500 103,800 2,452 15,000 5,687 819,176 799,337

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 3. Preference shares Quality of Available for Sale Securities 2010 2009 Name of company Rate 2010 2009 2010 2009 2010 2009 Share of Rs 10 each At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) 2,249,000 2,249,000 Azgard Nine Limited 8.95% Cumulative 22,490 22,490 22,040 22,040 SD A+ 24,430,177 24,394,111 Maple Leaf Cement Factory 9.75% Cumulative 244,099 243,937 103,096 115,872 BB SD Limited Convertible 29 -Charsada Sugar * 6% per annum ---79,998 -Nishat (Chunian) 15% NVCCP 15% Cumulative 1,750 -1,680 20 -Unilever Pakistan Limited * 5% Cumulative ---4,763,000 -Chenab Limited 9.25% p.a. 47,630 --315,969 266,427 126,816 137,912 * Securities having no book value as at December 31, 2010 4. Preference shares Unlisted companies Quality of Available for Sale Securities 2010 2009 Name of company Rate 2010 2009 2010 2009 2010 2009 Share of Rs 10 each At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) 2,500,000 2,500,000 Fazal Cloth Mills (Private) Limited 25,000 25,000 Not Applicable AChief Executive: Mr. Sheikh Naseem Ahmad The bank holds 10% (2009 : 2.5% plus 10.00%) of investee s capital. 6 months KIBOR 7,700,302 7,500,000 Pak Elektron Limited 75,000 75,000 Not Applicable A A Chief Executive: Mr. Naseem Saigol The bank holds 17.13% (2009 : 14.25%) of Class A 9.50% Cumulative preference shares in Convertible investee s capital. Listed companies

12,625,000 Pak Elektron Limited -126,250 Not Applicable A Chief Executive: Mr. Naseem Saigol Class B preference shares of 11% Cumulative investee's capital Convertible 100,000 226,250 5. Details of investments in open ended mutual funds: Quality of Available for Sale Securities 2010 2009 Name of fund 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) Open ended Mutual funds 1,873,887 f) A+(f) 2,107,900 +(f) A(f) 1,003,499 1,000,000 1,873,887 Faysal Income Growth Fund 200,000 200,000 197,227 198,951 A( 2,100,000 Faysal Savings Growth Fund 208,230 207,411 221,646 216,111 A -Faysal Islamic Savings Growth Fund 100,000 -105,327 -Faysal Money Market Fund 100,000 -100,530 -AA+(f)

143,758 -JS KSE 30 Index Fund 3,709 -4,262 281,289 -JS Large Capital Fund + 27,888 -22,849 -5-Star 1,000,000 -PICIC Income Fund 100,000 -100,155 20,356 -First Habib Income Fund 2,043 -2,089 -AA-(f) 20,200 -IGI Income Fund 2,046 -2,037 61,634 -HBL Income Fund 6,064 -6,198 -A(f) 17,800 -AKD Income Fund ** 826 -851 -BBB(f) 1,310,292 1,310,292 Faysal Balanced Growth Fund + 80,374 80,374 99,739 130,033 3 Star 22,771,496 154,923,195 National Investment (Unit) Trust *** 420,009 2,671,422 58 8,211 4,299,119 3-Star 2-Star 5,000,000 -National Investment Trust Income Fund *** 50,000 -52,790 -5,000,000 National Investment Trust Government Bond Fund *** -50,000 -50,668 1,301,189 3,209,207 1,503,911 4,894,882 * Nature of fund has been changed to open ended fund from closed end fund. ** Units of Rs 50 each *** Units of Rs 10 each +Strategic investment Annual Report 2010 Faysal Bank 148 - 149

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 6. Term Finance Certificates - Listed, Secured Al Zamin Leasing Modaraba Limited - Second Tranche Nil (2009: 9,942) certificates of Rs. 5,000 each Mark-up: Minimum 9.5% on PLS Basis (4% above six months KIBOR - Floor 11%) Redemption: Three annual installments commencing May 2008 Maturity: May 2010 Modaraba Management Company: Al Zamin Modaraba Management (Private) Limited Chief Executive Officer of Management Company : Mr. Basheer Ahmed Chowdry Azgard Nine Limited 31,640 (2009: 31,640) certificates of Rs. 5,000 each Mark-up: Different spread over six months KIBOR rate in different years with no floor and cap Redemption: 12 unequal semi annual installments, 20122015: 47% and 2016-2017: 53% of the outstanding amount Maturity: September 2017 Chief Executive Officer: Mr. Ahmad Shaikh Bank Al-Habib Limited - Unsecured 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 1.5% above six months KIBOR,with floor-3.50% & cap-10% Redemption: 0.25% per annum in first 78 months, balance in 3 semi annual installments of 33.25% each starting from 84th month. Maturity: July 2012 Chief Executive Officer: Mr. Abbas D. Habib Jahangir Siddiqui & Company Limited - Fourth Tranche 10,000 (2009: 10,000) certificates of Rs. 5,000 each Mark-up: 2.5% above six months KIBOR floor-6 % per annum; cap-16% per annum Redemption: 0.18% of principal in the first 54 months, remaining 99.82% in equal installments in 60th & 66th month Maturity: May 2012 Chief Executive Officer: Mr. Munaf Ibrahim Trust Leasing & Investment Bank Limited - Second Tranche Nil (2009: 24,450) certificates of Rs. 5,000 each Mark-up: 2% above six months KIBOR rate; with no floor and no cap Redemption: Ten semi annual installments commencing 6 months from

date of issue Maturity: November 2010 Chief Executive Officer: Mr. Humayun Nabi Jan United Bank Limited - First Issue 50,535 (2009: 50,000) certificates of Rs. 5,000 each Mark-up: 8.45% per annum Redemption: 0.25% per annum in first 78 months, balance in 3 semi annual installments of 33.25% each starting from 84th month. Maturity: July 2012 Chief Executive Officer: Mr. Atif R. Bokhari United Bank Limited - Second Issue 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 9.49% per annum Redemption: At maturity Maturity: March 2013 Chief Executive Officer: Mr. Atif R. Bokhari United Bank Limited - Fourth Issue Nil (2009: 50,000) certificates of Rs. 5,000 each Mark-up: For 1 - 5 years, 0.85% above six months KIBOR rate with no floor and ca p. For 6 - 10 years, 1.35% above six months KIBOR rate with no floor and cap. Redemption: At maturity or at the exercise of call option or partial call option . Maturity: February 2018 Chief Executive Officer: Mr. Atif R. Bokhari Financial Receivables Securitization Company Limited 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 2.00% above six months KIBOR rate, floor-8%, cap-16% Redemption: Equal Semi annual installment with a grace period of 1 year Maturity: January 2014 Chief Executive Officer: Mr. Suleman Kanjiyani Balance carried forward Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) -16,901 -14,746 A 118,489 118,489 111,379 118,113 A AA

99,760 99,800 90,615 87,760 AA AA 49,920 49,940 50,149 51,147 AA AA+ -24,450 -23,433 BBB 252,093 249,520 232,990 221,419 AA AA 99,978 99,982 87,603 86,073 AA AA -226,589 -220,304 AA 67,201 82,591 66,468 80,613 A+ A+ 687,441 968,262 639,204 903,608

Faysal Bank Limited Annexure I to the Financial Statements For the year ended December 31, 2010 Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available Balance brought forward 687,441 968,262 639,204 903,608 Telecard Limited 129,053 160,026 123,503 143,615 70,233 (2009 : 70,233) certificates of Rs. 5,000 Mark-up: 3.75% above six months KIBOR rate, with Redemption: Ten unequal semi-annual installments months from the last date of public subscription. Maturity: November 2013 Chief Executive Officer: Mr. Shams ul Afreen Pakistan Mobile Communication Limited 12,480 -12,478 -A+ 3,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 2.85% above six months KIBOR rate, with no floor and no cap Redemption: Six equal semi-annual installments commencing 54th months from the date of issuance. Maturity: May 2013 Chief Executive Officer: Mr. Rashid Khan Askari Bank Limited - Second Issue 14,970 -14,665 -AA3,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 0.3% of the principal amount in the first 90 months and remaining in the 96th month of issue date Maturity: October 2013 Chief Executive Officer: Mr. Muhammad Rafiquddin Mehkari Pak Arab Fertilizers Limited 3,248 -3,150 -AA 691 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 6% semi annually in first 30 months, balance in five stepped-up semi annual installments commencing from the 36th month from the issuance date. Maturity: February 2013 Chief Executive Officer: Fawad Ahmed Mukhtar BBB BBB each no floor and no cap commencing 18

Bank Alfalah Limited - Second Issue 29,931 -29,584 -AA6000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 0.25% semi annually in first 78 months, balance of 33.25% each starting from 84th month. Maturity: November 2012 Chief Executive Officer: Mr. Sirajuddin Aziz 877,123 1,128,288 822,584 1,047,223 7. Term Finance Certificates - Unlisted Dewan Cement Limited (formerly Pakland Cement Limited) 500,000 500,000 Not appli cable D The TFC has not currently been issued. Chief Executive Officer: Mr. Dewan M. Yousuf Farooqui Bank Alfalah Limited - Fourth Issue 199,919 200,000 201,989 -AA AA40,000 (2009: 40,000) certificates of Rs. 5,000 each Mark-up: 2.50% above six months KIBOR rate with no floor and cap Redemption: 0.26% semi annually in first 78 months, balance of 33.25% each starting from 84th month. Maturity: September 2017 Chief Executive Officer: Mr. Sirajuddin Aziz Dewan Sugar Mills Limited 12,495 -Not applicable 10,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: SBP discount rate less 2% p.a. with 6% floor and 12% cap Maturity: June 2008 Chief Executive Officer: Mr. Dewan M. Yousuf Farooqui 712,414 700,000 201,989 8. Details of investment in an Associate: Faysal Asset Management Limited+ 45,000 45,000 Not Applicable AM2-AM3+ 4,500,000 (2009 : 4,500,000) ordinary shares of Rs 10 each The bank holds 30% (2009: 30%) of investee s capital. Chief Executive: Mr. Salman Haider Shaikh Break up value of share: Rs. 17.85 (2009: Rs 17.36) Period of financial statements: December 31, 2010 45,000 45,000 -9. Details of investment in a Subsidiary: Faysal Management Services (Private) Limited+ 108,000 108,000 Not Applicable 1,080,000 (2009 : 1,080,000) ordinary shares of Rs 100 each The bank holds 60% (2009: 60%) of investee s capital. Chief Executive: Mr. Nauman Ansari Break up value of share: Rs 104.55 (2009: Rs. 102.77) Period of financial statements: December 31, 2010 108,000 108,000 -+Strategic investments

Annual Report 2010 Faysal Bank 150 - 151

Faysal Bank Limited Annexure II to the Financial Statements For the year ended December 31, 2010 Statement showing written-off loans or any other financial relief of five hundre d thousand rupees or above provided during the year ended December 31, 2010 as r eferred to in note 13.8 to these financial statements. S. No. Name of borrower Address Name of Individuals/ Partners / Directors / CNIC Father s / Husband s Name Outstanding Liabilities at beginning of the year Principal written-off Interest / Mark-up written-off Others Financial Reliefs provided Total (10+11+12)Principal Interest / Mark-up Others Total (6+7+8) 1 2 3 4 5 6 7 8 9 10 11 12 13 Rupees '000 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25

26 27 28 De-Lucchi Sabina Ahmed Muhammad Iqbal Khokh Nasreen Naeem Muhammad Azeem Mujah Mohammad Aslam Butt Muhammad Husnain Sha Wali Muhammad Khurram Niaz Azeem Waris Khan Chaudhry Ghulam Qama Muhd Islam Munawar Muhd Shahzad Khalid Zeeshan Arshad Tariq Mehmood Altaf Khan Sheikh Mushtaq Ahmed Mirza Muhammad Iqbal Nargis Zahara Syed Muhammad Rizwan Muhammad Junaid Arsh Ikram Sheikh Muhammad Shoaib Ahma Hafiz Aftab Hussain Muhammad Tariq Muhd Naeem Akhter Faraz Sadiq Muhammad Shoaib Ahma 16-B/1 'Sunset Boulevard Phase-2 Dha Karachi House No 523-Amohallah Ghulam Muhdabad Faisalabad H B 14/614 Moh Bakhshu Pura Gujrat House# 291-A-7 Batala Colony Faisalabad House #5 St# 1 Main Bazar Qilaluckhman Singh Ravi Rd54000 House # 147 Askari Colony # 1 Sialkot CanttSialkot 128 E 1 Main Boulevard Gulberg Iii Lahore H # 2/6 Sharif Park Begum Pur Noble GrammarSchool Near Gt Road Uet Lahore H # 33 G Eme Housing Society Multan RoadLahore H No 67 Q Blk 06 P E C H S Nr Ambala Sweets Karachi House # 731 Street #74 G- 10/4 Islamabad P-02Tupu Street Khayaban # 02Madina TownFaisalabad H#194/Xxist#12-B Hasan Abad Townnear GolMasjid Multan H #33 St #21 Bilal Park Samanabad Lahore H# 97 St# 12 F-11/1 Islamabad H# 12 St#21 Swami Nagir Nr Shazo LibertyG.T Rd Lahore H.No. 12-Q, Gulberg Ii, Lahore H.No # 1 St # 2 Peer Rd New Mozang Lahore H # 68-A Shafat Colony Gujjar Khuda MultanCantt Multan 102-C Rehman Pura Colony Nr Residence OfMember Of Ppp Rana Aesh Bahadur Nr Wahda tRd Rehman Pur Chowk 387 D Johar Town Near Shukat Kahnam Cancer Hospital Lahore House#32 Bahadurabad#2 Blk 7/8 Karachi P # 440 St# 2 Gobind Pura Opp ShaukatKhanam Laboratory Gulberg Road Faisalabad House # P-132 St # 4-5 Sohailabad Batala

Colony Faisalabad P-21 St # 6 Gulbahar Colony Satiana RoadNear Umar Masjid Faisalabad House # 6-B-Z 103 Road Khawaja ChowkMadina Town Faisalabad H #301-A-1 R.A Bazar Near F.G Boys HighSchool Rawalpindi P-440 St # 2 Gobind Pura Opp Shaukat KhanamLaboratory Gulberg Rd Faisalabad Sumaira Khalid Qadri 42301-7207614-2 6110189010168 3420103194269 3310057595952 3520014152981 3460328244885 3520284684593 3520236142037 3520222600365 4220186335575 6110132165955 3310048980793 3630202777615 3520014228753 3740197275891 3520225491731 3520212652289 3520225608603 3630272749200 3520226395039 3520223849459 4220140665711 3310044343817 3310056441931 3310045387223 3310010163239 3740504936055 3310044343817 Khalid Mahmood Qadri Muhammad Fausal Anwar Hakeem Muhammad Azam Khokhar Nemat Naeem Rao Mujahid Hussain Rehmat Ali Syed Ali Ahmed Shah Khushi Muhammad Niaz Ahmed Akhtar Khan Kamal Waris Chaudary Nizam-Uddin Chaudhary Ghulam Nabi Shah Muhammad Saqib Arshad Jamal Haji Mohammed Razaq Nawab Khan Sheikh Ferozdin Mirza Nawab Baig Muhammad Kamran Saeed Khan Syed Anayat Hussain Mian Muhammad Arshad Fayaz Ullah Shaikh Sheikh Muhammad Ashraf Chohdry Ejaz Hussain Muhammad Shafi Rasheed Ahmad Toor

Muhammad Sadiq Sheikh Muhammad Ashraf 15,178 506 474 525 162 138 477 327 77 170 264 467 465 450 404 241 8,931 546 956 266 266 119 444 8 454 497 498 488 9,841 13 15 58 11 20 14 24 10 12 11 4 2,472 16 7 9 25 6 36 10 13 7 12

5 19 21 30 18 79 5 9 2 4 2 16 10 43 46 28 37 2 25,019 531 479 544 162 174 565 356 176 189 264 500 475 464 419 247 11,403 578 966 316 321 172 444 14 527 507 513 495 448 421 468 418 433

443 450 459 387 475 421 490 450 480 406 1,340 509 925 364 414 450 450 491 409 499 488 499 9,841 39 38 42 82 73 110 84 102 81 106 90 90 96 98 79 49 90 84 67 77 99 97 87 103 103 99 28 45 28 32 58 64 69 69 36

41 64 14 18 25 24 31 39 80 110 59 25 27 96 18 18 16 9,841 515 504 538 532 564 617 603 630 504 622 575 594 564 603 509 1,340 589 1,054 528 591 586 574 615 592 620 609 614 33,798 12,634 388 46,820 13,487 12,006 1,134 26,627

Faysal Bank Limited Annexure III to the Financial Statements Statement of Financial Position - Islamic Banking As at December 31, 2010 The Bank is Operating 13 Islamic banking branches (2009: 6). ASSETS Cash and balances with treasury banks Balances with and due from financial InstitutionsInvestments Financing and receivables -Murabaha -Ijara -Musharaka -Diminishing Musharaka -Salam -Other Islamic Modes Other assets LIABILITIES Bills payable Due to financial institutionsDeposits and other accounts -Current Accounts -Saving Accounts -Term Deposits -Others -Deposits from financial institutions - remunerative -Deposits from financial institutions - non-remunerative Due to head office Other liabilities NET ASSETS REPRESENTED BY Islamic Banking Fund Reserves Unappropriated profit / (loss) Surplus / (Deficit) on revaluation of assets - net of tax Remuneration to shariah advisor CHARITY FUND Opening balance Charity fund transferred from amalgamated entity Additions during the period Payments / utilization during the period Closing balance 2010 Rs 000

2009 Rs 000 404,534 27,270 47,588 20,159 2,666,067 535,877 1,614,237 21,091 1,809,843 -

471,827 38,665 7,035,187 621,971 9,623 6,601 1,331,527 1,011,063 32,482 1,413,258 81,575 12,288 1,492,313

1,080,500 24,919 5,108 6,375,491 125,766 659,696 496,205 880,000 500,000 (225,003) (943) 654,997 499,057 4,699 (2,852) 659,696 496,205 3,503 1,750 (304) 371 67

Annual Report 2010 Faysal Bank 152 - 153

Faysal Bank Limited Annexure III to the Financial Statements Profit and Loss Account - Islamic Banking For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 Profit / return earned on financing and investments 419,546 16,423 Profit / return expensed 225,972 777 Net spread earned 193,574 15,646 Provision against non-performing financings 6,493 Provision against consumer financings -Provision for diminution in the value of investments -Bad debts written off directly (1) 6,492 Income after provisions 187,082 15,646 Other Income Fee, commission and brokerage income 3,011 40 Dividend income -Income from dealing in foreign currencies 60 Capital gain on sale of securities 563 Unrealized gain / (loss) on revaluation of investments classified as held for trading -Othe r income (1,249) Total other income 2,385 40 189,467 15,686 Other expenses Administrative expenses 139,836 16,629 Other provision / write-offs -Other charges* 273,691 Total other expenses 413,527 16,629 (224,060) (943) Extraordinary items / unusual items -Profit / (Loss) for the year (224,060) (943) * Includes loss amounting to Rs 266.862 million arising on amalgamation.

Shariah Advisor's Report 2010 Alhamdulillah Faysal Bank Ltd operated with ten Stand-Alone Islamic Banking Bran ches (IBBs) during the year 2010. Further during last quarter three more branches along with eight windows were ad ded with amalgamation of Royal Bank of Scotland (RBS) with Faysal Bank Limited (FBL). After examining on test check basis, each class of transaction, the relevant doc umentation and procedures adopted by Islamic Banking Branches/Division of Faysal Bank Ltd. (IBB-FBL) for the year ended December 31, 2010. I opine that: 1. as per Shariah requirements, special care has been taken to ensure that the affa irs of IBBs of FBL are managed separately from the conventional Bank and have been carried out in accordance wi th rules and principles of Shariah SBP regulations and guidelines related to Shariah compliance and other rules as well as specific fatawas and rulings issued by me. 2. the allocation of funds, weightages, profit sharing ratios, profits and charging of losses (if any) relating to PLS accounts confor m to the basis vetted by me in accordance with Shariah rules and principles. 3. there were no earnings that have been realized from any source prohibited in Sha riah and therefore there is no amount to be spent in charity. 4. for Ex RBS branches & windows Mufti Mohib ul Haq Siddiqui Ex RBS Shariah Advisor had Issued a clean report without any concerns stating that all affairs of the Islamic Banking Division of Ex RBS were in accordance of Shariah principles, SBP regulations and guidelines related to Shariah compliance. May Allah bless and guide us to practice in Islamic Banking in t he right earnes t and pardon our mistakes. (Amen) Mufti Abu Baker Siddiq Shariah Advisor Karachi: March 29, 2011 Annual Report 2010 Faysal Bank 154 - 155

The will to go beyond The will to go beyondThe will to go beyond bridging all the gaps in between bridging all the gaps in betweenbridging all the gaps in between

Consolidated Directors' Report for the year ended December 31, 2010 On behalf of the Board of Directors, I am pleased to (Private) Limited (FMSL). D uring the year the board of present audited consolidated Annual Financial Statements directors of FMSL has r esolved to initiate voluntary winding of Faysal Bank Limited for the year ended December 31, up proceedings under the Companies Ordinance, 1984. 2010. Financial highlights of the Group for the year under review The Group consists of Faysal Bank Limited as the holding are given below:company and its subsidiary Faysal Management Services Financial Highlights 2010 2009 Rs. in million Operating profit 3,032 3,513 Provision for non performing advances (1,915) (1,940) Provision for diminution in value of investments (287) (252) (2,202) (2,192) Profit before tax 830 1,321 Reversal / (Charge) of Provision for taxation 363 (108) Profit after tax 1,193 1,213 Net profit after tax from discontinued operation 6 1,199 1,213 Minority Interest 4 6 Profit after tax attributable to equity holders 1,195 1,207 Un-appropriated profit brought forward 1,252 1,079 2,447 2,286 Amounts recognized directly in equity: Reversal of deferred tax liability 765 3,212 2,286 Appropriations: Transfer of capital market reserve to un-appropriated profit 390 Issue of bonus shares - September '10 @ 20% (1,218) Transfer to statutory reserve (391) (240) Issue of bonus shares - December '08 @ 15% -(794) (1,219) (1,034) Un-appropriated Profit carried forward 1,993 1,252 Earning per share - Rupees 1.64 1.66 The operations of The Royal Bank of Scotland Limited (RBS Pakistan) were merged with Faysal Bank Limited w .e.f. December 31, 2010. As such the balance sheet figures include assets and liabilities transferred from RBS Pakistan amounting to Rs. 88.1 billion and Rs. 79.8 billion respectively. Further profit and loss statement includes FBL's share of post acquisition loss of RBS from October 16, to December 31, 2010 amounting to Rs. 8 million. Equity of the merged entity at year end was Rs. 16.6 billion as compared to Rs. 11.4 billion last year. The increase in mainly attributable to recognition of bargain purchase gain

on acquisition of RBS Pakistan amounting to Rs. 3.3 billion. Despite difficult economic environment, the bank was able to maintain its profitability level. Net markup income showed a growth of Rs. 784 million i.e. 15.7%, whereas non markup income grew by Rs. 1.2 billion or 42.8%. Operational expenses showed a growth of Rs. 2.4 billion mainly in the areas of HR and branch operations. Provisions for non performing loans remained at the last year's level however 2010 provision figures include provision of Rs. 546 million on subjective basis. Annual Report 2010 Faysal Bank 156 - 157

Profit after tax at Rs. 1,198 million was very close to the Corporate Governance : last year's figure of Rs. 1,212 million. In addition to the above the following items were taken directly to equity: Rs. 765 million being reversal of deferred tax liability relating to lease financing Gain on bargain purchase amounting to Rs. 3.3 billion which included intangibles of Rs. 1.66 billion and negative goodwill of Rs. 1.64 billion. Credit Rating of the Holding Company: JCR-VIS Credit Rating Company Limited (JCR) and Pakistan Credit Rating Agency Limited (PACRA) have re-affirmed the following entity ratings as on June 30, 2010: Long-Term AA Short-Term A1+ During 2010, negative outlook previously assigned to the ratings was removed by both the agencies. However, the ratings were placed on 'Ratings Watch - Developing' status and 'Rating Watch' by JCR and P ACRA respectively in view of the acquisition of The Royal Bank of Scotland Limited. Subsequent to the year end, in view acquisition and merger of the Royal 'Ratings Watch - Developing' status and 'Stable' outlook is assigned to of the successful Bank of Scotland, the has been removed the ratings.

Definitions of JCR-VIS for the assigned ratings are reproduced below: AA: High credit quality. Protection factors are strong. Risk is modest but may vary slightly from time to time because of economic conditions. A1+: High certainty of timely payment. Short term liquidity including internal operating factors and/or access to alternative sources of funds; is outstanding and safety is just below risk free Gover nment of Pakistan shor t-term obligations. Definitions of PACRA for the assigned rating are reproduced below: AA: Very high credit quality. AA rating denotes a very low expectation of credit risk. It indicates ver y strong capacity for timely payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events. A1+: Obligations supported by the highest capacity for timely repayment.

i. The Group has implemented the requirements of the Code of Corporate Governance (the Code) relevant to the year ended December 31, 2010. A prescribed statement by the management along with the auditor's review report thereon forms part of this Annual Report. ii. Statement under clause xix of the code: a. The financial statements prepared by the management of the Group present fairly the state of affairs and the results of its operations; b. Proper books of account of the Group have been maintained; c. Appropriate accounting policies have consistently been applied in preparation of the financial statements except for the change as mentioned in note 3.5 to the financial statements and accounting estimates are based on reasonable and prudent judgment; d. Approved accounting standards, as applicable to banks in Pakistan, have been followed in preparation of financial statements; e. The system of internal control is sound in design and has been appropriately implemented and monitored. Measures are being considered to further strengthen it; f. There are no doubts about the holding company continuing as a going concern; g. There has been no material departure from the best practices of corporate governance as detailed in the listing regulations; h. Summarized key operating and financial data of the last six years is tabulated on the initial pages of this Annual Report; i. The value of investment of provident and gratuity funds are Rs. 539 million and Rs. 228 million respectively as per the unaudited financial statements; j. Details of Board Meetings held and attended by the directors' for m par t of this Annual Repor t; k. The prescribed pattern of shareholding is given as part of this Annual Report. Movement in the directors' shareholding, if any, is disclosed in the footnote to the pattern of shareholding.

Acknowledgement: I would like to take this opportunity to thank on behalf of the Board and Management of the bank the shareholders for the trust they have reposed in the Group. I am also grateful to the State Bank of Pakistan and Securities and Exchange Commission of Pakistan for their continued support and guidance and the customers for their patronage. I would also like to express sincere appreciation for the employees of the Group for their dedication and hard work. On behalf of the Board of Directors President & CEO Naved A. Khan Karachi Dated: March 29, 2011 Annual Report 2010 Faysal Bank 158 - 159

Auditors' Report to the Members We have audited the annexed consolidated financial statements comprising consoli dated statement of financial position of Faysal Bank Limited (the Holding Company) and its subsidiar y company, Faysal Management Ser vices (Private) Limited, as at December 31, 2010 and the related consolidated profit and loss ac count, consolidated statement of comprehensive income, consolidated cash flow statement and consolidated statemen t of changes in equity together with the notes forming part thereof (here-in-after referred to as the 'consolida ted financial statements'), for the year then ended. These consolidated financial statements include un-audite d certified ret urns from the branches of the Holding Company, except for twenty one branches, which have been audited by us. We have also expressed a separate opinion on the separate financial statements of the Holding Company which incorporate th e balances as at December 31, 2010 and results of operations for the period from October 15, 2010 (acquisition date) to December 31, 2010 of the Royal Bank of Scotland Limited (amalgamated with and into the bank with effe ct from close of business on December 31, 2010) which have been audited by another firm of Chartered Accountants, whos e report has been furnished to us and our opinion in so far as it relates to the amounts included for the Royal Bank of Scotland Limited is based solely on the report of such other auditors. The financial statements of Faysal Managem ent Ser vices (Private) Limited were audited by another firm of Chartered Accountants and our opinion in so far as it relates to the amounts included for such company, is based solely on the repor t of such auditors. The details of mo dification in the audit repor t on the financial statements of Faysal Management Services (Private) Limited is disclose d in note 48 to the financial statements. These consolidated financial statements are the responsibility of the Holding Co mpany's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with the auditing standards as applicable i n Pakistan. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of any material misstatement. An audit includes examining, on a test basis, evidenc e supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting pol icies and significant estimates made by the management, as well as, evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the consolidated financial statements present fairly the financi al position of Faysal Bank Limited and its subsidiary company as at December 31, 2010 and the results of their operations, their comprehensive loss, their cash flows and changes in equity for the year then ended in accordance with the appro ved accounting standards as applicable in Pakistan.

Other matter The consolidated financial statements of Faysal Bank Limited and its subsidiary company for the year ended December 31, 2009 were audited by another firm of Chartered Accountants who had expressed an unqualified opinion thereon vide their report dated February 23, 2010. Chartered Accountants Engagement Partner: Salman Hussain Dated: April 6, 2011 Karachi

Faysal Bank Limited and its Subsidiary Company Consolidated Statement of Financial Position As at December 31, 2010 Note 2010 Rs 000 2009 Rs 000 ASSETS Cash and balances with treasury banks 9 17,428,924 8,427,202 Balances with other banks 10 5,727,909 508,795 Lendings to financial institutions 11 -15,017,826 Investments 12 86,345,801 56,459,447 Advances 13 133,706,769 91,346,001 Fixed assets 14 8,726,406 2,787,617 Deferred tax assets - net 15 5,017,202 1,278,849 Other assets - net (including assets amounting to Rs 189,960 thousand classified as held for distribution to owners) 16 10,486,839 4,966,716 267,439,850 180,792,453 LIABILITIES Bills payable 17 3,218,859 1,465,451 Borrowings 18 34,635,904 34,985,766 Deposits and other accounts 19 195,315,204 123,469,683 Sub-ordinated loans 20 4,595,395 999,200 Liabilities against assets subject to finance lease -Deferred tax liabilities - net -Other liabilities (including liabilities amounting to Rs 1,778 thousand 21 13,039,569 6,979,304 classified as held for distribution to owners) 250,804,931 167,899,404 NET ASSETS 16,634,919 12,893,049 REPRESENTED BY Share capital 22 7,309,094 6,090,911 Proposed shares to be issued on amalgamation 28,253 Reserves 23 7,354,688 4,030,056 Unappropriated profit 1,992,719 1,252,180 16,684,754 11,373,147 Non-controlling interest 75,273 73,309 16,760,027 11,446,456 (Deficit) / surplus on revaluation of assets 24 (125,108) 1,446,593 16,634,919 12,893,049 CONTINGENCIES AND COMMITMENTS 25 The annexed notes 1 to 51 and Annexures I to III form an integral part of these consolidated financial statements. DirectorDirectorDirectorPresident & Ceo

Annual Report 2010 Faysal Bank 160 - 161

Faysal Bank Limited and its Subsidiary Company Consolidated Profit and Loss Account For the year ended December 31, 2010 Note 2010 2009 Rs 000 Rs 000 CONTINUING OPERATIONS Mark-up / return / interest earned Mark-up / return / interest expensed Net mark-up / interest income28 29 19,722,40913,923,287 5,799,122 16,957,875 11,946,579 5,011,296 Provision against non-performing loans and advances - net Reversal of provision for consumer loans - general Provision for diminution in the value of investments - net Bad debts written off directly Net mark-up / interest income after provisions 13.413.512.313.7 1,906,379 (89,730) 287,255 97,920 2,201,8243,597,298 1,966,414 (26,723) 252,192 2,191,883 2,819,413 Non mark-up / interest income Fee, commission and brokerage incomeDividend incomeIncome from dealing in foreig n currencies Gain on sale of securities Unrealised gain / (loss) on revaluation of investments classified as held for tr adingOther income Total non mark-up / interest incomeNon mark-up / interest expenses Administrative expenses Other provisions / (reversals) - net Other charges Total non mark-up / interest expensesShare of profit of associate Extraordinary / unusual itemsProfit before taxation from continuing operations30 313216.33312.7 1,141,721 325,891519,048 1,339,818 67,967 613,308 4,007,753 7,605,051 6,653,046 61,777 68,819 6,783,642 821,409

8,143 829,552 885,124 659,556 400,477 824,621 (45,674) 80,591 2,804,695 5,624,108 4,285,459 (6,444) 33,029 4,312,044 1,312,064 7,979 1,320,043 Taxation - Current - Prior years - Deferred Profit after taxation from continuing operationsNet profit after taxation from d iscontinued operations Profit after taxation attributable to: Equity holders of the parent Non-controlling interest34343426.2 239,300 191,736 (794,262) (363,226) 1,192,7786,057 1,198,835 1,195,204 3,6311,198,835 1,164,420 2,823,492 (3,880,396) 107,516 1,212,527 1,212,527 1,207,345 5,182 1,212,527 Rupees Rupees Earnings per share from continuing operations 35 1.63 1.66 Earnings per share from discontinued operations 35 0.01 Earnings per share for the year 35 1.64 1.66 The annexed notes 1 to 51 and Annexures I to III form an integral part of these consolidated financial statements. DirectorDirectorDirectorPresident & Ceo

2010 Rs 000 Faysal Bank Limited and its Subsidiary Company Consolidated Statement of Comprehensive IncomeFor the year ended December 31, 2010 2009 Rs 000 Profit for the year 1,198,835 1,212,527 Components of comprehensive income not reflected in equity (Deficit) / Surplus on revaluation of available for sale securities (1,737,877) 927,792 Deferred tax asset / (liability) on revaluation of available for sale securities 166,176 (117,320) (1,571,701) 810,472 Total comprehensive income for the year (372,866) 2,022,999 Comprehensive income attributable to: Equity holders of the parent (376,347) 2,017,817 Non-controlling interest 3,481 5,182 (372,866) 2,022,999 The annexed notes 1 to 51 and Annexures I to III form an integral part of these consolidated financial statements. DirectorDirectorDirectorPresident & Ceo Annual Report 2010 Faysal Bank 162 - 163

Faysal Bank Limited and its Subsidiary Company Consolidated Cash Flow Statement For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 CASH FLOW FROM OPERATING ACTIVITIES Profit before taxation 835,609 1,320,043 Less: dividend income (325,891) (659,556) 509,718 660,487 Adjustments for: Depreciation 660,631 513,839 Amortisation 157,251 96,838 Workers Welfare Fund 16,879 Provision against non-performing loans and advances - net 1,906,379 1,966,414 Reversal of provision for consumer loans - general (89,730) (26,723) Provision for diminution in value of investments 287,255 252,192 Other provisions / (reversals) - net 61,777 (6,444) Unrealised (gain) / loss on revaluation of investments classified as held for tr ading (67,967) 45,674 Net profit on sale of property and equipment (28,710) (5,788) Fixed assets written off 21,803 Bad debts written off directly 97,920 Finance charges on leased assets -22 3,023,488 2,836,024 3,533,206 3,496,511 (Increase) / decrease in operating assets Lendings to financial institutions 16,237,901 (11,856,425) Held for trading securities (2,087,123) (1,410,590) Advances (6,910,195) (9,773,624) Other assets (excluding advance taxation) (764,954) (1,673,046) 6,475,629 (24,713,685) Increase / (decrease) in operating liabilities Bills payable 643,390 (71,066) Borrowings (4,567,400) 21,958,298 Deposits and other accounts 4,198,411 20,877,210 Other liabilities (excluding current taxation) 665,012 132,902 939,413 42,897,344 10,948,248 21,680,170 Income tax paid (2,237,565) (3,783,072) Net cash generated from operating activities 8,710,683 17,897,098 CASH FLOW FROM INVESTING ACTIVITIES Net investment in available for sale securities 483,686 (23,596,281)

Net investment in held to maturity securities (935,365) 5,250,017 Net cash inflow on acquisition 2,743,998 Dividends received 301,089 636,831 Investment in operating fixed assets (542,870) (782,371) Proceeds realised on disposal of operating fixed assets 175,841 36,843 Net cash generated from / (used in) investing activities 2,226,379 (18,454,961) CASH FLOW FROM FINANCING ACTIVITIES Payments of sub-ordinated loan 2,999,600 (400) Payments of lease obligations -(4,125) Dividend paid to non-controlling interest -(5,579) Dividends paid (683) (340) Net cash generated from / (used in) financing activities 2,998,917 (10,444) Increase / (decrease) in cash and cash equivalents 13,935,979 (568,307) Cash and cash equivalents at beginning of the year 9,214,447 9,782,754 Cash and cash equivalents at end of the year 36 23,150,426 9,214,447 The annexed notes 1 to 51 and Annexures I to III form an integral part of these consolidated financial statements. DirectorDirectorDirectorPresident & Ceo

Faysal Bank Limited and its Subsidiary Company Consolidated Statement of Changes In Equity For the year ended December 31, 2010 Share Proposed Reserves Unappropriated profitNoncontrolling interest Total Capital Revenue Totalcapitalshares to be issued on amalgamation Reserve for issue of bonus sharesNonDistributable Capital Reserve gain on bargain purchase Reserve arising on amalgamation Statutory reserve Capital market reserve Rupees '000 Balance as at January 1, 2009 5,296,445 ----3,400,481 389,542 3,790,023 1,079,33 3 73,706 10,239,507 Transfer to reserve for issue of bonus shares --794,466 ----794,466 (794,466) -Bonus shares issued 794,466 -(794,466) ----(794,466) --Profit after tax for the year ended December 31, 2009 --------1,207,346 5,182 1,212,528 Transfer to statutory reserve -----240,033 -240,033 (240,033) -Dividend paid ---------(5,579) (5,579) Balance as at December 31, 2009 6,090,911 ----3,640,514 389,542 4,030,056 1,252,180 73,309 11, 446,456 Reversal of deferred tax liability on leased assets relating to prior years - note 15.1 -------765,052 -765,052 Balance as at January 1, 2010 6,090,911 ----3,640,514 389,542 4,030,056 2,017,23 2 73,309 12,211,508 Transfer to reserve for issue of bonus shares --1,218,183 ----1,218,183 (1,218,183) -Bonus shares issued 1,218,183 -(1,218,183) ----(1,218,183) --Transfer

to unappropriated profit ------(389,542) (389,542) 389,542 -Noncontrolling interest acquired on acquisition of RBS ( note 8) ---------52,561 52,561 Profit after tax for the year ended December 31, 2010 --------1,195,204 3,631 1,198,835 Gain on bargain purchase notes 8.2 and 8.4 ---3,299,146 ---3,299,146 --3,299,146 Share of deficit of revaluation of assets of non-controlling interest ---------(220) (220) Acquisition of non-controlling interest on amalgamation (note 8.5) -28,253 --23,952 --23,952 -(52,205) Transfer to statutory reserve (note 23.1) ----391,076 -391,076 (391,076) -Surplus on securities transferred to non - controlling interest ---------70 70 Dividend attributable to non controlling interest ---------(1,873) (1,873) Balance as at December 31, 2010 7,309,094 28,253 -3,299,146 23,952 4,031,590 -7,354,688 1,992, 719 75,273 16,760,027 The annexed notes 1 to 51 and Annexures I to III form an integral part of these consolidated financial statements. DirectorDirectorDirectorPresident & Ceo Annual Report 2010 Faysal Bank 164 - 165

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 1. STATUS AND NATURE OF BUSINESS 1.1 The Group consists of following entities: Holding Company Faysal Bank Limited (FBL, the Holding Company) The Holding Company was incorporated in Pakistan on October 3, 1994 as a public limited company under the Companies Ordinance, 1984. Its shares are listed on Karachi, Lahore and Islamaba d Stock Exchanges. The Holding Company is engaged in Corporate, Commercial and Consumer banking activities. The Holding Company has a network of 226 branches (2009: 133); including 13 Islamic banking branches (2009: 6); an d operates 2 sub-branches (2009: Nil). The Registered Office of the Holding Company is located at Faysal House, ST-02, Shahra-e-Faisal, Karachi. Ithmaar Bank B.S.C., a Bahrain based retail bank, is the parent company of the G roup, holding, directly and indirectly through subsidiaries 66.94% of the shareholding of the Holding Company. Dar Al-M aal Al-Islami Trust (DMI), (ultimate parent of the Holding Company) is the holding company of Ithmaar Bank B.S.C. The DMI group owns and operates an international network of islamic banks and investment and insurance companies. Subsidiary Faysal Management Services (Private) Limited (shareholding - 60.00%) Faysal Management Services (Private) Limited (FMSL) is a company formed under th e Companies Ordinance, 1984 as a private limited company to float and manage modarabas under the Modaraba Compa nies and Modaraba (Floatation and Control) Ordinance 1980. During the year, the Board of Directors of FMSL have decided to voluntary wind u p the company and accordingly, they have resolved to initiate proceedings of voluntary wind up by the members of FMS L under the Companies Ordinance 1984 (the Ordinance). Therefore the assets and liabilities of FMSL have been cla ssified as non-current assets held for distribution to owners as per the requirements of IFRS 5 as more fully explained in note 26 to these consolidated financial statements. 1.2 During the year the Holding Company had acquired the Pakistan operations of The

Royal Bank of Scotland Limited. Consequent to this acquisition and under the scheme of amalgamation approved by the shareholders and the State Bank of Pakistan, the operations have been amalgamated and vested into the Holding Co mpany with effect from the close of business on December 31, 2010. The detailed disclosure relating to this transact ion is given in note 8 to these consolidated financial statements. 1.3 Based on the financial statements of the Holding Company for the year ended Dece mber 31, 2009, the Pakistan Credit Rating Agency Limited (PACRA) and JCR - VIS Credit Rating Company Limited have d etermined the Holding Company's long-term rating as 'AA' and the short term rating as 'A1+'. 2 BASIS OF PRESENTATION 2.1 In accordance with the directives of the Federal Government regarding the shifti ng of the banking system to Islamic modes, the State Bank of Pakistan (SBP) has issued various circulars from time to time. Permissible forms of trade related modes of financing include purchase of goods by banks from their customers and immediate resale to them at appropriate mark-up in price on deferred payment basis. The purchases and sales arising under these arrangements are not reflected in these consolidated financial statements as such but are restricted to the amount of fa cility actually utilised and the appropriate portion of mark-up thereon.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 The financial results of the Islamic banking these financial statements for reporting purposes only. Inter branch transactions and ccordance with the directives issued by the SBP, the statement of financial position mic banking branches are disclosed in Annexure III to these consolidated financial branches have been consolidated in balances have been eliminated. In a and profit and loss account of isla statements.

2.2 Basis of consolidation The consolidated financial statements include the financial statements of Faysal Bank Limited - the Holding Company and its subsidiary company - "the Group". -Subsidiary companies are consolidated from the date on which more than 50% of v oting rights are transferred to the Group or power to control the company is established and are excluded from conso lidation from the date of disposal. -The assets and liabilities of subsidiary companies have been consolidated on a line by line basis and the carrying value of investments held by the Bank is eliminated against the subsidiaries' sh are capital and pre-acquisition reserves in the consolidated financial statements. -Non-controlling interests are that part of the net results of operations and of net assets of subsidiary companies attributable to interests which are not owned by the Holding Company. -Material intra-group balances and transactions have been eliminated. 3 STATEMENT OF COMPLIANCE 3.1 These financial statements have been prepared in accordance with approved accoun ting standards as applicable in Pakistan. Approved accounting standards comprise of such International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board as are notified under the Companies Ordinance, 1984, and Islamic Financial Accounting Standards (IFAS) issued by the Institute of Chartered Accountants of Pakistan and notified by the Securities and Exchange Commission of Pakistan (SECP), the requirements of the Companies Ordina nce, 1984, the Banking Companies Ordinance, 1962, or the directives issued by the SECP and the State Bank of Paki stan (SBP). Wherever the requirements of the Companies Ordinance, 1984, Banking Companies Ordinance, 1962 or the direc tives issued by the SECP and SBP differ with the requirements of IFRS, the requirements of the Companies Ordi nance, 1984, the Banking Companies

Ordinance, 1962 or the requirements of the said directives issued by the SECP an d SBP shall prevail. 3.2 The SBP has deferred the applicability of International Accounting Standard (IAS ) 39, 'Financial Instruments: Recognition and Measurement' and International Accounting Standard (IAS) 40, 'Investment Pro perty' for Banking Companies through BSD Circular Letter No. 10 dated August 26, 2002 till further instructions. Furt her, the SECP has deferred the applicability of International Financial Reporting Standard (IFRS) 7, ' Financial Instruments: Disclosures' through its notification S.R.O. 411(I)/2008 dated April 28, 2008. Accordingly, the requirements of these standar ds have not been considered in the preparation of these consolidated financial statements. However, investments hav e been classified and valued in accordance with the requirements prescribed by the SBP through various circulars. 3.3 IFRS 8, 'Operating Segments' is effective for the Group's accounting period begi nning on or after January 1, 2009. All banking companies in Pakistan are required to prepare their annual financial sta tements in line with the format prescribed under BSD Circular No. 4 dated February 17, 2006, 'Revised Forms of Annual Finan cial Statements', effective from the accounting year ended December 31, 2006. The management of the Group believes th at as the SBP has defined the segment categorisation in the above mentioned circular, the SBP requirements pre vail over the requirements specified in IFRS 8. Accordingly, segment information disclosed in these consolidated financi al statements is based on the requirements laid down by SBP. Annual Report 2010 Faysal Bank 166 - 167

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 3.4 SBP vide its BSD Circular No. 07 dated April 20, 2010 has clarified that for the purpose of preparation of financial statements in accordance with International Accounting Standard - 1 (Revised), ' Presentation of Financial Statements', two statement approach shall be adopted i.e. separate 'Profit and Loss Account' and 'Statement of Comprehensive Income' shall be presented, and Balance Sheet shall be renamed as 'Statement of Financia l Position'. Furthermore, the Surplus / (Deficit) on Revaluation of Available for sale (AFS) Securities only, may be inc luded in the 'Statement of Comprehensive Income'. However it should continue to be shown separately in the Statement of F inancial Position below equity. Accordingly, the above requirements have been adopted in the preparation of these consolidate d financial statements. 3.5 Changes in accounting policies and disclosures - Standards, interpretations and amendments to published approved accounting standards that are effective in the current year i That have an impact on the Group's consolidated financial statements (a) IFRS 3 (revised), Business combinations , and consequential amendments to IAS 2 7, Consolidated and separate financial statements , IAS 28, Investments in associates , and IAS 31, Interests in jo int ventures , are effective prospectively to business combinations for which the acquisition date is on or a fter the beginning of the first annual reporting period beginning on or after July 1, 2009. The revised standard continues to apply the acquisition method to business combi nations but with some significant changes compared with IFRS 3. For example, all payments to purchase a business a re recorded at fair value at the acquisition date, with contingent payments classified as debt subsequently r emeasured through the statement of comprehensive income. There is a choice on an acquisition-by-acquisition basi s to measure the non-controlling interest in the acquiree either at fair value or at the non-controlling interest s proportionate share of the acquiree s net assets. All acquisition-related costs are to be expensed as per the requirem ents of the revised IFRS 3 . The revised standard was applied to the acquisition of the controlling interest in Royal Bank of Scotland (RBS) on October 15, 2010. Acquisition-related costs of Rs 38.957 million have been recog nised in the profit and loss account, which previously would have been included in the consideration for the business combination. The Group has chosen to recognise the non-controlling interest at the proportionate share of net assets of RBS of Rs 52 million rather than at its fair value. Detailed disclosures in respect of the business c ombination are presented in note 8 to

these consolidated financial statements. The application of revised IFRS 3 have had no impact on profit and loss account of the Group if the bargain purchase gain would have also recognised in the profit and loss account as required under IFRS 3. However, consequent to the decision e SBP, the bargain purchase gain has been credited to equity. As required under IFRS 3 the acquisition amounting to Rs. 38.957 million has been charged to the profit and loss account.

would been of th cost

ii That do not have an impact on the Group's consolidated financial statements The following new and amended standards and interpretations have been published and are mandatory for the first time for the financial year beginning January 1, 2010: (a) IAS 1 (amendment), Presentation of financial statements . The amendment clarifi es that the potential settlement of a liability by the issue of equity is not relevant to its classification as curr ent or non current. By amending the definition of current liability, the amendment permits a liability to be classified as noncurrent (provided that the entity has an unconditional right to defer settlement by transfer of cash or other assets for at least 12 months after the accounting period) notwithstanding the fact that the entity could be required by the counte rparty to settle in shares at any time. The management of the Group believes that presently this amendment does not have any impact on the Group's consolidated financial statements. (b) IAS 7 (amendment), 'Statement of Cash Flows' (effective from January 1, 2010 ). The amendment requires that only expenditures that result in a recognised asset in the statement of financial pos ition can be classified as investing activities. The management of the Group believes that presently this amendment d oes not have any impact on the Group's consolidated financial statements.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 (c) IAS 27 (revised), Consolidated and Separate Financial Statements applicable for fi nancial years beginning on or after July 1, 2009 requires the effects of all transactions with non-controll ing interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains and losses. The standard also specifies the accounting when control is lost; any remaining inter est in the entity is re-measured to fair value, and a gain or loss is recognised in the profit and loss account. The standard also requires that the profit or loss and each component of other comprehensive income is attributable to the equity holders of the parent entity and to the minority interest (referred to as non-controlling interest) even if t his results in the non-controlling interests having a deficit balance. At present, the management believes that the aforement ioned revision does not have any impact on the Group's consolidated financial statements. (d) IAS 36 (amendment), Impairment of assets , effective January 1, 2010. The amend ment clarifies that the largest cash-generating unit (or group of units) to which goodwill should be allocated f or the purposes of impairment testing is an operating segment, as defined by paragraph 5 of IFRS 8, Operating segments (that is, before the aggregation of segments with similar economic characteristics). The management of the Group believes that presently this amendment does not have any impact on the Group's consolidated financial stateme nts. (e) IFRS 2 (amendments), Group cash-settled share-based payment transactions , effectiv e form January 1, 2010. In addition to incorporating IFRIC 8, Scope of IFRS 2 , and IFRIC 11, IFRS 2 Group and treasury share transactions , the amendments expand on the guidance in IFRIC 11 to address the classification of group arrangements that were not covered by that interpretation. The management of the Group believes that pr esently this amendment does not have any impact on the Group's consolidated financial statements. (f) IFRS 5 (amendment), Measurement of non-current assets (or disposal groups) classi fied as held-for-sale (effective on or after January 1, 2010). The amendment provides clarification that IFRS 5 s pecifies the disclosures required in respect of non-current assets (or disposal groups) classified as held for sal e or discontinued operations. It also clarifies that the general requirements of IAS 1 still apply, particularly parag raph 15 (to achieve a fair presentation) and paragraph 125 (sources of estimation uncertainty) of IAS 1. The management o f the Group believes that presently this standard does not have any impact on the Group's consolidated fin ancial statements.

(g) IFRIC 17, Distribution of non-cash assets to owners (effective on or after Jul y 1, 2009). This interpretation provides guidance on accounting for arrangements whereby an entity distributes non-cash a ssets to shareholders either as a distribution of reserves or as dividends. IFRS 5 has also been amended to requ ire that assets are classified as held for distribution only when they are available for distribution in their pre sent condition and the distribution is highly probable. The management of the Group believes that presently this interp retation does not have any impact on the Group's consolidated financial statements. (h) IFRIC 18, Transfers of assets from customers , effective for transfer of assets rec eived on or after July 1, 2009. This interpretation clarifies the requirements of IFRSs for agreements in which an entity receives from a customer an item of property, plant and equipment that the entity must then use either to connect the customer to a network or to provide the customer with ongoing access to a supply of goods or services (such as a supply of electricity, gas or water). In some cases, the entity receives cash from a customer that must be used only to acquire or construct the item of property, plant, and equipment in order to connect the customer to a network or provide the customer with ongoing access to a supply of goods or services (or to do both). The manage ment of the Group believes that presently this interpretation does not have any impact on the Group's conso lidated financial statements. (i) The Securities and Exchange Commission of Pakistan (SECP) has notified the Islam ic Financial Accounting Standard (IFAS) 1 - Murabaha issued by the Institute of Chartered Accountants of Pakistan . IFAS 1 was effective for financial periods beginning on or after January 1, 2006. During the current year the Bank has adopted the IFAS 1. In accordance with IFAS 1, murahaba transactions entered into by the Bank are accou nted as follows: Annual Report 2010 Faysal Bank 168 - 169

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Murahaba receivable shall be recorded at the invoiced amount. -Inventories remaining unsold with the Bank on the reporting date shall constitu te Bank s inventory and shall be valued in accordance with the IAS 2: Inventories and shown under Other Assets . -In case the inventories were acquired by the Bank for a customer who has eventu ally defaulted on his promise to purchase the inventories, it shall be valued in accordance with the IAS 2. -Purchases and sales under Murahaba and the resultant profit should be accounte d for on the culmination of Murahaba transaction. However, the profit on that portion of sales revenue not d ue for payment should be deferred by accounting for by a debit to Unearned Murahaba Income account with the correspo nding impact to Deferred Murahaba Income account and is shown as a liability. (j) There are other new and amended standards and interpretations that are mandatory for accounting periods beginning on or after January 1, 2010 but are considered not to be relevant or t o have any significant effect on the Group's operations and are, therefore, not disclosed in these consolidated f inancial statements. 3.6 New and amended standards and interpretations that are not yet effective and have not been early adopted The following standards and amendments to existing standards and interpretations have been published and are mandatory for the Group's accounting period beginning on or after January 1, 2011. (a) IAS 1, Presentation of financial statements' (effective from January 1, 2011) . The amendment clarifies that an entity will present an analysis of other comprehensive income for each component of equ ity, either in the statement of changes in equity or in the notes to the financial statements. The amendment is not likely to have any impact on the Group's consolidated financial statements. (b) IAS 24 (revised), Related party disclosures , issued in November 2009. It super sedes IAS 24, Related party disclosures , issued in 2003. IAS 24 (revised) is mandatory for periods beginning on or after January 1, 2011. The revised standard clarifies and simplifies the definition of a related party and removes the requirement for government-related entities to disclose details of all transactions with the gov ernment and other government-related entities. The Group is currently in process of assessing the impact, if any, of the revised standard on the related party disclosures. (c)

IFRIC 14 (amendment), Prepayments of a minimum funding requirement . The amendments correct an unintended consequence of IFRIC 14, IAS 19 The limit on a defined benefit asset, minimum fun ding requirements and their interaction . Without the amendments, entities are not permitted to recognise as a n asset some voluntary prepayments for minimum funding contributions. This was not intended when IFRIC 14 was issue d, and the amendments correct this. The amendments are effective for annual periods beginning January 1, 2011. Earlier application is permitted. The amendments should be applied retrospectively to the earliest comparative per iod presented. The management of the Group is currently in the process of assessing the impact, if any, of the amendment on the financial statements. There are other new and amended standards and interpretations that are mandatory for accounting periods beginning on or after January 1, 2011 but are considered not to be relevant or d o not have any significant effect on the Group's operations and are therefore not detailed in these consolidated f inancial statements. 4 BASIS OF MEASUREMENT These consolidated financial statements have been prepared under the historical cost convention except that certain investments and derivative financial instruments have been marked to market and are carried at fair value.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 5 CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS The preparation of financial statements in conformity with approved accounting s tandards requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and income and expenses. It also requires management to exercise judgments in application of its accounti ng policies. The estimates and associated assumptions are based on historical experience and various other factors that ar e believed to be reasonable under the circumstances. These estimates and assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision af fects only that period, or in the period of revision and future periods if the revision affects both current and future peri ods. Significant accounting estimates and areas where judgments were made by the mana gement in the application of accounting policies that have a significant risk of material adjustment to the carrying amo unts of assets and liabilities within the next financial year are disclosed in note 42 to these consolidated financial statemen ts. 6 FUNCTIONAL AND PRESENTATION CURRENCY Items included in these consolidated financial statements are measured using the currency of the primary economic environment in which the Group operates. The consolidated financial statements a re presented in Pakistani Rupees, which is the Group's functional and presentation currency. 7 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies applied in the preparation of these consolid ated financial statements are set out below. These policies have been consistently applied to all the years presented unless otherwise specified. 7.1 Business Combination Business combinations are accounted for by applying the acquisition method. The cost of acquisition is measured as the fair value of assets given, equity instruments issued and the liabilities incurr ed or assumed at the date of acquisition. The consideration transferred includes the fair value of any asset or liability resu lting from a contingent consideration arrangement, if any. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The excess of the consideration transferred over the fair value of the Group's share of identifiab

le net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets acquired in the case of a bargain purchase, the difference is recognised directly in the profit and loss account. However, as more fully described in not e 8.4 to these consolidated financial statements, the gain on bargain purchase arising on acquisition made in the curr ent period has been recognised directly in equity as per the directive of the SBP. Goodwill acquired in a business combination is measured, subsequent to initial r ecognition, at its cost less accumulated impairment losses, if any. Goodwill acquired in a business combination is tested for impairment annually or whenever there is an indication of impairment as per the requirements of International Ac counting Standard (IAS) 36, 'Impairment of Assets'. Impairment charge in respect of goodwill is recognised i n the profit and loss account. Acquisition of non-controlling interests (NCI) is measured at the proportionate share of the NCI in the fair value of the net assets acquired by the Group. The excess of fair value of consideration transfer red over the proportionate share of the NCI in the fair value of the net assets acquired is recognised in equity. 7.2 Cash and cash equivalents For the purpose of the cash flow statement, cash and cash equivalents comprise o f cash in hand, balances with treasury banks, balances with other banks in current and deposit accounts, national prize bonds, if any, call money lendings and overdrawn nostro accounts. Annual Report 2010 Faysal Bank 170 - 171

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 7.3 Lendings to / borrowings from financial institutions The Group enters into transactions of repos and reverse repos at contracted rate s for a specified period of time. These are recorded as under: (a) Sale of securities under repurchase agreements Securities sold subject to a repurchase agreement (repo) are retained in the con solidated financial statements as investments and the counter party liability is included in borrowings. The diffe rence between the sale and contracted repurchase price is accrued over the period of the contract and recorded as an e xpense. (b) Purchase of securities under repurchase agreements Securities purchased under agreement to resell (reverse repo) are not recognised in the consolidated financial statements as investments and the amount extended to the counter party is included in lendi ngs. These transactions are accounted for on the settlement date. The difference between the purchase and contracted r esale price is accrued over the period of the contract and recorded as income. 7.4 Investments The Group classifies its investments as follows: (a) Held for trading These are securities, which are either acquired for the purpose of generating pr ofit from short-term fluctuations in market prices, interest rate movements, or dealer s margin or are securities included in the portfolio in which a pattern of shortterm profit making exists. (b) Held to maturity These are securities with fixed or determinable payments and maturity that the G roup has a positive intent and ability to hold to maturity. (c) Available for sale These are investments, other than those, in subsidiaries and associates, that do not fall under either held for trading or held to maturity categories. (d) Associates Associates are all entities over which the Group has a significant influence but not control. Investments in associates where the Group has significant influence are accounted for using the equity met hod of accounting. Under the equity method of accounting, the investment in associates are initially recognised at c ost and the carrying amount of investment is increased or decreased to recognise the investor's share of the post acquisit

ion profits or losses in income and its share of the post acquisition movement in reserves is recognised in reserves. In crease / decrease in share of profits and losses of associates is accounted for in the consolidated profit and loss ac count. All purchases and sales of investments that require delivery within the time fra me established by regulations or market convention are recognised at the trade date. Trade date is the date on which the Group commits to purchase or sell the investment. Investments other than those recognised as held for trading are init ially recognised at fair value which includes transaction costs associated with the investments. Investments classified as 'he ld for trading' are initially recognised at fair value and transaction costs associated with the transactions are expensed in the profit and loss account.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 In accordance with the requirements of the State Bank of Pakistan (SBP), quoted securities, other than those classified as held to maturity and investments in subsidiaries and associates, are subsequentl y stated at market values. Investments classified as held to maturity are carried at cost whereas investments in subsid iaries and associates are carried at cost, less accumulated impairment losses, if any. Unquoted equity securities are value d at the lower of cost and break-up value. Break-up value of equity securities is calculated with reference to the net asse ts of the investee company as per the latest available audited financial statements. Surplus / deficit arising on revaluation of quoted securities classified as 'ava ilable for sale' is included in the Statement of Comprehensive Income but is kept in a separate account shown in the statement of financial position below equity. The surplus / deficit arising on revaluation of quoted securities which are clas sified as 'held for trading' is taken to the profit and loss account. Impairment loss in respect of investments classified as available for sale (exce pt term finance certificates) and held to maturity is recognised based on management's assessment of objective evidence of impairme nt as a result of one or more events that may have an impact on the estimated future cash flows of the investments. A significant or prolonged decline in fair value of an equity investment below its cost is also considered an objective evi dence of impairment. Provision for diminution in the value of term finance certificates is made as per the Prudential Regulati ons issued by the SBP. In case of impairment of available for sale securities, the cumulative loss that has been recognised d irectly in surplus on revaluation of securities on the statement of financial position below equity is removed therefrom and rec ognised in the profit and loss account. For investments classified as held to maturity, the impairment loss is recognise d in the profit and loss account. Gain or loss on sale of investments is included in the profit and loss account c urrently. Premium or discount on acquisition of investments is amortised through the profi t and loss account over the remaining period till maturity using the effective interest method. 7.5 Advances Loans and advances Advances are stated net of specific and general provisions. Specific and general provisions for advances are made in accordance with the requirements of the Prudential Regulations and other directi ves issued by the SBP and charged to

the profit and loss account. Non-performing advances are written off only when a ll possible courses of action to achieve recovery have proved unsuccessful. The Group determines write-offs in accordance with the criteria prescribed by SBP vide BPRD Circular No. 06 of 2007 dated June 05, 2007. Net investment in finance lease Leases where the Group transfers substantially all the risks and rewards inciden tal to the ownership of an asset are classified as finance leases. A receivable is recognised on commencement of lease term at a n amount equal to the present value of the minimum lease payments, including guaranteed residual value, if any. Unea rned finance income is recognised over the term of the lease, so as to produce a constant periodic return on the outsta nding net investment in lease. Murabaha Murabaha to the purchase orderer is a sale transaction wherein the first party ( the Group) sell to the client / customer a shariah compliant asset / goods for cost plus a pre-agreed profit. In principle on the basis of an undertaking (promise to purchase) from the client, the Group purchases the goods / assets subject of the Murabaha from a third party and takes the possession thereof. However, the Group can appoint the client as its agent t o purchase the goods / assets on its behalf. Thereafter, it sells it to the client at cost plus the profit agreed upo n in the promise. Annual Report 2010 Faysal Bank 172 - 173

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Murabaha transactions are accounted for at gross receivable net of specific and general provisions. Specific and general provisions are made in accordance with the requirements of the Prudential Regula tions issued by the State Bank of Pakistan from time to time. 7.6 Fixed assets and depreciation (a) Tangible assets - owned Fixed assets are stated at cost less accumulated depreciation and accumulated im pairment losses, if any, except for freehold and leasehold land which are stated at cost. Depreciation on operating fixed assets (excluding land which is not depreciated) is charged using the straight line method in accordance with the rates specified in note 14.2 to these consolidated financial statements after taking into account residual value, if significant. The asset's residual values and use ful lives are reviewed and adjusted, if required, at each balance sheet date. Depreciation on additions is charged from the month the assets are available for use. No depreciation is charged in the month of disposal. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repair and maintenance are charged to t he profit and loss account as and when incurred. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains / losses on disposal of fixed assets, if any, are taken to the profit and loss account in the period in which they arise. (b) Tangible assets - leased Leases are classified as finance leases wherever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. Lease payments, if any, under operating leases are charged to income on a straight line basis over the lease term. Assets held under finance lease are stated at the lower of their fair value or p resent value of minimum lease payments at inception less accumulated depreciation and accumulated impairment losses, if any. The outstanding obligations

under the lease agreements are shown as a liability net of finance charges alloc able to the future periods. The finance charges are allocated to the accounting periods in a manner so as to provide a constant periodic rate of return on the outstanding liability. Depreciation on assets held under finance lease is charged in a manner consisten t with that for depreciable assets which are owned by the Group. (c) Capital work in progress Capital work-in-progress is stated at cost less accumulated impairment losses, i f any. All expenditure connected with specific assets incurred during installation and construction period are carried under this head. These are transferred to specific assets as and when assets become available for use.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 (d) Intangibles Intangible assets having definite lives are stated at cost less accumulated amor tisation and accumulated impairment losses, if any. Amortisation is charged applying the straight-line method over t he useful life of the assets. Amortisation is calculated so as to write-off the assets over their expected economic lives a t rates specific in note 14.3 to these consolidated financial statements. Amortisation is charged from the month in whi ch the asset is available for use. No amortisation is charged for the month in which the asset is disposed off. The re sidual value, useful life and amortisation method is reviewed and adjusted, if appropriate, at each balance sheet date. Subsequent costs are included in the asset's carrying amounts or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. Intangible assets having an indefinite useful life are stated at acquisition cos t less accumulated impairment losses, if any. Gains and losses on disposals, if any, are taken to the profit and loss acc ount in the period in which they arise. 7.7 Impairment The carrying amount of assets is reviewed at each balance sheet date for impairm ent whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recove rable. If such indication exists, and where the carrying value exceeds the estimated recoverable amount, assets are written down to their recoverable amount. The resulting impairment loss is taken to the profit and loss account. An impairment loss is reversed if there has been a change in the estimate used t o determine the recoverable amount. Such reversals are only made to the extent that the asset's amount does not exceed th e carrying amount that would have been determined if no impairment loss had been recognised. 7.8 Non-current assets held for sale The Group classifies a non-current asset (or disposal group) as held for sale if its carrying amount will be recovered principally through a sale transaction rather than through continuing use. A non-current asset (or disposal group) held for sale is carried at the lower of its carrying amount and the fair value less costs to sell. Impairment losses are recognized through the profit and loss acco unt for any initial or subsequent write down of the non-current asset (or disposal group) to fair value less costs to sell. S ubsequent gains in fair value less costs to sell

are recognized to the extent they do not exceed the cumulative impairment losses previously recorded. A non-current asset is not depreciated while classified as held for sale or while part of a disposal group classified as held-for-sale. 7.9 Taxation Income tax expense comprises current and deferred tax. Income tax expense is rec ognised in the profit and loss account, except to the extent that it relates to items recognised directly in equity or b elow equity / other comprehensive income, in which case it is recognised in equity or below equity / other comprehensive inco me. Current Provision for current taxation is based on taxable income for the year determine d in accordance with the prevailing laws for taxation on income earned. The charge for the current tax is calculated usin g tax rates enacted or substantively enacted at the balance sheet date. The charge for current tax also includes adjustments relating to prior years, if necessary, arising from assessments finalised during the year. Annual Report 2010 Faysal Bank 174 - 175

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Deferred Deferred tax is recognised using the balance sheet liability method on all tempo rary differences between the carrying amounts of assets and liabilities used for financial reporting purposes and amou nts used for taxation purposes. In addition, the Group also records deferred tax asset on available tax losses. Deferred tax is calculated using the rates that are expected to apply to the period when the differences reverse based on tax rates that have been enacted or substantively enacted by the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that f uture taxable profits will be available against which the asset can be utilised. Deferred tax asset is reduced to the extent tha t it is no longer probable that the related tax benefits will be realised. The carrying amount of the deferred tax asset is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow al l or part of the deferred tax asset to be utilised. The Group also recognises deferred tax asset / liability on deficit / surplus on revaluation of securities which is adjusted against the related deficit / surplus in accordance with the requirements of the International Accounting Standard (IAS12) dealing with income taxes. 7.10 Provisions Provisions are recognised when the Group has a legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and a rel iable estimate of the amount can be made. Provisions are reviewed at each balance sheet date and are adjusted to reflect t he current best estimates. 7.11 Staff retirement benefits a) Defined contribution plan The Group operates a contributory provident fund for all its permanent employees to which equal monthly contributions at the rate of 10 percent of basic salary are made by both the Group and the emp loyees. b) Defined benefit scheme The Group operates an approved funded gratuity scheme for all its permanent empl oyees and employees who are on contractual service and are employed under non-management cadre who complete the prescribed eligibility period

of service. Contributions to the fund are made on the basis of actuarial recomme ndations. Projected Unit Credit Method is used for the actuarial valuation. Cumulative net unrecognized actuarial gains and losses at the end of the last reporting year are recognised over the expected average remaining working lives of the emp loyees. Staff retirement benefits are payable to staff on completion of prescribed quali fying period of service under these schemes. 7.12 Borrowings / deposits and their cost Borrowings / deposits are recorded at the proceeds received. Borrowing / deposit costs are recognised as an expense in the period in which these are incurred using the effective mark-up / interest rate method, to the extent that they are not directly attributable to the acquisition of or construction of qualifying assets . Borrowing cost that are directly attributable to the acquisition, construction or production of a qualifying asset (one that take s a substantial period of time to get ready for use or sale) is capitalised as part of the cost of the asset.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 7.13 Proposed dividend and transfer between reserves Dividends and appropriations to reserves, except appropriations which are requir ed by law, made subsequent to the balance sheet date are considered as non-adjusting events and are recorded in th e consolidated financial statements in accordance with the requirements of International Accounting Standard (IAS) 10, 'Events after the Balance Sheet Date' in the year in which they are approved / transfers are made. 7.14 Revenue recognition -Mark-up income / interest on advances and returns on investments are recognised on a time proportion basis, except that mark-up income / interest / return on non-performing advances and investmen ts is recognised on receipt basis in accordance with the requirements of the Prudential Regulations issued by the State Bank of Pakistan. Interest / return / mark-up on rescheduled / restructured advances and investments is recognised a s permitted by the State Bank of Pakistan, except where, in the opinion of the management, it would not be pruden t to do so. -Financing method is used in accounting for income from lease financing. Under t his method, the unearned finance income (excess of the sum of total lease rentals and estimated residual value ov er the cost of leased assets) is taken to income over the term of the lease so as to produce a constant periodic rate o f return on the outstanding net investment in lease. -Unrealised finance income in respect of non-performing lease finance is held in suspense account, where necessary, in accordance with the requirements of the Prudential Regulations issued by the State Bank of Pakistan. Gains / losses on termination of lease contracts, documentation charges, front-end fees and oth er lease income is recognised as income when they are realised. -Premium or discount on acquisition of debt investments is capitalised and amort ised through the profit and loss account over the remaining period till maturity. -Dividend income from investments is recognised when the Group's right to receiv e the dividend is established. -Fee, brokerage and commission on letters of credit / guarantee and others is re cognised on time proportion basis. -Financial advisory fee is recognised when the right to receive the fee is estab lished. -Other income is recognised on accrual basis.

7.15 Foreign currencies (a) Foreign currency transactions Transactions in foreign currencies are translated into rupees at the foreign exc hange rates prevailing at the transaction date. Monetary assets and liabilities in foreign currencies are expressed in rup ee terms at the rates of exchange prevailing at the balance sheet date. Foreign bills purchased and forward foreig n exchange contracts are valued at rates determined with reference to their respective maturities. Forward purchase contracts with the State Bank of Pakistan relating to foreign currency deposits are valued at the spot rate prevailing on the balance sheet date. The forward cover fee payable on contracts with the SBP is amortised over the term of the co ntract. (b) Translation gains and losses Translation gains and losses are included in the profit and loss account. Annual Report 2010 Faysal Bank 176 - 177

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 7.16 Commitments Commitments for outstanding forward foreign exchange contracts are disclosed in the consolidated financial statements at committed amounts. Contingent liabilities / commitments for letters of credit and letters of guarantee denominated in foreign currencies are expressed in rupee terms at the rates of exchange prevail ing at the reporting date. 7.17 Acceptances Acceptances comprise undertakings by the Group to pay bills of exchange drawn on customers. The Group expects most acceptances to be simultaneously settled with the reimbursement from the custome rs. Acceptances are accounted for as off balance sheet transactions and are disclosed as contingent liabilities and c ommitments. 7.18 Financial instruments Financial assets and financial liabilities Financial instruments carried on the balance sheet include cash and balances wit h treasury banks, balances with other banks, lendings to financial institutions, investments, advances, other assets, bills payable, borrowings, deposits, liabilities against assets subject to finance lease and other liabilities. The particular re cognition methods adopted for significant financial assets and financial liabilities are disclosed in the individual polic y statements associated with these assets and liabilities. Derivative financial instruments Derivative financial instruments are initially recognised at fair value on the d ate on which a derivative contract is entered into and are subsequently remeasured to fair value. All derivative financial ins truments are carried as assets when fair value is positive and liability when fair value is negative. Any change in the fair va lue of derivative financial instruments is taken to the profit and loss account. Offsetting Financial assets and financial liabilities are set off and the net amount is rep orted in the consolidated financial statements only when the Group has a legally enforceable right to set off and the Group int ends to either settle on a net basis, or to realise the assets and to settle the liabilities simultaneously. Income and expe nse items of such assets and liabilities are also offset and the net amount is reported in the consolidated financial stateme nts. 7.19 Earnings per share

The Group presents basic and diluted earnings per share (EPS) for its shareholde rs. Basic EPS is calculated by dividing the profit attributable to ordinary shareholders of the Group by the weighted av erage number of ordinary shares outstanding during the year. Diluted EPS is determined by adjusting the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive po tential ordinary shares, if any. 7.20 Segment reporting Segment reporting is based on operating (business) segments of the Group. An ope rating segment is a component of the Group that engages in business activities from which it may earn revenues and in cur expenses, including revenues and expenses that relate to transactions with any of the Group's other components. A n operating segment's operating results are reviewed regularly by the President / Chief Executive Officer, which have be en presented according to the functional basis and the guidance of SBP, to make decisions about resources to be allocated to the segment and assess its performance, and for which financial information is available. These have been presented as p er the Group's functional structure and guidance of SBP. The segments of the Group are as follows:

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 (a) Business Segments Corporate finance This includes investment banking activities such as mergers and acquisitions, un derwriting, privatisation, securitisation, Initial Public Offers (IPOs) and secondary private placements. Trading and Sales It includes fixed income, equity, foreign exchanges, funding, own position secur ities, lending and repos. Retail banking Retail banking provides services to small borrowers i.e. consumers, small and me dium enterprises (SMEs) and agriculturesector. It includes loans, deposits, othe r transactions and balances with retail customers. Commercial banking This includes strategic partnership with corporate and SME sector entities to pr ovide working capital financing, tradefinancing and cash management services, pr oject finance, export finance, leasing, lending, guarantees, bills ofexchange an d deposits. (b) Geographical segment The operations of the Group are currently based only in Pakistan. 8 BUSINESS COMBINATION 8.1 During the year the Holding Company has acquired the Pakistan Operations of The Royal Bank of Scotland Limited [alisted commercial Bank engaged in commercial, c onsumer and corporate banking activities] (the RBS). The HoldingCompany had acqu ired the majority shareholding of 99.37% of the RBS for cash consideration of ap proximately Euro41 million on the acquisition date of October 15, 2010 and the R BS became a subsidiary of the Holding Companyas at the aforementioned date. The Holding Company has acquired the operations of the RBS to capture the return s skewed towards larger banks. The management believes that the acquisition of the RBS is a materialization of the Holding Company's strategy forlarger customer base and profit growth (both o rganically and through acquisition). The management further believesthat the acq uisition will translate synergies in the areas of customer franchise, cost savin g, people and technology. Subsequent to the above acquisition, the Pakistan operations of the RBS have bee n amalgamated and vested into theHolding Company with effect from the close of b usiness on December 31, 2010. The proposal for the amalgamationand the scheme of amalgamation has been approved by the Board of Directors and the shareholders o f the HoldingCompany in their meetings held on October 15, 2010 and November 10,

2010 respectively. The State Bank ofPakistan through its letter BPRD (R&P-02)/6 25-99/2010/10601 dated December 29, 2010 had also approved thescheme of amalgama tion and granted sanction order for the amalgamation of the RBS with and into th e HoldingCompany. Pursuant to the aforementioned approvals and scheme of amalgamation duly approve d by the State Bank of Pakistan, the entire undertaking of the RBS including all the properties, assets and liabi lities and the rights and obligations standamalgamated with and vested into the Holding Company as at December 31, 2010 (closing of business). Accordinglythe as sets and liabilities included in the statement of financial position also includ e balances of the RBS. In consideration for the amalgamation and as per the scheme of amalgamation, the Holding Company intends to allot1,812,250 fully paid ordinary shares subsequent to the year ended December 31, 2010 to the shareholders of theRBS for the acqui sition of non-controlling interest, which will rank pari passu with the existing shares of the HoldingCompany. The shares proposed to be issued by the Holding C ompany are as under: Note Rupees '000 Proposed shares to be issued on amalgamation 8.5.1 28,253 Annual Report 2010 Faysal Bank 178 - 179

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 8.2 Acquisition of controlling interest The acquisition has been accounted for by applying the purchase method in accord ance with the requirements of IFRS 3 (Revised) 'Business Combinations'. The cost of the acquisition has been measur ed at the fair value of the consideration given. Identified assets acquired, liabilities assumed or incurred have been car ried at the fair value as at the acquisition date. The excess of the fair value of the Group's share of the identifiable net assets acquired over the cost of acquisition has been recorded as gain on bargain purchase in the consolidated financial stat ements of the Group. Details of the purchase consideration given, fair values of the net assets acqui red and gain on bargain purchase are as follows: Note Rupees '000 Fair value of identifiable net assets of RBS as on October 15, 2010 8.3 8,343,02 2 Percentage of identifiable net assets acquired 99.37% Fair value of identifiable net assets of RBS acquired as on October 15, 2010 8,2 90,461 Less: purchase consideration paid in cash (4,991,315) Gain on bargain purchase 8.4 3,299,146 Acquisition-related costs (included in administrative expenses in the profit and loss account for the year ended December 31, 2010) 38,957 8.3 The fair values and carrying amounts of identifiable assets and liabilities of RBS at the date of acquisition are as follows: Note Acquiree's Fair value Fair values as carrying adjustments / on October amounts as on intangible acquired 15, 2010 October 15, 2010 Rupees '000 Cash and balances with treasury banks 5,847,882 -5,847,882 Balances with other banks 1,897,428 -1,897,428 Lendings to financial institutions 1,510,499 -1,510,499 Investments 29,372,673 -29,372,673 Advances 38,415,096 (1,415,701) 36,999,395 Operating fixed assets (includes intangibles held in the books of RBS) 3,681,947 143,501 3,825,448 Intangible assets recognised on acquisition 8.3.1 -2,557,167 2,557,167 Deferred tax assets - net 2,873,463 (860,685) 2,012,778 Other assets - net 2,259,740 1,237,459 3,497,199 Total assets 85,858,728 1,661,741 87,520,469

Bills payable 1,103,025 -1,103,025 Borrowings 4,194,598 -4,194,598 Deposits and other accounts 67,204,987 16,047 67,221,034 Sub-ordinated loans 598,880 (2,285) 596,595 Other liabilities 6,062,195 -6,062,195 Total liabilities 79,163,685 13,762 79,177,447 6,695,043 1,647,979 8,343,022

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 8.3.1 Intangibles acquired in business combination Consequent to the amalgamation of the RBS with and into the Holding Company, the Group has recognised the following intangible asset as at the acquisition date of October 15, 2010. October 15, 2010 Rupees '000 Customer relationship 2,557,167 This intangible asset comprises of core deposits of the RBS and represents the f unding benefit that would be available to the Group on account of availability of funding through deposit customers rat her than from the wholesale or interbank markets. This benefit also considers the fact that the economic lifetime of thes e deposits is longer than their contractual life. Based on this assumption, this intangible asset has been valued using cert ain valuation techniques and is being amortised keeping in view the life expectancy of the core deposits. The fair value of this identifiable intangible asset has been determined using a n income approach, by an independent valuer. The income approach begins with an estimation of the annual cash flows, which a market participant acquirer would expect the asset to generate over a discrete projection period. The estima ted cash flows for each of the years in the discrete projection period are then converted to their present value equi valent using a rate of return appropriate for the risk of achieving the asset s projected cash flows. The present value of t he estimated cash flows are then added to the present value equivalent of the residual value of the asset (if any) at t he end of the discrete projection period to arrive at an estimate of the fair value of the specific asset. In applying the income approach, the Group used the Multiple-period Excess Earni ngs Method ("MEEM") to determine the value of the above intangibles. Under this method the value of a specific in tangible asset is estimated from the residual earnings after fair returns on all other assets employed (including oth er intangible assets) have been deducted from the asset s after-tax operating earnings. The valuations are based on information at the time of acquisition and the expec tations and assumptions that have been deemed reasonable by the Group s management. It has been assumed that the und erlying assumptions or events associated with such assets will occur as projected. 8.4 As more fully discussed in note 8.2 to these consolidated financial statements,

the acquisition of the RBS is a bargain purchase as the fair value of the net assets acquired exceeds the fair value of the consideration paid by the Group as at the acquisition date. The total gain on bargain purchase arising on the acqui sition of the RBS is Rs 3,299.146 million. Under IFRS 3 (revised) a bargain purchase represents an economic gain, which sho uld be immediately recognised by the acquirer in the profit and loss account. However, IFRS 3 requires the acquir er to ensure that it really does have a gain on bargain purchase and it has used all of the available evidences at the d ate of acquisition and re-assessed the business combination accounting. In this connection the management has reass essed the business combination accounting and believes that the gain on bargain purchase is primarily arising a s a result of special circumstances under which RBS decided to sell international operations particularly Pakistan. Howeve r, the amount of bargain purchase gain has not been taken to the profit and loss account as the SBP through its letter BPRD (R&P-02)/625-99/2011/3744 dated March 28, 2011 has advised the Holding Company to recognise the amount of gain through the statement of changes in equity as 'Non-Distributable Capital Reserve', instead of recognising it in the profit and loss account. The SBP has further advised the Holding Company that this gain may become available for distribution as stock dividend to shareholders of the Group after incorporating the adjustment, if any, recomme nded by the BID of the SBP in the acquired portfolio of the RBS (which will be adjusted against this reserve) and with the prior approval of the SBP. The SBP letter also specifies that the requirement of creating statutory under secti on 21 of the Banking Companies Ordinance, may not be applicable on this amount. Annual Report 2010 Faysal Bank 180 - 181

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 8.5 Acquisition of non-controlling interest As at the date of acquisition the purchase of non-controlling interest (NCI) is measured at the proportionate share of the NCI in the fair value of net assets acquired by the Group, as allowed under the requirements of IFRS 3. The management, at the date of amalgamation, has incorporated the share of NCI's pos t acquisition results of the RBS in the proportionate share of the NCI determined as at the acquisition of the RBS ( the adjusted balance). The excess of the fair value of equity shares proposed to be issued and the adjusted balances of the NCI amounting to Rs. 23.952 million has been recognised as part of equity (shown separately as 'Reserve aris ing on amalgamation'). 8.5.1 The fair value of the shares proposed to be issued to the shareholders of the RB S is based on the published quoted price of the shares of the Holding Company as at December 31, 2010. 8.6 The fair value of the gross contractual receivables representing advances, lendi ngs and investments that include Market Treasury Bills, Pakistan Investment Bonds, Sukuks and Term Finance Certificates as at the acquisition date amounts to Rs 67,853 million. Gross contractual amounts for the aforementioned receivables due is Rs 77,500 million. The management believes that out of the total gross contractual receivables, a gross contractual amount of Rs 11,896 million is expected to be uncollectable. Note 2009 Rs 000 2010 Rs 000 9 CASH AND BALANCES WITH TREASURY BANKS In hand -local currency 3,202,543 1,784,440 -foreign currencies 479,829 324,187 With the State Bank of Pakistan in -local currency current account 9.1 8,572,050 4,367,938 -foreign currency current account 9.2 1,041,817 365,765 -foreign currency deposit account 9.3 3,084,020 1,145,480

With the National Bank of Pakistan in -local currency current account 1,044,505 431,642 National Prize Bonds 4,160 7,750 17,428,924 8,427,202 9.1 This represents local currency current account maintained with the SBP as per th e requirements of Section 36 of the State Bank of Pakistan Act, 1956. This section requires banking companies to mai ntain a local currency cash reserve in a current account with SBP at a sum not less than such percentage of the Grou p's time and demand liabilities in Pakistan as may be prescribed. 9.2 This represents cash reserve of 5% maintained with State Bank of Pakistan in US dollars current account on deposits held under the New Foreign Currency Accounts Schedule (FE- 25 deposits) as per B SD Circular No. 9 dated December 03, 2007. 9.3 This represents special cash reserve maintained with SBP in US dollars under the requirements of BSD Circular No. 14 of 2008 dated June 21, 2008 and local USD clearing account maintained with SB P to facilitate USD clearing and 6% special cash reserve requirement on FE 25 deposits maintained by Islamic Banking branches. Profit rates on these balances are fixed on monthly basis by SBP. The SBP has not remunerated an y return on these deposits during the current and the last year.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 10 BALANCES WITH OTHER BANKS In Pakistan -Current accounts 558,987 120,292 Outside Pakistan -Current accounts 2,676,894 388,503 Deposit accounts 10.1 2,492,028 5,727,909 508,795 10.1 This represents deposit of USD 29.1 million placed with The Royal Bank of Scotla nd, UK (RBS PLC.) London as margin against interest rate and cross currency derivative contracts entered with RBS P LC. It carries markup rate of 0.18% (2009 : Nil) per annum. The deposit balance will vary according to the outstandi ng balance of contracts and will be released completely on maturity of last derivative contract in September 2014. 11 LENDINGS TO FINANCIAL INSTITUTIONS Note 2009 Rs 000 Call money lendings Repurchase agreement lendings (Reverse Repo) 11.2300,000 14,717,826 15,017,826 11.1 Particulars of lendings to financial institutions In local currency -15,017,826 11.2 Securities held as collateral against lendings to financial institutions Held by the Group 2010 Given as collateral Held by the Group Total Rupees '000

2009 Given as collateral Total Market Treasury Bills ---14,717,826 -14,717,826 12 INVESTMENTS Investments by type and segment are given below while the detailed break down is contained in Annexure I to these financial statements. 2010 Rs 000 Annual Report 2010 Faysal Bank 182 - 183

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 2009 12.1 Investments by type Note Held by Given as Total Held by Given as Total the Group collateral the Group collateral Rupees '000 Held for trading securities Market Treasury Bills 12.2.1 2,497,865 -2,497,865 618,471 -618,471 Fully paid up ordinary shares / certificates of closed end mutual funds 718,952 -718,952 811,223 -811,223 Ijara Sukuk Bonds 12.2.3 300,000 -300,000 --3,516,817 -3,516,817 1,429,694 -1,429,694 Available for sale securities Market Treasury Bills 12.2.1 44,273,115 10,724,483 54,997,598 14,192,378 17,165, 757 31,358,135 Pakistan Investment Bonds 12.2.2 8,587,713 -8,587,713 5,748,485 97,570 5,846,055 Ijara Sukuk Bonds 12.2.3 1,461,287 -1,461,287 462,000 -462,000 Units of open ended mutual funds -National Investment (Unit) Trust 12.2.4 420,009 -420,009 2,671,422 -2,671,422 -NIT Government Bond Fund ---50,000 -50,000 -NIT Income Fund 50,000 -50,000 --Faysal Balanced Growth Fund 80,374 -80,374 80,374 -80,374 -Faysal Income Growth Fund 200,000 -200,000 200,000 -200,000 -Faysal Savings Growth Fund 208,230 -208,230 207,411 -207,411 -Faysal Islamic Savings Growth Fund 100,000 -100,000 --Faysal Money Market Fund 100,000 -100,000 --PICIC Income Fund 100,000 -100,000 --AKD Income Fund 826 -826 --First Habib Income Fund 2,043 -2,043 --HBL Income Fund 6,064 -6,064 --IGI Income Fund 2,046 -2,046 --JS Large Capital Fund 27,888 -27,888 --JS KSE 30 Index Fund 3,709 -3,709 --Fully paid up ordinary shares / modaraba certificates /certificates

of closed end mutual funds 5,629,153 -5,629,153 1,810,932 -1,810,932 Fully paid up preference shares 415,969 -415,969 492,677 -492,677 Sukuk Bonds ---85,000 -85,000 Term finance certificates 12.3.3 1,589,537 -1,589,537 1,828,288 -1,828,288 63,257,963 10,724,483 73,982,446 27,828,967 17,263,327 45,092,294 Held to maturity securities Term finance certificates 12.3.4 7,765,875 -7,765,875 7,127,929 -7,127,929 Sukuk Bonds 12.3.4 2,707,496 -2,707,496 2,410,077 -2,410,077 10,473,371 -10,473,371 9,538,006 -9,538,006 Associate Fully paid up ordinary shares of Faysal Asset Management Limited 12.6 80,252 -80,252 81,109 -81,109 Investments at cost 77,328,403 10,724,483 88,052,886 38,877,776 17,263,327 56,141,103 Less: Provision for diminution in the value of investments 12.3 (1,495,601) -(1,495,601) (1,140,082) -(1,140,08 2) Investments (net of provisions) 75,832,802 10,724,483 86,557,285 37,737,694 17,2 63,327 55,001,021 Surplus / (deficit) on revaluation of held for trading securities - net 12.5 18,883 -18,883 (49,084) -(49,084) (Deficit) / surplus on revaluation of available for sale securities - net 24 (193,500) (36,867) (230,367) 1,535,296 (2 7,786) 1,507,510 Total investments 75,658,185 10,687,616 86,345,801 39,223,906 17,235,541 56,459,447

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 12.1.1Strategic Investments Available for sale securities - Listed Fully paid up ordinary shares / modarba certificates / units of closed end mutual fundsUnits of open ended mutual funds Available for sale securities - Unlisted Fully paid up ordinary shares Associate Provision for diminution in the value of investmentsSurplus on revaluation of av ailable for sale securities 2010 Rs 000 2009 Rs 000 467,271 238,981 108,262 80,374 794,250 797,549 80,252 81,109 1,450,035 1,198,013 (509,285) (287,903) 940,750 910,110 96,873 106,114 1,037,623 1,016,224 Strategic investments are those which the Group makes with the intention of hold ing them for a long term duration and are marked as such at the time of investment. Disposals of such investments can only be made subject to the fulfillment of the requirements prescribed by the SBP in the Prudential Regulations. Further , as per the SBP instructions in BPD Circular Letter No. 16 of 2006 dated August 01, 2006, investments marked as stra tegic have a minimum retention period of 5 years from the original purchase date. However, these can be sold be fore the stipulated period with the prior permission of the SBP. Investments by segments Federal Government Securities -Market Treasury Bills

-Pakistan Investment Bonds -Ijara Sukuk Bonds Fully Paid up Ordinary Shares / Modaraba Certificates / Closed end Mutual Fund Units -Listed companies / modarabas / mutual funds -Unlisted companies Fully Paid up Preference Shares -Listed companies -Unlisted companies Term Finance Certificates -Listed -Unlisted Units of Open ended Mutual Funds Sukuk Bonds Total investments at cost Less: Provision for diminution in the value of investments Investments (net of provisions) Surplus / (deficit) on revaluation of investments classified as held for trading (Deficit) / surplus on revaluation of investments classified as available for sale Total investments Note 12.2.1 12.2.2 12.2.3 12.3.4 12.3.3 & 12.3.4 12.3.4 12.3 12.5 24 2010 Rs 000 2009 Rs 000 57,495,463 31,976,606 8,587,713 5,846,055 1,761,287 462,000

5,528,929 1,822,818 899,428 880,446 315,969 266,427 100,000 226,250 1,065,122 1,328,168 8,290,290 7,628,049 1,301,189 3,209,207 2,707,496 2,495,077 88,052,886 56,141,103 (1,495,601) (1,140,082) 86,557,285 55,001,021 18,883 (49,084) (230,367) 1,507,510 86,345,801 56,459,447 Annual Report 2010 Faysal Bank 184 - 185

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 12.2.1 Market Treasury Bills have tenures of three months to one year. The Group s yield on these instruments ranges from 12.2% to 13.3% per annum (2009: 11.4% to 13.4% per annum) with maturities up to June 2011. 12.2.2 Pakistan Investment Bonds have tenures of 3 to 10 years. The Group s return on the se investments ranges from 4.6% to 14.3% per annum (2009: 4.6% to 13.1% per annum) with maturities from February 2011 to September 2019. 12.2.3 Ijara sukuk bonds have tenures of three years with maturities upto November 2013 . 12.2.4 This represents the investment of the Group in the units of National Investment (Unit) Trust LOC Holder's Fund (NIUTL). NIUTL is an open end mutual fund managed by the National Investment Trust Limite d (NITL). In prior years, the Government of Pakistan (the Government) had issued Letter of Comfort (LOC) to fo ur of its unit holders (including the Holding Company), guaranteeing a minimum redemption price of Rs. 13.70 per unit. The LOC dated June 30, 2009 issued by the Government had expired on December 31, 2009 and was not exten ded. Subsequent to the expiry, the Government had communicated a methodology to settle this investment to all investors including the Group. In accordance with the methodology, all the underlying assets, except for 'Strat egic Assets' representing shares of Pakistan State Oil (PSO) and Sui Northern Gas Pipelines Limited (SNGPL), have be en transferred in specie (after charging agreed premium of 2.5%) to the LOC Holder's according to their respecti ve unit holding. Accordingly, during the year, NITL settled 87.61% of NIUTL's units (excluding Strategic Asset s representing shares of PSO and SNGPL) by transferring investments in specie. The Group had recognised a gain of Rs 1,530.607 million upon settlement of these assets which has been included in the profit and loss accoun t of the current year. It was also agreed that the Strategic Assets representing shares of PSO and SNGP L will be transferred to the NBP at a rate to be determined and agreed by the respective LOC holders' and the cas h received from the NBP by the Fund will be paid to the LOC holders'. In this connection, an agreement has been signed between NITL, the Group and the NBP to facilitate the settlement. The negotiation over the rate at which these Strategic Assets are to be transferred by the Fund to the NBP and consequently to the Group has been finali zed. However, the aforementioned Strategic Assets have not been transferred to the NBP as these were frozen by th e Government of Pakistan (Privatization Commission) for sale due to their proposed Privatization. In this connection, th

e Privatization Commission had arranged a meeting on December 28, 2010 to discuss the matter of transferring the Strateg ic Assets to the NBP. However, the Privatization Commission has not provided final directions in this context t o date. The Group had agreed the market value of Strategic Assets as of October 13, 2010 f or redeeming its existing units. The management is of the view that since the permission of transfer to NB P of the said Strategic Assets has not yet been granted by the Privatization Commission of Pakistan therefore the v alue of the Group s investment representing the Strategic Assets should be classified as investments in the books of the Group and should be marked to market on the basis of net assets value as on October 13, 2010 as the Group will receive this amount subsequent to the permission of the Privatization Commission of Pakistan. Note 2010 Rs 000 2009 Rs 000 12.3 Particulars of provision for diminution in the value of investments Opening balance 1,140,082 887,890 Charge for the year 12.3.1 531,941 528,403 Reversals (244,686) (276,211) 287,255 252,192 Provision against investments transferred from amalgamated entity 68,264 Closing balance 1,495,601 1,140,082 12.3.1 This includes provision of Rs. 162.336 million recognised on account of differen ce in carrying value and breakup value of DHA Cogen Limited, an investment marked as strategic.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 12.3.2 Particulars of provision for diminution in the value of investments by type and segment Available for sale securities Fully Paid up Ordinary Shares / Modaraba Certificates / Certificates of Closed end Mutual Funds -Listed companies / modarabas / mutual funds 324,779 196,436 -Unlisted companies 469,094 242,588 Fully Paid up Preference Shares -Listed companies 180,562 132,564 Units of Open ended Mutual Funds 19,140 156,425 Term Finance Certificates -Listed 4,204 5,919 -Unlisted 342,495 300,000 Held to maturity securities Term Finance Certificates -Unlisted 80,327 31,150 Sukuk Bonds 75,000 75,000 1,495,601 1,140,082 12.3.3 This includes Pre IPO investment of Rs 500 million made in the unlisted term fin ance certificates (TFCs) of Dewan Cement Limited. The State Bank of Pakistan through its letter BPRD/BLRD-3/DMG/20 11-1035 has advised the Group to maintain provision at least at the level of 90% in five quarters (comme ncing from December 31, 2010) by December 31, 2011. Prior to the issuance of this directive, the Group had mai ntained a provision of Rs 300 million as per the earlier relaxation provided by the SBP. The Group as per the above recent directive has availed

the relaxation and maintained a provision of Rs 330 million against this investm ent. Had the provision been made as per the time based criteria specified in the Prudential Regulations issued by the SBP, the provision for diminution in the value of investments for the year ended December 31, 2010 would have been higher by Rs 170 million and the profit before taxation for the year ended December 31, 2010 would have been lower by Rs 170 million. 12.3.4 The investment portfolio includes the term finance certificates and Sukuk Bonds of Rs 1,117.689 million and Rs 500 million respectively made in the Agritech Limited and Azgard Nine Limited. The i mpact of relaxation availed by the Group for maintaining the provision against these investments is disclosed in no te 13.4.2 to these financial statements. 12.4 Quality of available for sale securities The details regarding the quality of available for sale securities and their mar k-up / interest and other terms are contained in Annexure I, which forms an integral part of these financial stateme nts. Annual Report 2010 Faysal Bank 186 - 187

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 12.5 Surplus/ (deficit) on revaluation of investments classified as held for trading Note 2009 Rs 000 Market Treasury Bills (223) (92) Fully paid up ordinary shares / certificates of closed end mutual fund 18,356 (4 8,992) Ijara Sukuk Bonds 750 18,883 (49,084) 12.6 Key financial information of subsidiary and associate company as at Decembe r 31, 2010 is as follows : 2010 Assets Liabilities Revenues Profit/ Loss Holding Rupees '000 % Subsidiary Faysal Management Services (Private) Limited 189,960 1,778 -9,417 60% Associate Faysal Asset Management Limited 334,892 67,072 158,958 26,925 30% 2009 Assets Liabilities Revenues Profit/ Loss Holding Rupees '000 % Subsidiary Faysal Management Services (Private) Limited 185,776 2,506 -12,957 60% Associate Faysal Asset Management Limited 301,944 28,813 136,834 26,559 30% 12.7 Investment in associate Investment in Faysal Asset Management Limited (FAML) is accounted for using equi ty method of accounting. The Group's share of the profit and loss of the entity and its carrying amount as at December 31, 2010 is as follows: 2010 Rs 000 2009 Rs 000 Balance at the beginning of the year 81,109 73,130 Investment made during the year -Share of profit 8,143 7,979 Dividends paid (9,000) Exchange differences -

80,252 81,109

2010 Rs 000 Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of theConsolidated Financial Statements For the year ended December 31, 2010 2009 13 ADVANCES Rs 000 Loans, cash credits, running finances, etc. in Pakistan 140,249,441 85,056,738 Net investment in finance lease in Pakistan 13.2 8,689,093 11,112,580 148,938,534 96,169,318 Bills discounted and purchased (excluding government treasury bills) Payable in Pakistan 645,235 438,472 Payable outside Pakistan 1,284,440 1,438,480 1,929,675 1,876,952 Margin financing / reverse repo transactions 338,200 338,200 Gross advances 151,206,409 98,384,470 Provision against non-performing advances 13.4 (17,163,067) (6,848,394) Provision against consumer loans - general 13.5 (336,573) (190,075) Advances - net of provision 133,706,769 91,346,001 13.1 Particulars of advances (Gross) 13.1.1 In local currency 146,029,423 94,585,866 In foreign currencies 5,176,986 3,798,604 151,206,409 98,384,470 13.1.2 Short term (upto one year) 82,364,588 61,236,117 Long term (over one year) 68,841,821 37,148,353 151,206,409 98,384,470 13.2 Net investment in finance lease 2010 2009 Not later Later than Over five Total Not later Later than Over five Total than one one and years than one one and years year less than year less than five years five years Rupees '000 Lease rentals receivable 4,197,618 2,611,384 -6,809,002 4,507,793 4,947,192 -9,4 54,985 Residual value 988,893 1,939,721 -2,928,614 938,017 2,337,952 -3,275,969 Minimum lease payment 5,186,511 4,551,105 -9,737,616 5,445,810 7,285,144 -12,730 ,954 Finance charge for future period (481,168) (567,355) -(1,048,523) (820,439) (797 ,935) -(1,618,374) Present value of minimum lease payment 4,705,343 3,983,750 -8,689,093 4,625,371 6,487,209 -11,112,580 Annual Report 2010 Faysal Bank 188 - 189

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 13.3 Advances includes Rs. 24.708 billion (2009: Rs. 10.671 billion) which have been placed under non-performing status as detailed below: 2010 Classified Advances Provision required Provision held Domestic Overseas Total Domestic Overseas Total Domestic Overseas Total Rupees '000 Category of classification Other Assets Especially Mentioned (Agri financing) 307,671 -307,671 -----Substandard 2,684,583 -2,684,583 646,290 -646,290 646,290 -646,290 Doubtful 2,230,321 -2,230,321 673,490 -673,490 673,490 -673,490 Loss 19,485,183 -19,485,183 15,843,287 -15,843,287 15,843,287 -15,843,287 24,707,758 -24,707,758 17,163,067 -17,163,067 17,163,067 -17,163,067 2009 Classified Advances Provision required Provision held Domestic Overseas Total Domestic Overseas Total Domestic Overseas Total Rupees '000 Category of classification Other Assets Especially Mentioned (Agri financing) 277,202 -277,202 -----Substandard 1,756,150 -1,756,150 334,776 -334,776 334,776 -334,776 Doubtful 2,112,776 -2,112,776 800,237 -800,237 800,237 -800,237 Loss 6,524,902 -6,524,902 5,529,323 -5,529,323 5,529,323 -5,529,323 10,671,030 -10,671,030 6,664,336 -6,664,336 6,664,336 -6,664,336 13.4 Particulars of provision against non-performing advances Specific 2010 General (excluding consumer loan) TotalSpecific 2009 General (excluding consumer

loan) TotalRupees '000 Opening balance 6,664,336 184,058 6,848,394 4,833,099 58,676 4,891,775 Charge for the year 2,506,791 Transfer from / to general provision 184,058 Reversals during the year (600,412) Net charge 2,090,437 Amounts written off - note 13.7.1 (829) Provision against advances transferred from amalgamated entity 8,409,123 Closing balance 17,163,067 -2,506,791 (184,058) -(600,412) (184,058) 1,906,379 -(829) -8,409,123 -17,163,067 2,570,287 (729,255) 1,841,032 (9,795) 6,664,336 183,382 (58,000) 125,382 184,058 2,753,669 ( 787,255) 1,966,414 (9,795) 6,848,394 13.4.1 Until last year, in addition to specific provision against loans and advances, t he Group was also maintaining general provision against potential losses on performing loans and finance lease based o n management estimate. However, during the period the management has decided that the general provision is no lo nger required as all loan losses are timely identified and are subjected to provision as required under the Prude ntial Regulations issued by the State Bank of Pakistan. Accordingly, the balance of provision as at December 31, 2009 has been reversed and transferred to specific provision. 13.4.2 During the year, financing facility disbursed to Agritech Limited and Azgard Nin e Limited has been restructured / agreed to be restructured as a result of financial difficulties / repayment prob lems faced by these companies. The State Bank of Pakistan vide its letter no. BSD/BRP-5/X/000197/2011 dated January 6, 2011 has allowed extension for withholding provisioning against the exposure till March 31, 2011,

to all those banks who have agreed to reschedule / restructure their exposures against these companies. Had the exe mption not been provided by the State Bank of Pakistan, the provision against loans and advances and investments would have been higher by Rs 570.194 million and the profit before taxation for the current year would have b een lower by the same amount.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 13.4.3 Under the revised guidelines issued by the SBP, banks have been allowed to avail the benefit of 40% of forced sales value of pledged stocks and mortgaged commercial, residential and industrial pro perties held as collateral against all non-performing loans for 4 years from the date of classification for calcula ting provisioning requirement. However, as per the Circular, the additional impact on profitability arising from availin g the benefit of forced sales value against pledged stocks and mortgaged residential, commercial and industrial properties w ould not be available for payment of cash or stock dividend. Under the previous guidelines issued by the SBP which were effective from September 30, 2009, banks were allowed to avail the benefit of 40% of forced sales value o f pledged stocks and only mortgaged residential and commercial properties held as collateral against all n on-performing loans for 3 years from the date of classification for calculating provisioning requirement. Had the provision against non-performing loans and advances been determined in a ccordance with the previously laid down requirements of the SBP, the specific provision against non-performing loans would have been higher and consequently profit before taxation and advances (net of provisions) as at Decem ber 31, 2010 would have been lower by approximately Rs 227.973 million. The additional profit arising from av ailing the FSV benefit - net of tax at December 31, 2010 which is not available for either cash or stock dividend to shareholders amounted to approximately Rs 1,466.175 million (2009: 502.835 million). 13.4.4 Particulars of provision against non-performing advances: 2010 2009 Specific General Total Specific General Total Rupees '000 In local currency 17,163,067 -17,163,067 6,664,336 184,058 6,848,394 In foreign currencies -----Total 17,163,067 -17,163,067 6,664,336 184,058 6,848,394 2010 Rs 000 2009 Rs 000 13.5 Particulars of provision against consumer loans - general

Opening balance 190,075 216,798 Charge for the year -Reversals during the year (89,730) (26,723) General provision against consumer loans transferred from amalgamated entity 236,228 Closing balance 336,573 190,075 13.5.1 General provision against consumer loans represents provision maintained at an a mount equal to 1.5 percent of the fully secured regular portfolio of consumer loans and 5 percent of the unsec ured regular portfolio of consumer loans as per the requirements of the Prudential Regulations issued by the State Bank of Pakistan. 13.6 Although the Group has made provision against its non-performing portfolio as pe r the category of classification of the loan, however, the Group still holds enforceable collateral against certain non-performing loans. These securities comprise of charge against various tangible assets of the borrower including lan d, building and machinery, stock in trade, etc. Annual Report 2010 Faysal Bank 190 - 191

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 13.7 Particulars of write-offs 13.7.1 Against provisions Directly charged to profit and loss account829 97,920 98,749 9,795 9,795 13.7.2 Write-offs of Rs. 500,000 and aboveWrite-offs below Rs. 500,000 13,400 85,349 98,749 9,795 9,795 13.8 Details of loan write-offs of Rs 500,000 and above In terms of sub-section (3) of section 33A of the Banking Companies Ordinance, 1 962, the statement in respect of written off loans or any other financial relief of five hundred thousand rupees or above allowed to a person(s) during the year ended December 31, 2010 is given in Annexure - II to these consolidated financial statements. However, the write-off of loans does not affect the Group's right to recover the outstand ing loans from these customers. 13.9 Particulars of loans and advances to directors, associated companies, etc. 2010 Rs 000 2009 Debts due by directors, executives or officers of the Group or any of them Rs 000 either severally or jointly with any other persons * Balance at beginning of the year Loans granted during the year Repayments during the year Balance at end of the year Loans transferred from amalgamated entity 3,339,495 619,457 619,457 504,926 640,251 297,198 (248,354) (182,667)

1,011,354 619,457 2,328,141 Debts due by companies or firms in which the directors of the Group are interested as directors, partners or in the case of private companies as members Balance at beginning of the year Loans granted during the year Repayments during the year Balance at end of year Loans transferred from amalgamated entity 2,014,168 -1,761,372 -1,761,372 252,796 Debts due modarabas by controlled firms, managed and other related parties

Balance at beginning of the year 802,558 731,564 Loans granted during the year 1,750 72,735 Repayments during the year (2,113) (1,741) Balance at end of the year 802,195 802,558 * These include loans given by the Group to its employees as per the terms of th eir employment.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 13.9.1 Maximum total amount of advances (including temporary advances) outstandi ng at the end of any month during the year Note 2010 Rs 000 2009 Rs 000 Debts due by directors, executives or officers of the Group or any of them either severally or jointly with any other persons 3,339,495 619,457 Debts due by companies or firms in which the directors of the Group are interested as directors, partners or in the case of private companies as members 2,014,168 Debts due by subsidiaries, controlled firms, managed modarabas and other related parties 802,195 802,558 14 FIXED ASSETS Capital work-in-progress 14.1 187,234 65,033 Tangible fixed assets 14.2 5,867,444 2,495,798 Intangible assets 14.3 2,671,728 226,786 8,726,406 2,787,617 14.1 Capital work-in-progress Civil works 75,627 18,578 Equipments 81,515 20,705 Advances to suppliers and contractors 30,092 25,750 187,234 65,033 Annual Report 2010 Faysal Bank 192 - 193

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 14.2 Tangible fixed assets 2010 COST ACCUMULATED DEPRECIATION Book value at December 31, 2010 Rate of Depreciation (%) As at January 1, 2010 Additions / assets transferred from Deletions / Writeoffs ** As at December 31, 2010 As at January 1, 2010 Charge / on assets transferred from Charge on deletions / writeoffs ** As at December 31, 2010 amalgamat amalgamat ed entity * ed entity * (Rupees 000)

Freehold land 40,184 --889,173 ----889,173 848,989* --Leasehold land 467,764 --1,680,540 19,206 --19,206 1,661,334 1,212,776* --Building on freehold land 41,648 --485,424 16,009 29,294 -83,712 401,712 5 443,776* -38,409* Leasehold property and 1,449,819 72,900 (72) 2,934,377 420,824 169,248 (72) 1,23 2,414 1,701,963 5 to 20

improvement 1,411,730* -642,414* Office furniture, fixtures, 1,873,234 302,277 (26,833) 4,059,982 1,195,151 426,3 20 (24,725) 2,977,255 1,082,727 20 to 33.33 equipments and 2,286,624* (375,320)** 1,744,918* (364,409)** computers Vehicles 405,410 21,896 (202,874) 284,441 131,071 35,769 (57,851) 153,906 130,535 20 60,009* -44,917* Total Owned 4,278,059 397,073 (229,779) 10,333,937 1,782,261 660,631 (82,648) 4, 466,493 5,867,444 6,263,904* (375,320)** 2,470,658* (364,409)** 2009 COST ACCUMULATED DEPRECIATION Book value at December 31, 2009 Rate of Depreciation (%) As at January 1, 2009 Additions Deletions / Writeoffs As at December 31, 2009 As at January 1, 2009 Charge Charge on deletions / writeoffs As at December 31, 2009 (Rupees 000) Freehold land 40,184 --40,184 ----40,184 Leasehold land 417,008 50,756 -467,764 19,206 --19,206 448,558 Building on freehold land 41,648 ---

41,648 15,431 578 -16,009 25,639 5Leasehold property andimprovement 1,304,998 144,821 --1,449,819 292,374 128,450 -420,824 1,028,995 5 to 20 Office furniture, fixtures, equipments andcomputers 1,414,953 481,269 (22,988) 1,873,234 882,421 332,139 (19,409) 1,195,151 678,083 20 to 33.33 Vehicles 344,984 113,252 (52,826) 405,410 107,593 52,672 (29,194) 131,071 274,339 20 Total Owned 3,563,775 790,098 (75,814) 4,278,059 1,317,025 513,839 (48,603) 1,78 2,261 2,495,798 Assets held under finance lease Vehicles 14,830 -(14,830) -10,986 -(10,986) -20 --Total 3,578,605 790,098 (90,644) 4,278,059 1,328,011 513,839 (59,589) 1,782,261 2,495,798 ---14.2.1 Included in cost of property and equipment are fully depreciated items st ill in use having cost of Rs. 1,416.693 million (2009: Rs. 683.744 million). 14.2.2 One of these properties is encumbered to the extent of Rs. 34 million on account of a claim by a local bank in settlement of its second charge.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 14.3 Intangible assets 2010 COST ACCUMULATED AMORTISATION Book value at December 31, 2010 Rate of amortisation % per annum As at January 1, 2010 Additions / assets transferred from Deletions / Writeoffs ** As at December 31, 2010 As at January 1, 2010 Charge / on assets transferred from Charge on deletions / writeoffs ** As at December 31, 2010 amalgamat amalgamat ed entity * ed entity * (Rupees 000)

Computer software 401,784 23,596 -700,968 174,998 116,733 -545,889 155,079 20 to 33.33 306,707 (31,119)** 274,385 (20,227)** Customer Relationship (note 8.3.1 ) -2,557,167 -2,557,167 -40,518 -40,518 2,516,649 Note 8.3.1 401,784 23,596 -3,258,135 174,998 157,251 -586,407 2,671,728 2,863,874 (31,119)** 274,385 (20,227)**

2009 COST ACCUMULATED AMORTISATION Book value at December 31, 2009 Rate of amortisation % per annum As at January 1, 2009 Additions Deletions / Writeoffs As at December 31, 2009 As at January 1, 2009 Charge Charge on deletions As at December 31, 2009 (Rupees 000) Computer software 233,291 168,493 -401,784 78,160 96,838 -174,998 226,786 20 to 33.33 233,291 168,493 -401,784 78,160 96,838 -174,998 226,786 14.3.1 Intangible assets include fully amortised items still in use having cost of Rs. 293.846 million (2009: Rs. 10.336 million). 14.4 Details of disposal of fixed assets to executives, and other persons having cost of more than Rs.1 million or net book value of Rs. 250,000 or above are as follows: Accumulated Book Sale Particulars of purchaser / Description Cost Mode of disposal depreciation value proceeds addresses (Rupees 000) Owned - Vehicles Mercedes Benz 3,627 2,466 1,161 1,306 As per Holding Company's policy Mr. Ahmed Kamran - Executive Toyota Parado 2,591 1,693 898 933 As per Holding Company's policy Mr. Arif Hassa n Khan - Ex-executive Honda Civic VTEC 1,754 281 1,473 1,550 As per Holding Company's policy Mr. Muham

mad Asghar Qureshi - Executive Honda Civic VTEC 1,754 304 1,450 1,450 As per Holding Company's policy Mr. Raza Mohsin Qizilbash - Ex-executive Honda Civic VTEC 1,754 327 1,427 1,450 As per Holding Company's policy Mr. Amir Nasib - Executive Honda Civic VTEC 1,754 327 1,427 1,450 As per Holding Company's policy Mr. Syed Nadeem Ahmed - Executive Honda Civic VTEC 1,752 304 1,448 1,450 As per Holding Company's policy Mr. Ali W aqar - Executive Honda Civic VTEC 1,746 279 1,467 1,550 As per Holding Company's policy Mr. Zafar Bashir - Executive Honda Civic VTEC 1,744 209 1,535 1,550 As per Holding Company's policy Mr. Shuja Haider - Executive Honda Civic VTEC 1,744 233 1,511 1,550 As per Holding Company's policy Mr. Ahmad Kamal Uddin - Executive Honda Civic VTEC 1,744 279 1,465 1,550 As per Holding Company's policy Mr. Asad Kerai - Executive Honda Civic VTEC 1,686 90 1,596 1,676 As per Holding Company's policy Mr. Ahmed Anwar Hemani - Executive Honda Civic VTEC 1,669 134 1,535 1,550 As per Holding Company's policy Mr. Shabb ir Ahmed - Executive Honda Civic VTEC 1,669 134 1,535 1,550 As per Holding Company's policy Mr. Muham mad Asim - Non-executive Honda Civic VTEC 1,651 132 1,518 1,550 As per Holding Company's policy Mr. Syed M. Haider Ali Jafri - Ex-executive Honda Civic VTEC 1,651 132 1,518 1,550 As per Holding Company's policy Mr. Khali l Ghori - Executive Honda Civic VTEC 1,610 322 1,288 1,450 As per Holding Company's policy Mr. Siraj Ali Mithani - Executive Honda Civic VTEC 1,570 335 1,235 1,450 As per Holding Company's policy Mr. Akbar A. Ladak - Executive Honda Civic VTEC 1,570 356 1,214 1,450 As per Holding Company's policy Mr. Omar Quraishi - Ex-executive Honda Civic VTEC 1,570 356 1,214 1,450 As per Holding Company's policy Mr. Shahi d Salim - Executive Honda Civic VTEC 1,560 374 1,186 1,450 As per Holding Company's policy Mr. Syed Mehdi Haider - Executive Honda City 1,439 173 1,266 1,266 As per Holding Company's policy Ms. Uzma Hashim - Executive Honda City 1,432 153 1,279 1,279 As per Holding Company's policy Mr. Mukhtar Hus sain - Ex-executive Honda City 1,429 133 1,296 1,296 As per Holding Company's policy Mr. Akber Amir Ali - Executive Honda City 1,429 152 1,277 1,277 As per Holding Company's policy Mr. Mustapha Lo tia - Executive Honda Civic VTEC 1,413 358 1,055 1,413 As per Holding Company's policy Mr. Adnan Riaz - Executive Toyota Corolla 1,389 148 1,241 1,325 As per Holding Company's policy Mr. Muhamma d Tahir Bhatti - Executive Toyota Corolla 1,389 167 1,222 1,325 As per Holding Company's policy Ms. Sarah I rfan - Non-executive Toyota Corolla 1,389 167 1,222 1,325 As per Holding Company's policy Ms. Amna Al am - Executive Honda Civic VTEC 1,380 368 1,012 1,380 As per Holding Company's policy Mr. Masoo dul Islam Jaffri - Executive Annual Report 2010 Faysal Bank 194 - 195

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Description Cost Accumulated depreciation Book value Sale proceeds Mode of disposal Particulars of purchaser / addresses (Rupees 000) Honda Civic VTECHonda Civic VTIToyota CorollaToyota CorollaToyota CorollaToyota CorollaHonda CityHonda CityHonda CityHonda CityHonda CityToyota CorollaHonda Cit yHonda CityHonda CityHonda CityHonda CivicToyota CorollaHonda CivicHonda CivicHo nda CivicHonda Civic 1,380 1,380 1,329 1,329 1,329 1,329 1,329 1,327 1,325 1,325 1,322 1,322 1,319 1,314 1,314 1,314 1,300 1,239 1,238 1,235 1,233 1,208 368 386 53 71 71 71 124 88 71 71 88 53 123 105 105 105 641

66 792 807 789 773 1,012 994 1,276 1,258 1,258 1,258 1,205 1,238 1,254 1,254 1,234 1,269 1,196 1,208 1,208 1,208 659 1,173 446 428 444 435 1,380 1,380 1,329 1,325 1,325 1,325 1,250 1,327 1,325 1,325 1,300 1,322 1,200 1,250 1,250 1,250 659 1,239 446 445 444 1,053 As per As per As per As per As per As per As per As per As per As per As per

Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding

Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's

policy policy policy policy policy policy policy policy policy policy policy

As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy Bid Mr. Syed Javed Akhtar - Ex-executive Mr. Sajjad M. Burney - Executive Mr. Muhammad Abid Rasheed Abbasi - Executive Mr. Irfan Merchant - Executive Mr. Faysal Azim Lehri - Executive Mr. Shakil Ahmed - Executive Mr. Aneeq Malik - Executive Mr. Barney Sarfraz - Executive Mr. Mustafa Kamal - Executive Mr. Anjum Siddiqui - Ex-executive Mr. Muhammad Ozair Baig - Executive Mr. Imran Ali Malik - Executive Mr. Sattar Qureshi - Executive Ms. Tayyaba Rasheed - Executive Mr. Shamoon Rasheed - Executive Mr. Imran Siraj Khan - Executive Mr. Ali Raza - Executive Ms. Sara Irfan - Executive Mr. Jamil Irshad - Ex-executive Mr. Mirza Shauq Hussain - Executive Mr. Afzal Haq - Executive M/s. Car Advisor, 608, Showroom No. 2, Fatima Jinnah Road, Karachi. Honda CivicHonda CityHonda CityHonda CityToyota CorollaHonda CityHonda CityHonda CityHonda CityToyota CorollaToyota CorollaToyota CorollaToyota CorollaToyota Co rollaToyota CorollaToyota CorollaHonda CityHonda CityHonda CityHonda CityHonda C ityHonda CityHonda CityHonda CityToyota CorollaToyota CorollaToyota CorollaToyot a CorollaHonda CityHonda CityHonda CityHonda CitySuzuki CultusSuzuki CultusSuzuk i CultusSuzuki CultusHonda CivicToyota CorollaToyota CorollaToyota CorollaToyota Corolla 1,208 1,076 1,071 1,055 1,050 936 934 932 931 925 925 910 910 910 910 910 907 905 905

905 905 905 905 905 900 893 893 893 885 884 884 884 884 884 884 884 879 879 879 879 879 773 215 214 225 252 599 598 597 596 234 247 255 255 255 267 267 580 241 229 229 229 229 229 241 420 262 312 324 566 566 625 625 118 118 118 141 387 398

398 422 527 435 861 857 830 798 337 336 336 335 691 678 655 655 655 643 643 326 664 676 676 676 676 676 664 480 631 580 568 318 318 259 259 766 766 766 743 492 481 481 457 352 435 925 925 925 975 337 336 336 335 925 925 910 910 910 910 910

326 905 905 905 905 905 905 905 900 893 893 893 318 318 318 834 766 766 766 743 879 879 879 879 966 As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per

Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding

Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's

policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy

As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy Bid Mr. Irfan A. Khan - Ex-executive Mr. Muhammad Salman Zaffar - Ex-executive Mr. Nadeem Shaukat Rathore - Executive Ms. Rabia Salahuddin - Executive Mr. Mohammad Saleem Shafi - Executive Mr. Aamir Ahmed - Executive Mr. Abrar A. Cheema - Executive Mr. Qamar Uz Zaman - Executive Mr. Zahid Hameed - Executive Mr. Imran Ahmed - Executive Mr. Shahid Rizwan - Executive Mr. Hasan Jamal - Executive Mr. Mateen Wahid - Executive Mr. Muhammad Sabih Qazi - Executive Mr. Muhammad Asim Brar - Executive Mr. Azeem Ahmad - Executive Mr. Shahzad Ahsan - Executive Mr. Ahsan Noor - Ex-executive Mr. Saqib Imam Zaidi - Executive Mr. Muhammad Akhtar - Executive Mr. Naved Inayet - Executive Mr. Rooh Ul Amin - Executive Mr. Raja Imran Naseeb - Executive Mr. Fahd Jafri - Executive Mr. Pervez I. Khan - Executive Mr. Syed Fuad Ali - Executive Mr. Yameen Ghani - Executive Mr. M. Amjad Idris - Executive Mr. M. Zaheer - Executive Mr. Faiz Ahmed Mirza - Executive Mr. M. Rafiq - Executive Mr. M. Faisal Saleem - Non-executive Mr. Syed Khurram Shehzad Gillani - Executive Mr. Jamil Ahmad - Non-executive Mr. Bashir Ahmed Wasan - Executive Mr. Shahzad Anwer Mian - Executive Mr. Asim Seth - Ex-executive Mr. Najeeb Ahmed - Executive Mr. Adnan Rashid - Executive Mr. Muhammad Saeed - Ex-executive Mr. Manzar Nadeem (Individual) House No. B-88, Block No.11, FB Area, Karachi. Toyota CorollaHonda City 879 846 574 496 305 350 316 868 As per Holding Company's policy Bid

Mr. Abid Ali - Executive M/s. Car Advisor, 608, Showroom No. 2, Fatima Jinnah Road, Karachi. Suzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSu zuki CultusSuzuki CultusSuzuki Cultus 814 814 814 814 814 814 814 814 814 141 141 152 152 152 152 152 152 152 673 673 662 662 662 662 662 662 662 675 675 675 675 675 675 675 675 675 As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy Mr. Saddam Haider - Non-executive Mr. Muhammad Zafar Abbas - Executive Mr. Khawaja M. Siddik - Non-executive Mr. Asifullah Siddiqui - Executive Mr. Syed Sohail Akhtar - Executive Mr. Adnan Aqeel - Executive Mr. Shakeel Raza Shah - Executive Mr. Syed Fida Hussain Shah - Executive Mr. Mohammad Younis Khan - Ex-excutive

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Description Cost Accumulated depreciation Book value Sale proceeds Mode of disposal Particulars of purchaser / addresses (Rupees 000) Suzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSu zuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzu ki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki C ultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki Cul tusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki Cultu sSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusS uzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuz uki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuk i CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki Cultus 814 795 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 785 785 785 754 754 754 754 754 704 704 704

704 682 682 682 652 652 652 652 652 652 652 652 650 631 631 631 631 631 631 631 631 631 631 631 631 631 631 152 64 42 42 42 53 53 53 53 53 53 53 53 53 63 63 63 63 63 63 63 63 52 52 52 151 151 151 151 161 150 160 169

169 164 164 164 165 165 165 174 174 174 174 183 199 177 185 185 185 185 185 185 185 185 185 185 185 185 185 662 731 748 748 748 737 737 737 737 737 737 737 737 737 727 727 727 727 727 727 727 727 733 733 733 603 603 603 603 593 554 544 535

535 518 518 518 487 487 487 478 478 478 478 469 450 455 446 446 446 446 446 446 446 446 446 446 446 446 446 675 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 790 785 785 785 675 675 675 650 675 675 675 675

675 650 650 650 650 650 650 650 650 650 650 650 650 631 631 631 631 631 631 631 631 631 631 631 631 631 631 As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per

Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding

Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's

policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy

As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy Mr. Mohammad Javed - Executive Mr. Shoaib Siddiqui - Executive Mr. Syed Mohammad Ali Zaidi - Ex-non-executive Mr. Syed Mohsin Ali Shah - Executive Mr. Rashid Saleem Choudhry - Executive Ms. Sarwat Moiez - Executive Mr. Muhammad Moinuddin Khan - Executive Mr. Wajahat Naeem - Executive Mr. Muhammad Tausif Ul Haq - Non-executive Ms. Arooj Waheed - Executive Mr. Rehan Aslam - Executive Mr. Zahir Ali Quettawalla - Executive Mr. Faisal Shahzada - Executive Mr. Behram Keki Irani - Executive Mr. Ahmad Amin - Non-executive Mr. Naveed Zia Tarar - Non-Executive Mr. Muhammad Naeem Akhtar - Non-Executive Mr. Mubashir Mustafa - Executive Mr. Omer Farouq Mukaty - Executive Mr. Muhammad Usman Bajwa - Executive Mr. Syed Asim Imtiaz - Executive Ms. Naz Saleem - Executive Mr. Amer Rafique - Executive Mr. Naveed M. Asad - Executive Mr. Javed Iqbal - Executive Mr. Atif Asad Mirza - Executive Mr. Shoukat Mehboob Malik - Executive Mr. Amjad Ashraf - Executive Mr. Hassan Ashraf Cheema - Non-Executive Mr. Muhammad Khalid Israr - Non-Executive Mr. Nadeem Ghani - Non-Executive Mr. Abdul Khalil - Executive Ms. Sunila Zaidi - Executive

Mr. Shahzad Ghouri - Executive Mr. Saleem Shoukat Ali - Executive Ms. Fatima Mustafa - Executive Ms. Saima Adnan - Executive Mr. Ahsan Jamal - Executive Mr. Dharmendar Kumar - Executive Mr. Khalid Ali Khan Afridi - Executive Mr. Haroon Saleem - Ex-executive Mr. Abbas Ali Sahi - Ex-executive Mr. Ghulam Khalid Khan - Ex-executive Mr. Muhammad Qasim Sorathia - Executive Mr. Wasim Khalid - Non-Executive Mr. Syed Izzat Hussain - Executive Mr. Tariq Rasheed Siddiqui - Non-Executive Mr. Imran Ahmed Minai - Executive Mr. Nauman Aftab - Executive Mr. Jamal Yousuf Khan - Ex-executive Mr. Taimoor Malik - Executive Mr. Aamir Aftab - Executive Mr. Saad Hassan Khan - Executive Mr. Faizan Shamsi - Executive Mr. Mirza Kamran Baig - Executive Mr. Muhammad Ahmed - Non-Executive Mr. Ahsan Iqbal Sheikh - Non-Executive Mr. Mohammad Arif Usman - Executive Mr. Aamir Salehjee - Executive Mr. Muhammad Yahya Hameed Wahla Executive Suzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSu zuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzu ki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki Cultus 631 631 631 631 631 626 617 617 617 617 616 616 612 612 600 600 600 600 185 185 185 185 185 184 197 236 263 296 181 197

220 239 264 280 272 272 446 446 446 446 446 443 419 380 354 321 435 419 391 373 336 320 328 328 631 631 631 631 631 626 617 550 362 575 616 616 550 383 525 525 525 328 As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per As per

Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding Holding

Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's Company's

policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy policy

Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr. Mr.

Naveed Aziz - Executive Shafiq Ahmed Baig - Executive Syed Imran Hassan - Executive Nasir Mahmood - Executive Zahid Bashir - Executive Rashid B. Hanfee - Executive Junaid Ahmed Khan - Ex-executive Faiz Hassan - Non-Executive Muhammad Ishaq Mir - Executive Maqsood Ahmed - Executive Mian M. Amjad - Executive Shafiq Ahmed Tahir - Executive Talha Aziz - Executive Muhammad Ashraf Nadeem - Executive Muddassir Mazhar Ahmed - Executive M. Amjad Khan - Executive S. Kalim Jaffery - Executive Nasir Shabir - Non-Executive

Annual Report 2010 Faysal Bank 196 - 197

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Description Cost Accumulated depreciation Book value Sale proceeds Mode of disposal Particulars of purchaser / addresses (Rupees 000) Suzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSuzuki CultusSu zuki CultusSuzuki CultusSuzuki CultusSuzuki Cultus 600 600 600 600 595 588 600 595 588 560 296 296 296 296 286 321 296 286 321 284 304 304 304 304 309 267 304 309 267 276 312 312 312 304 309 267 304 309 267 632 As per Holding Company's policy

As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy As per Holding Company's policy Bid Mr. Abdul Rauf - Executive Mr. Tahir Malik - Non-Executive Mr. Syed Abid - Executive Mr. Murtaza Arif Dar - Executive Mr. Hammad Sarwar - Executive Mr. Zafar Hussain Malik - Executive Ms. Ayesha Umer - Executive Mr. Moazzam - Executive Mr. Dilawar Khan - Executive Mr. Adnan Shakeel Khan (Individual) House No. 402, Block-10-A, Suzuki Cultus 560 269 291 202 As per Holding Company's policy Gulshan-e-Iqbal, Karachi. Mr. Riaz Ahmed - Executive Owned - Office furniture, fixtures, equipments and computers Generator 819 327 491 600 Bid M/s. Dilawar & Brothers Sarfraz Town Korangi No. 3-1/2, Street-6, Sector 43/A, Karachi. Note 2010 Rs 000 2009 15 DEFERRED TAX ASSETS - NET Rs 000 Deferred credits arising due to: -Net investment in finance leases 15.1 -(754,395) -Undistributed income of subsidiaries -(1,069) -Accelerated tax depreciation (236,216) (197,457) -Surplus on revaluation of securities (73,019) (154,888) Fair value adjustments relating to net assets acquired upon amalgamation (852,596) Deferred debits arising due to: -Net investment in finance leases 15.1 16,534 -Provision against non-performing advances

4,672,350 1,923,825 -Provision for diminution in the value of investments 534,664 368,862 -Provision against other assets 20,887 Minimum tax 195,014 Unused tax losses (including unabsorbed depreciation) 561,306 Deficit on revaluation of government securities 178,278 93,971 5,017,202 1,278,849 15.1 Reversal of deferred tax liability on leased assets relating to prior years During the year, the management of the Holding Company has carried out an exerci se to reconcile the deferred tax liability on leased assets appearing in the books of accounts with the related t ax records. The results of the exercise highlighted that deferred tax liability in respect of leased assets was recorded in excess by Rs. 765.052 million as at December 31, 2009. In accordance with the requirements of International Accounti ng Standard - 8 'Accounting Policies, Changes in Accounting Estimates and Errors', the excess deferred tax liability h as been reversed by adjusting the opening balance of deferred tax liability and unappropriated profit as at January 1, 201 0 being the earliest period for which restatement was practicable. The comparative information for the year ended Dece mber 31, 2009 and for periods prior to that has not been adjusted as it was not considered practical on accoun t of lack of availability of reliable data which can allow determination of these effects. There is no impact on cash flows because of this adjustment.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 The impact of this reversal on the deferred tax liability relating to net invest ment in finance leases is as follows: Note Deferred tax liability on net investment in finance leases as at January 1, 2010 (754,395) 2010 Rs '000 Reversal of excess deferred tax liability on net investment in finance leases relating to prior years 765,052 Adjusted deferred tax asset on net investment in finance leases as at January 1, 2010 10,657 Deferred tax asset recognised in the profit and loss account during the current year 5,877 Deferred tax asset on net investment in finance leases as at December 31, 2010 16,534 2009 16 OTHER ASSETS Rs 000

2010 Rs 000 Income / mark-up accrued in local currency 4,328,120 2,938,935 Income / mark-up accrued in foreign currencies 28,750 2,719 Advances, deposits, advance rent and other prepayments 820,369 254,774 Taxation (payments less provisions) 1,302,237 Nonbanking assets acquired in satisfaction of claims 16.1 1,808,226 1,258,578 Credit cards and other products fee receivable 294,153 Suspense account 131 28,506 Unrealised gain on revaluation of forward foreign exchange contracts -10,004 Dividend receivable 86,879 62,995 Receivable from brokers against sale of shares 180,632 369,243 Prepaid employee benefits 16.2 1,192,575 Assets held for distribution 26 189,960 Others 476,734 142,551 10,708,766 5,068,305 Less: Provision held against other assets 16.3 (221,927) (101,589) Other assets (net of provisions) 10,486,839 4,966,716 16.1 Market value of non-banking assets acquired in satisfaction of

claims - determined by professional valuer 2,259,615 1,400,965 16.2 The movement of prepaid staff benefits is as follows 2010 Rs '000 Prepaid employee benefits acquired on October 15, 2010 1,232,828 Employee benefits expensed during the period (40,253) Prepaid employee benefits on December 31, 2010 1,192,575 Annual Report 2010 Faysal Bank 198 - 199

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 Note 2009 16.3 Provision against other assets Rs 000 Opening balance 101,589 108,033 Charge for the year 62,621 12,648 Reversals (844) (19,092) 61,777 (6,444) Provision against other assets transferred from amalgamated entity 58,561 Closin g balance 221,927 101,589 17 BILLS PAYABLE In Pakistan 3,108,933 1,451,976 Outside Pakistan 109,926 13,475 3,218,859 1,465,451 18 BORROWINGS In Pakistan 34,633,828 34,964,216 Outside Pakistan 2,076 21,550 34,635,904 34,985,766 18.1 Particulars of borrowings with respect to currencies In local currency 34,633,828 34,753,612 In foreign currencies 2,076 232,154 34,635,904 34,985,766 18.2 Details of borrowings secured / unsecured Secured Borrowings from the State Bank of Pakistan - under export refinance scheme - Part I and II 18.3 14,248,560 8,671,912 - under scheme for long term financing for export oriented projects - (LTF-EOP) 18.4 1,602,302 1,968,740 - under long term financing facility (LTFF) 18.5 789,733 166,581 Repurchase agreement borrowings 18.6 10,681,859 17,206,379 27,322,454 28,013,612 Unsecured Call borrowings 18.7 7,307,043 6,950,604 Overdrawn nostro accounts 6,407 21,550 7,313,450 6,972,154 34,635,904 34,985,766 18.3 In accordance with the ERF scheme, the Group has entered into agreements for fin ancing with the State Bank of Pakistan (SBP) for extending export finance to customers. As per the agreement, the Group has granted SBP the right to recover the outstanding amount from the Group at the date of maturity of the finance by directly debiting the current account maintained by the Group with the SBP. Borrowing from the SBP under the export re finance scheme is secured by the Group's cash and security balances held by the SBP. The mark-up rate on this fac ility ranges from 7.5% to 9% per annum (2009: 7% per annum) payable on quarterly basis with maturities upto June 30, 20 11 from the date of borrowing.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 18.4 These represent borrowings from SBP under scheme for Long Term Financing for Exp ort Oriented Projects at rates ranging from 4% to 5% per annum (2009: 4% to 5%) and have varying long term maturities s tipulated by SBP. As per the terms of the agreement, the Group has granted SBP a right to recover the outstanding a mount from the Group at the respective date of maturity of finances by directly debiting the current account of the Gro up maintained with SBP. 18.5 These represent borrowings from SBP under scheme for Long Term Financing facilit y at rates ranging from 6.5% to 8.80% per annum (2009: 7.20% to 7.25% per annum), and have varying long term maturitie s stipulated by SBP. As per the terms of the agreement, the Group has granted SBP a right to recover the outstan ding amount from the Group at the respective date of maturity of finances by directly debiting the current account of the Group maintained with SBP. 18.6 This represents collateralized borrowings against market treasury bills at rates ranging from 12.75% to 13.75% per annum (2009: 11.00% to 12.15% per annum) against market treasury bills and Pakis tan investment bonds maturing upto January 2011. 18.7 These borrowings are from various institutions in the interbank market, made at rates ranging from 12.50% to 13.50% per annum (2009: 11.25% to 12.40% per annum) maturing up to January 2011. 19 DEPOSITS AND OTHER ACCOUNTS 2010 Rs 000 2009 Rs 000 Customers Fixed deposits 86,153,050 52,917,024 Saving deposits 61,531,285 40,443,955 Current accounts Remunerative 29,471 Current accounts Non-remunerative 39,670,673 21,141,281 Margin accounts 2,405,061 1,733,746 189,789,540 116,236,006 Financial Institutions Remunerative deposits 5,208,242 7,223,895 Non-remunerative deposits 317,422 9,782 5,525,664 7,233,677 195,315,204 123,469,683 19.1 Particulars of deposits In local currency 175,607,886 116,140,694 In foreign currencies 19,707,318 7,328,989 195,315,204 123,469,683 20 SUB-ORDINATED LOANS

This represents rated and un-secured Term Finance Certificates (TFCs). The salie nt features of the issues are as follows: 2010 Rs 000 2009 Rs 000 Outstanding amount 4,595,395 999,200 Total issue amount 4,800,000 1,000,000 Annual Report 2010 Faysal Bank 200 - 201

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Particulars TFC - I TFC - II TFC-others-relating to amalgamated entity Outstanding amount Rs. 998.8 million Rs. 3,000 million Rs. 598.800 million (fair value Rs 596.595 million) Issue amount Rs. 1,000 million Rs. 3,000 million Rs. 800 million Rating AA- (Double A Minus) by JCR-VIS AAPACRA Listing Listed Unlisted Listed Rate Base Rate Plus 1.40% Base Rate Plus 2.25% Base Rate Plus 1.90%. The Base Rate is defined as the ask The Base Rate is defined as the ask The Base Rate is defined as the ask side of six months Karachi Inter bank side of six months Karachi Inter bank side of six months Karachi Inter bank Offered Rate (KIBOR) prevailing onOffered Rate (KIBOR) prevailing onOffered Rate (KIBOR) prevailing onthe base rate setting date. the base rate setting date. th e base rate setting date. Subordination The TFCs are subordinated to all other The TFCs are subordinated to all The TFCs are subordinated to all indebtedness of the Holding Companyother indebtedness of the Holdingother indebt edness of the Holdingincluding deposits. Company including deposits. Company inc luding deposits. Date of issue November 2007 October 2010 February 2005 Tenure and maturity 7 years from the date of issue. 7 years from the date of issue. 8 years from the date of issue. Principal Repayment Semi annually as follows;Semi annually as follows;In 4 equal annual installments starting0.20% of principal in first 60 months0.20% of principal in first 60 mon thsfrom 60th month from the date of and remaining principal in four semi-and remaining principal in four semi-issue. annual installments of 24.95% startingannual installments of 24.95% from 66th month starting from 66th month (Double A Minus) by JCR-VIS Rated A

(Single A) by

Profit Payment Profit is payable semi-annually in Profit is payable semi-annuallyProfit is paya ble semi-annually in arrears. in arrears. arrears. Note 2010 Rs 000 2009 21 OTHER LIABILITIES Rs 000 Mark-up / return payable in local currency 2,610,750 1,688,281 Mark-up / return payable in foreign currencies 16,300 26,324 Unearned commission / income 57,451 23,249 Accrued expenses 1,237,315 435,423 Taxation (provisions less payments) 489,731 665,748 Unclaimed dividends 48,129 42,788 Branch adjustment account 918 139 Unrealised loss on revaluation of forward foreign exchange contracts 321,094 Fai r value of the derivative contracts 27 3,334,626 Withholding tax payable 56,876 48,290 Federal Excise Duty payable 24,984 14,782 Security deposits against finance leases 21.1 2,928,841 3,275,969 Payable to brokers against purchase of shares 504,560 73,841 Liabilities held for distribution 26 1,778 Others 1,406,216 684,470 13,039,569 6,979,304 21.1 This represents interest free security deposits received from lessees against le ase contracts and are adjustable against residual value of leased assets at the expiry of the respective lease terms.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 22 SHARE CAPITAL 22.1 Authorised capital 2010 Number of Shares 2009 Number of Shares 2010 Rs 000 2009 Rs 000 1,200,000,000 1,200,000,000 Ordinary shares of Rs. 10 each 12,000,000 12,000,000 22.2 Issued, subscribed and paid-up capital 2010 Number of Shares 2009 Number of Shares Ordinary shares 201,451,420 513,797,95215,660,000730,909,372201,451,420 391,979,722 15,660,000 609,091,142 Fully paid in cash Issued as bonus sharesIssued for consideration other than cash2,014,514 5,137,980 156,6007,309,094 2,014,514 3,919,797 156,600 6,090,911 22.3 As at December 31, 2010, Ithmaar Bank B.S.C. (the ultimate holding company of th e Group) through its subsidiaries and nominees held 489,290,941 ordinary shares of Rs. 10 each (2009: 407,742,454 ordinary shares). 22.4 The movement in the issued, subscribed and paid-up capital during the year is as follows: Number Rs '000 of shares Opening balance at January 1, 2010 609,091,142 6,090,911 Bonus shares issued during the year 121,818,230 1,218,183 Closing balance at December 31, 2010 730,909,372 7,309,094

Note 2010 2009 Rs 000 Rs 000 23 RESERVES Statutory reserve 23.1 4,031,590 3,640,514 Capital reserveReserve arising on amalgamation 8.5 23,952 Revenue reserve Non-Distributable Capital Reserve - gain on bargain purchase 8.4 3,299,146 Capit al market reserve 23.2 -389,542 7,354,688 4,030,056 23.1 Appropriations are made to statutory reserve as required by section 21 of the Ba nking Companies Ordinance, 1962, at the rate 20% of profit after tax for the year. 23.2 In prior years, the Group made appropriations to capital market reserve in order to meet unforeseen future contingenciesin the capital market. However, during t he period the Group has decided to transfer the balance appearing in thereserve to unappropriated profit and not to make additional appropriation on this accoun t. The decision has beentaken as in the opinion of the management all capital ma rket losses are accurately reflected in the determination ofprofit / equity thro ugh the mark to market process and a robust and timely mechanism for recognition of impairment losses. Annual Report 2010 Faysal Bank 202 - 203

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 24 (DEFICIT) / SURPLUS ON REVALUATION OF ASSETS - NET OF TAX Available for sale securities Federal Government Securities -Market Treasury Bills (86,934) (45,557) -Pakistan Investment Bonds (399,950) (218,161) -Ijara Sukuk Bonds (22,954) (2,113) Fully Paid up Ordinary Shares / Modaraba Certificates / Units of Closed end Mutual Funds -Listed companies / modarabas / mutual funds 113,968 28,237 Fully Paid up Preference Shares -Listed companies (8,091) 4,048 Term Finance Certificates -Listed (48,266) (75,147) Units of Open ended Mutual Funds 221,860 1,818,859 Other Investments Sukuk Bonds -(2,656) (230,367) 1,507,510 Related deferred tax asset / (liability) 24.1 105,259 (60,917) (125,108) 1,446,593 24.1 This represents deferred tax on surplus / (deficit) on revaluation of secur ities at applicable tax rates. 25 CONTINGENCIES AND COMMITMENTS

2010 Rs 000 2009 Rs 000 25.1 Direct credit substitutes Contingent liability in respect of guarantees favouring: i) Government -ii) Banking companies and other financial institutions 3,275 7,819 iii) Others 833,770 837,045 7,819 Acceptances i) Government -ii) Banking companies and other financial institutions -iii) Others 1,659,850 1,471,261 1,659,850 1,471,261 25.2 Transaction-related contingent liabilities Contingent liability in respect of performance bonds, bid bonds, shipping guarantees and standby letters of credit etc. favouring: i) Government 7,748,465 4,454,789 ii) Banking companies and other financial institutions 11,774,727 41,492 iii) Others 4,938,603 9,910,872 24,461,795 14,407,153

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 2009 25.3 Trade-related contingent liabilities Rs 000 Letters of credit i) Government 3,067,558 2,695,731 ii) Banking companies and other financial institutions -iii) Others 10,893,659 7,279,003 13,961,217 9,974,734 25.4 Other Contingencies i) Suit filed by a customer for recovery of alleged losses suffered which is pending in the High Court of Sindh. The Group s legal advisors are confident that the Group has a strong case 2,500,000 2,500,000 ii) Indemnity issued favouring the High Court in the above case 457,543 457,543 iii) Claims against the Group not acknowledged as debt 26,959,996 1,641,661 The above includes an amount of Rs 25,299 million in respect of a suit filed aga inst the Holding Company for declaration, recovery of monies, release of securities, rendition of account and damages. Based on legal advice, management is confident that the matter will be decided in Holding Company's fav our. iv) Income tax assessments of the Group have been finalised upto the tax year 20 10 (Accounting year 2009). The department and the Group have disagreements on various matters for tax years from 1994 to 2009. These include disallowance on certain matters that include initial depreciation on lea ses, provision for bad debts, bad debts written off, taxability of dividend, excess perquisites and certain other matters. The Group and the department have filed appeals with the CIT (Appeals), ITAT and the High Court in the aforem entioned matters. The additional tax liability on these matters is Rs 1,343.382 million. The management of the Gr oup is confident that the decision in respect of these matters will be decided in the Group's favour and accordingl y no provision has been made in these consolidated financial statements in respect of this liability. 2010 Rs 000 2009

25.5 Commitments in respect of forward lending / purchase Rs Commitment to invest in securities -210,000 Commitment to extend credit - advances -2,000,000

000

The Group makes commitments to extend credit in the normal course of its busines s but these being revocable commitments do not attract any significant penalty or expense if the facility is unilaterally withdrawn. 2010 Rs 000 2009 Rs 000 25.6 Commitments in respect of forward exchange contracts Purchase -Customers 1,043,656 1,745,536 -Banks 23,244,880 6,390,515 24,288,536 8,136,051 Sale -Customers -4,840 -Banks 5,224,327 6,522,648 5,224,327 6,527,488 Annual Report 2010 Faysal Bank 204 - 205

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 25.7 Commitments for the acquisition of operating fixed assets 82,108 84,787 25.8 Commitments in respect of repo transactions Repurchase 10,699,230 17,250,582 Resale 421,320 15,088,857 25.9 Other Commitments Interest rate swaps and cross currency swaps (notional principal) 53,231,890 26 ASSETS AND LIABILITIES OF FMSL CLASSIFIED AS HELD FOR DISTRIBUTION TO OWNERS On October 1, 2010, the board of directors of Faysal Management Services Limited (FMSL) decided to voluntarily wind up the company and, accordingly, they have resolved to initiate proceedings of winding up by the members of FMSL under the Companies Ordinance, 1984. In view of the above, the net assets of FMSL have been classified as "held for d istribution to owners" in the consolidated financial statements and valued at lower of cost and fair value less cost to sel l. 26.1 Analysis of assets and liabilities of FMSL An analysis of assets and liabilities of FMSL is given below: Assets Investment available for sale - at fair value Advance income tax - net Bank balances 2010 Rs 000 180,176 535 9,250 189,961 Liabilities Accrued and other liabilities 1,778 Taxation - net 1,778

188,183 26.2 Analysis of the results: The analysis of the results of discontinued operations is as follows: Revenue 11,413 Expenses (5,356) Profit / (loss) after tax of discontinued operations 6,057 26.3 Analysis of the Operating cash flows Investing cash flows Financing cash flows cash flows: (6,348) (165,227) (4,680)

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 27 DERIVATIVE INSTRUMENTS The purpose of the derivative business of the Group is to provide risk solutions for the clients of the Group and to hedge and manage the risks in its own books. The Group currently deals in interest rat e and cross currency derivatives with clients. The Group's risk management function is independent from the business line. Risk management reviews credit risks, market risks and other risks associated with a transaction or area of activity a nd assigns limits within which the transaction / area of activity can be carried out. Adherence to these limits is ensured thro ugh independent monitoring and control functions. 27.1 Derivative Risk Management There are a number of risks undertaken by the Group, which need to be monitored and assessed. Management of risks includes the following primary components: -Comprehensive risk measurement approach; -Detailed structure of limits, guidelines and other parameters used to govern ri sk taking; and -Strong management information system for controlling, monitoring and reporting risks; Major risks associated with derivatives are market risk and credit risk. The Gro up uses internal models to measure and manage these risks. Market risks The authority for approving policies and limits rests with Risk Management which also undertakes periodic portfolio reviews. The most important measures used to manage market risks are Delta, Valu e at Risk and OCP. These involve extreme shifts in a variety of parameters, such as FX rates, interest rates, equ ity prices, implied volatility levels and combinations of the above. These measures are calculated through the relevant sy stems. Credit risk There are two types of credit risk (Settlement and Pre-Settlement risk) that are associated with derivatives transactions and monitored on a regular basis. Risk Management sets the policies and limits f or counterparty risk based on internal ratings model.

Liquidity risk Liquidity risk is managed as part of the overall liquidity risk of the Group. Annual Report 2010 Faysal Bank 206 - 207

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 27.2 Product Analysis 2010 2009 Interest Rate and Interest Rate and Cross Currency Swaps Cross Currency Swaps No. of Notional No. of Notional Contracts Principal Contracts Principal Counterparties Rs '000 Rs '000 With Banks for Hedging 36 20,304,317 Market Making ---. With other entities for Hedging Market Making Total Hedging Market Making 77 32,927,573 --36 77 20,304,317 32,927,573 -

113 53,231,890 -27.3 Maturity Analysis Interest Rate Swaps and Cross Currency Swaps NotionalNo. of 2010 Mark to Market Contracts Principal Negative Positive Net ---------------------------------------------------------------------------------- Rupees '000 ---------------------------------------------------------------------------Remaining Maturity Upto 1 month ----1 to 3 months 3 956,608 (84,682) -(84,682)

3 6 1 2 3 5

to 6 months 2 207,889 (36,824) 6,370 (30,454) months to 1 Year 25 3,746,774 (434,500) 70,543 (363,957) to 2 Years 23 4,904,687 (334,259) 76,992 (257,267) to 3 Years 43 12,395,042 (1,548,892) 129,653 (1,419,239) to 5 Years 17 31,020,890 (2,723,249) 1,544,222 (1,179,027) to 10 years ----

113 53,231,890 (5,162,406) 1,827,780 (3,334,626) 2009 No. of Contracts Notional Principal Negative Positive Mark to Market Net Rupees '000 Remaining Maturity Upto 1 month1 to 3 months3 to 6 months6 months to 1 Year1 to 2 Years2 to 3 Years 3 to 5 Years5 to 10 years -----------------------------------

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 27.4 As at December 31, 2010 the fair value of derivative financial instruments has b een determined using valuation techniques with significant inputs such as forecasted market interest rate and foreign exch ange rate. The determination of the fair value of these instruments is most sensitive to these key assumptions. Any signi ficant change in these key assumptions may have an effect on the fair value of these derivative financial instruments. 2010 Rs 000 2009 28 MARK-UP / RETURN / INTEREST EARNED Rs 000 a) On financing to: i) customers 13,247,229 11,293,342 ii) financial institutions 52,142 103,439 b) On investments in: i) held for trading securities 84,520 1,689 ii) available for sale securities 4,775,834 4,028,665 iii) held to maturity securities 1,160,505 1,259,364 c) On deposits with treasury bank and financial institutions 33,015 65,236 d) On securities purchased under resale agreements 332,167 206,140 e) On call money lendings 36,997 19,722,409 16,957,875 29 MARK-UP / RETURN / INTEREST EXPENSED Deposits 10,683,685 9,300,148 Securities sold under repurchase agreements 891,052 1,289,906 Other short term borrowings 1,266,339 578,526 SBP borrowings 814,859 629,995 Long term borrowings 4,824 Subordinated loans 262,528 148,004 13,923,287 11,946,579 30 GAIN / (LOSS) ON SALE OF SECURITIES Federal Government Securities

-Market Treasury Bills 9,628 8,220 -Pakistan Investment Bonds 8,862 46,415 -Ijara Sukuk Bonds 4,213 Fully Paid up Ordinary Shares / Modaraba Certificates / Units of Closed end Mutual Funds (223,849) 449,755 Units of Open end Mutual Funds 1,540,964 320,231 1,339,818 824,621 31 OTHER INCOME Rent on property 76,879 50,284 Maintenance charges on property rented 16,521 11,095 Gain on disposal of fixed assets - net 28,710 5,788 Recovery of amount written off previously invested in Certificate of Investments -12,500 Income realised on un-winding of certain derivative contracts 458,044 Others 33,154 924 613,308 80,591 Annual Report 2010 Faysal Bank 208 - 209

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 32 ADMINISTRATIVE EXPENSES Salaries, allowances and other employee benefits 2,924,061 1,931,364 Charge for defined benefit plan 66,229 58,854 Contribution to defined contribution plan 89,448 61,261 Non-executive directors' fee 10,325 1,450 Rent, taxes, insurance, electricity, etc. 784,969 547,737 Legal and professional charges 106,634 80,488 Communications 242,540 78,182 Repairs and maintenance 276,582 168,505 Finance charge on leased assets -22 Stationery and printing 113,550 80,307 Advertisement and publicity 101,287 107,854 Donations 32.1 23,436 2,085 Auditors' remuneration 32.2 8,671 5,696 Depreciation 14.2 660,631 513,839 Amortisation 14.3 157,251 96,838 License and technical fee 112,079 72,128 Travelling, conveyance and entertainment 64,869 52,198 Vehicle running expenses 86,595 71,451 Books, periodicals and subscription 40,431 38,002 Brokerage and commission 146,364 40,983 Others 637,094 276,215 6,653,046 4,285,459

32.1 Donations made during the year were as follows: Donee The Aga Khan University -100 SWAT Refugee Relief Fund -1,036 The Helpcare Society -480 The Citizens Foundation -469 Karachi Relief Trust 40 Prime Minister's Flood Relief Fund 1,653 District Government Bahawalpur 25 Institute of Business Administration (IBA) 10,000 Waqf Faisal (Trust) - This is a charitable public welfare project (The President & CEO of the Holding Company is the managing trustee of the trust) 11,718 23,436 2,085 32.2 Auditors remuneration Statutory audit fee 1,600 1,500 Fee for quarterly and annual group reporting 2,500 2,250 Fee for the review of the half yearly financial statements 400 350 Fee for the provident and gratuity funds 46 46 Tax services 3,300 Special certifications and sundry advisory services 475 1,275 Out-of-pocket expenses 350 275 8,671 5,696

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 OTHER CHARGES Penalties imposed by the State Bank of Pakistan Workers Welfare FundFixed assets written offOthers11,121 16,879 21,803 19,016 68,819 33,029 33,029 34 TAXATION For the year CurrentDeferredFor prior years CurrentDeferred 34.2 239,300 (468,817) (229,517) 191,736 (325,445) (133,709) (363,226) 1,164,420 (439,786) 724,634 2,823,492 (3,440,610) (617,118) 107,516 34.1 Relationship between tax expense and accounting profit Profit before tax 829,552 1,300,042 Tax calculated at the rate of 35% (2009: 35%) Effect of: -permanent differences -income chargeable to tax at reduced rate-prior year reversal-othersTax charge f or the year 290,343 10,091 (493,003) (133,709) (36,948) (363,226) 462,015 84,531 (166,981)

(617,118) 345,069 107,516 34.2 This represents reversals arising in respect of prior years on finalisation of assessments. Provision in respect of tax liability is made on management's best estimate which is adjusted based on asses sment made by the tax authorities. Any difference arising on assessment finalised during the year is adjusted in th e profit and loss account in accordance with the Group's accounting policy. 35 EARNINGS PER SHARE 2010 2009 ContinuingDiscontinued Total ContinuingDiscontinued Total operations operations operations operationsRupees '000 Profit for the year after taxation 1,192,778 6,057 1,198,835 1,212,527 -1,212,52 7 ------------------------------------------------------------------------- Number In thousands ------------------------------------------------------------------Weighted average number of ordinary shares outstanding during the year 730,909 730,909 730,909 730,909 -730,909 Rupees Earnings per share - basic 1.63 0.01 1.64 1.66 35.1 Diluted earnings per share has not been presented as the Group does not have any convertible instruments in issue at December 31, 2010 and December 31, 2009 which would have any effect on the earnings per share if the option to convert is exercised. Annual Report 2010 Faysal Bank 210 - 211

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 Rs 000 2009 Rs 000 36 CASH AND CASH EQUIVALENTS Cash and balance with treasury banks 9 17,428,924 8,427,202 Balances with other banks 10 5,727,909 508,795 Call money lendings 11 -300,000 Overdrawn nostros 18.2 (6,407) (21,550) 23,150,426 9,214,447 37 STAFF STRENGTH Permanent 3,547 1,931 Temporary / on contractual basis 35 111 Group's own staff strength at the end of the year 3,582 2,042 Outsourced 37.1 2,287 976 Total Staff Strength 5,869 3,018 37.1 Outsourced staff represent employees hired by an outside contractor / agency and posted in the Group to perform various tasks / activities of the Group. 38 DEFINED BENEFIT PLAN 38.1 General description The Holding Company operates an approved funded gratuity scheme for all its perm anent employees and employees who are on contractual service in non-management cadre. The benefits under the g ratuity scheme are payable on retirement at the age of 60 years or earlier cessation of service in lump sum. T he benefit is equal to one month's last drawn basic salary for each year of eligible service or part thereof. The minimu m qualifying eligible service for gratuity is 1 year for employees who became members of the Fund before November 12, 2002. In the case of other members of the Fund the minimum qualifying eligible service is 5 years. The minimum qual ifying eligible service for contractual employees not employed under the management cadre is 6 months. The latest actuar ial valuation of the Holding Company's defined benefit plan based on Projected Unit Credit Actuarial Cost Met hod was carried out as at December 31, 2010. 2010

2009 Note 38.2 Principal actuarial assumptions Discount factor used (% per annum) 14.50 12.75 Expected long term rate of return on plan assets (% per annum) 14.50 12.75 Expected rate of salary increase (% per annum) 14.50 12.75 Normal retirement age (years) 60 60 2010 Rs 000 2009 Rs 000 38.3 Reconciliation of receivable from defined benefit plan Present value of defined benefit obligations 38.4 277,157 229,961 Fair value of plan assets 38.5 (245,286) (168,135) 31,871 61,826 Net actuarial loss not recognised (32,221) (62,165) (350) (339)

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Note 2010 2009 Rs 000 Rs 000 38.4 Movement in present value of defined benefit obligation Opening balance 229,961 167,125 Current service cost 59,120 46,493 Interest cost 32,229 27,979 (Gain) / loss on defined benefit obligation (24,523) 6,124 Actual benefits paid during the year (19,630) (17,760) Closing balance 277,157 229,961 38.5 Movement in fair value of plan assets Opening balance 168,135 107,351 Expected return on plan assets 24,884 19,626 Contribution made 70,620 58,854 Benefits paid by the fund (19,630) (17,760) Gain / (loss) on plan assets 1,277 64 Closing balance 245,286 168,135 38.5.1 Plan assets consist of the following: Balances with banks and financial institutions 155,428 104,740 Units of open ended mutual funds 82,562 40,421 Term finance certificates 7,296 22,974 245,286 168,135 38.6 Movement in amount receivable from defined benefit plan Opening balance (339) (339) Charge for the year 38.7 70,609 58,854 Contribution to fund made during the year (70,620) (58,854) Closing balance (350) (339) 38.7 Charge for defined benefit plan Current service cost 59,120 46,493 Interest cost 32,229 27,979 Expected return on plan assets (24,884) (19,626) Amortization of loss 4,144 4,008 70,609 58,854 38.8 Actual return on plan assets 26,655 15,637 38.9 Historical information 2010 2009 2008 2007 2006 Rupees '000 Defined benefit obligation (277,157) (229,961) (167,125) (123,141) (118,509) Fair value of plan assets 245,286 168,135 107,351 97,739 97,253 Deficit (31,871) (61,826) (59,774) (25,402) (21,256) Experience adjustments on plan liabilities 24,523 (6,124) (30,928) (2,818) (4,23 1) Experience adjustments on plan assets 1,277 64 (5,477) (2,745) 888 Annual Report 2010 Faysal Bank 212 - 213

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 39 DEFINED CONTRIBUTION PLAN The Holding Company operates an approved funded contributory provident fund for all its permanent employees to which equal monthly contributions are made both by the Holding Company and the e mployees at the rate of 10% of basic salary. The financial statements of the fund are separately prepared and a udited and are not included as part of these financial statements. 40 COMPENSATION OF DIRECTORS AND EXECUTIVES President / Chief Directors Executives Executive Officer 2010 2009 2010 2009 2010 2009 Managerial remuneration Rupees '000 (including bonus) 125,554 99,875 --764,264 332,091 Fees --10,314 1,450 Charge for defined benefit plan 800 800 --40,322 22,889 Contribution to defined contribution plan 2,956 2,688 --48,391 26,827 Rent and house maintenance 1,645 6,145 --213,029 124,262 Utilities 736 163 --50,377 28,568 Medical 189 278 --27,080 17,848 Leave fare assistance ----57,423 44,735 Others 1,957 2,215 --211,459 49,799 133,837 112,164 10,314 1,450 1,412,345 647,019

Number of persons 1 1 7 7 789 267 40.1 Executives mean employees, other than the chief executive and directors, whose b asic salary exceeds five hundred thousand rupees in a financial year. 40.2 In addition to the above, the Chief Executive and Executives are provided with f ree use of the Group s maintained cars. 41 FAIR VALUE OF FINANCIAL INSTRUMENTS On-balance sheet financial instruments Assets Cash balances with treasury banks Balances with other banksLendings to financial institutionsInvestmentsAdvances Other assets Liabilities Bills payable Borrowings Deposits and other accounts Sub-ordinated loans Other liabilities Off-balance sheet financial instruments Forward purchase of foreign exchange Forward agreements for borrowings Forward sale of foreign exchangeForward agreements for lending Book value Fair value 2010 2009 2010 2009 Rupees '000 17,428,924 8,427,202 17,428,924 8,427,202 5,727,909 508,795 5,727,909 508,795 -15,017,826 -15,017,826 86,265,549 56,459,447 86,030,744 56,459,447 133,706,769 91,346,001 133,706,769 91,346,001 6,215,768 3,393,795 6,215,768 3,393,795 249,344,919 175,153,066 249,110,114 175,153,066 3,218,859 1,465,451 3,218,859 1,465,451 34,635,904 34,985,766 34,635,904 34,985,766 195,315,204 123,469,683 195,315,204 123,469,683 4,595,395 999,200 4,595,395 999,200 12,892,534 6,227,096 12,892,534 6,227,096 250,657,896 167,147,196 250,657,896 167,147,196 23,816,007 8,136,051 23,816,007 8,136,051 10,699,230 15,088,857 10,699,230 15,088,857 5,228,697 6,527,488 5,228,697 6,527,488 421,320 17,250,582 421,320 17,250,582

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 The fair value of traded investments is based on quoted market price, except for marketable securities classified as 'held to maturity'. These securities are carried at amortised cost in order to comply with the requirements of BSD circular No.14 dated September 24, 2004. Fair value of unquoted equity investments is determine d on the basis of break-up value of these investments as per the latest audited financial statements. Fair value of fixed term advances, other assets, other liabilities and fixed ter m deposits cannot be calculated with sufficient reliability due to absence of current and active market for assets an d liabilities and reliable data regarding market rates for similar instruments. The provision for impairment of advances h as been calculated in accordance with the Group's accounting policy as stated in note 7.5 to these consolidated f inancial statements. The repricing profile and effective rates and maturity are stated in note 47.6 a nd 47.7.1 respectively. The fair value of the remaining financial assets and liabilities are not signifi cantly different from their carrying values since assets and liabilities are either short term in nature or in the case of c ustomer advances and deposits, are regularly repriced. 42 ACCOUNTING ESTIMATES AND JUDGMENTS The preparation of financial statements in conformity with the approved accounti ng standards requires the use of certain critical accounting estimates. It also requires the management to exerci se its judgment in the process of applying the Group's accounting policies. Estimates and judgments are continually evaluat ed and are based on historical experience, including expectations of future events that are believed to be reas onable under the circumstances. The significant accounting areas where various assumptions and estimates are signifi cant to the Group's financial statements or where judgment was exercised in application of the accounting policies are as follows: i) classification and provisioning against investments (notes 7.4 and 12). ii) income taxes (notes 7.9, 15 and 34). iii) classification and provisioning against advances (notes 7.5 and 13). iv) depreciation / amortisation of operating fixed assets (notes 7.6 and 14). v) fair value of the net assets acquired in a business combination (note 8). vi) accounting for defined benefit plan (notes 7.11 and 38). vii) accounting for assets and liabilities classified as held for sale (note 16, 21 and 26). viii) fair value of derivative financial instruments (notes 7.18 & 27)

43 SEGMENT DETAILS WITH RESPECT TO BUSINESS ACTIVITIES Primary segment information For management purposes the Group is organised into four major business segments : -Corporate Finance -Trading and Sales -Retail Banking and -Commercial Banking Annual Report 2010 Faysal Bank 214 - 215

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 All assets, liabilities, off balance sheet items and items of income and expense are distributed in primary segments in accordance with the core functions performed by the business groups. Continuing operations Discontinued operations Corporate Trading & Retail Commercial Total Asset Total Finance Sales Banking Banking Management Rupees '00 December 31, 2010 Total income - net 208,042 1,835,115 4,405,115 3,366,746 9,815,018 11,413 9,826, 431 Total expenses (81,316) (796,897) (5,566,419) (2,623,448) (8,985,466) (5,356) (8 ,990,822) Net income (loss) 126,726 1,038,218 (1,161,304) 743,298 829,552 6,057 835,609 Segment assets (Gross) -91,069,068 63,305,812 132,009,563 286,467,058 189,960 28 6,657,018 Segment non performing loans -670,924 10,375,566 13,661,268 24,707,758 -24,707,7 58 Segment provision required against loans -(48,245) (6,441,819) (11,009,576) (17, 499,640) -(17,499,640) Segment liabilities (21,220) (30,063,645) (176,893,053) (43,825,235) (250,803,15 3) (1,778) (250,804,931) Segment return on assets (ROA) (%) -12.20% 11.20% 13.60% 3.22% Segment cost of funds (%) -4.20% 7.70% 6.90% December 31, 2009 Total income - net 113,880 727,765 2,860,306 4,122,019 7,823,970 -7,823,970 Total expenses (58,299) (296,747) (2,788,893) (3,359,988) (6,503,927) -(6,503,92 7) Net income 55,581 431,018 71,413 762,031 1,320,043 -1,320,043 Segment assets (Gross) -51,119,347 72,627,872 65,325,373 189,072,592 -189,072,59 2 Segment non performing loans -2,842,742 6,693,223 3,977,807 13,513,772 -13,513,7 72 Segment provision required against loans -(1,140,082) (3,778,916) (3,361,141) (8 ,280,139) -(8,280,139) Segment liabilities -(48,391,126) (95,523,015) (23,985,263) (167,899,404) -(167, 899,404) Segment return on assets (ROA) (%) * -12.20% 11.20% 13.60%

Segment cost of funds (%) * -4.20% 7.70% 6.90% * These percentages have been computed based on closing assets / liability figur e instead of average balances. Note: The above table is based on best estimates / assumptions. 44 TRUST ACTIVITIES The Group is not engaged in any significant trust activities. However, it acts a s security agent for various Term Finance Certificates it arranges and distributes on behalf of its customers. 45 RELATED PARTY TRANSACTIONS The Group has related party relationship with group companies, retirement benefi t plans directors, key management personnel and entities over which the directors or key management personnel are able to exercise significant influence. Banking transactions with the related parties are executed substantially on the same terms, except transaction with directors and key management personnel that are as per their terms of employment, includin g mark-up rates and collateral, as those prevailing at the time of comparable transactions with unrelated parties a nd do not involve more than a normal risk. Details of advances to the companies or firms in which the directors of th e Group are interested as directors, partners or in case of private companies as members are given in note 13.8 to these conso lidated financial statements.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Contributions to and accruals in respect of retirement benefit plans are made in accordance with the actuarial valuations / terms of contribution plan (refer notes 7.11, 38 and 39 to these financial sta tements for the details of the plans). Remuneration of key management personnel, including salaries and other short-ter m employee benefits and postemployment benefits is given below. Remuneration to executives (including key ma nagement personnel) of the Group is disclosed in note 40 to these consolidated financial statements. Such remuner ation is determined in accordance with the terms of their employment. 2010 Directors and key managementpersonnel Retirement Benefit Plans Associate Group Companies Strategic Investments Rupees '000 Deposits Balance at the beginning of the year 39,485 350,367 399 2,181,528 27,085 Placements during the year 662,295 2,417,003 249,939 42,632,583 227,712 Withdrawals during the year (686,384) (1,768,478) (249,859) (44,298,132) (236,89 2) Amalgamation 61,969 646,556 --Balance at end of the year 77,365 1,645,448 479 515,979 17,905 Advances Balance at the beginning of the year 33,576 ---802,558 Disbursement during the year 6,000 --2,014,168 1,750 Repayment during the year (148,261) ---(2,113) Amalgamation 159,473 ---Balance at end of the year 50,788 --2,014,168 802,195 2009 Directors and key managementpersonnel Retirement Benefit Plans Associate GroupCompanies StrategicInvestments Rupees '000 Deposits Balance at the beginning of the year 21,081 148,888 958 1,174,456 13,412 Placements during the year 411,448 770,721 82,678 71,421,342 610,833

Withdrawals during the year (393,044) (569,242) (83,237) (70,414,270) (597,160) Balance at end of the year 39,485 350,367 399 2,181,528 27,085 Advances Balance at the beginning of the year 71,807 ---731,564 Disbursement during the year ----72,735 Repayment during the year (38,231) ---(1,741) Balance at end of the year 33,576 ---802,558 Annual Report 2010 Faysal Bank 216 - 217

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Balances pertaining to parties that were related at the beginning of the year bu t ceased to be so related during any part of the current period are not reflected as part of the closing balance. The same are accounted for through the movement presented above. 2010 Directors and key management personnel Retirement Benefit Plans Associate GroupCompanies StrategicInvestments Rupees '000 Nostro balances with group companies ---254 Shares / Units purchased during the year ---2,540,698 Shares / Units sold during the year ---2,727,062 Profit paid / accrued 3,238 49,668 39 119,574 1,230 Profit return / earned 1,839 --113,780 226 Dividend income from subsidiary ----Remuneration of key management personnel -Salaries and other short-term employee benefits 257,753 ---Post-employment benefits 6,322 ---Contribution to staff retirement benefits -155,598 --Guarantees issued favoring related parties or on their behalf ---25,000 2009 Directors and key managementpersonnel Retirement Benefit Plans Associate GroupCompanies StrategicInvestments Rupees '000 Nostro balances with group companies ---16,215 Shares / Units purchased during the year ---2,376,766 Shares / Units sold during the year ---2,754,444 56,201 Profit paid / accrued 2,954 23,686 11 156,628 1,468 Profit return / earned 2,330 ---356 Dividend income from subsidiary ----Remuneration of key management personnel -Salaries and other short-term employee benefits 134,010 ---Post-employment benefits 9,406 ---Contribution

to staff retirement benefits -120,115 --Disposal of vehicles to key management personnel and other executives is disclosed in not e 14.4 to these financial statements. 46 CAPITAL - ASSESSMENT AND ADEQUACY BASEL II SPECIFIC 46.1 Capital Management The objective of Capital Management is to ensure the Group's ability to operate as a going concern by maintaining appropriate capital base in line with minimum regulatory requirements. The Group has implemented and is operating under Basel II capital adequacy framework that applies to all Banks and DFIs as prescribed under SBP BSD Circular No. 8 dated June 27, 2006 and amendments made by SBP through circulars. The Grou p has adopted Standardised Approach for Credit and Market Risk and Basic Indicator Approach for Operational Risk.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 The Group ensures that it: a) complies with the capital requirements set by the State Bank of Pakistan; b) safeguards the Goup s ability to continue as a going concern so that it can contin ue to provide returns for shareholders and benefits for other stakeholders; and c) maintains a strong capital base to support the development of its business. Capital adequacy is regularly monitored by the Group's management, employing tec hniques based on the guidelines developed by the Basel Committee, as adopted by the State Bank of Pakistan. The required information is submitted to the State Bank of Pakistan on a quarterly basis. The State Bank of Pakistan requires each Bank or Banking group to: (a) hold the minimum level of the paid up capital and (b) maintain a ratio of total regulatory capital to the risk-weighted assets at or above the required minimum level of 10%. The Group s regulatory capital is divided into three tiers: a) Tier 1 capital: share capital, retained earnings and reserves created by appropr iations of retained earnings; b) Tier 2 capital: qualifying subordinated loan capital, general provisions and unr ealized gains arising on the fair valuation of equity instruments held as available for sale; and c) Tier 3 capital: the Group has no eligible Tier 3 capital. Book value of goodwill, other intangible assets including software, brand value etc, are deducted from Tier 1 capital whereas Investments in associates and subsidiary as disclosed in Note 12.1 are d educted from Tier 1 and Tier 2 capital to arrive at the regulatory capital. The risk-weighted assets are measured by means of a hierarchy of five risk weigh ts classified according to the nature of and reflecting an estimate of credit, market and operational risks associated with each asset and counterparty, taking into account any eligible collateral or guarantees. A similar treatment i s adopted for off balance sheet exposure,

with some adjustments to reflect the more contingent nature of the potential los ses. The Group will continue to maintain the required regulatory capital either throu gh its risk management strategies or by increasing the capital requirements in line with the business and capital nee ds. Vide BSD Circular No. 07 of 2009, the State Bank of Pakistan has prescribed a mi nimum paid-up capital requirement (net of losses) of Rs 7 billion for all banks to be achieved by December 31, 201 0. The required minimum Capital Adequacy Ratio (CAR), on consolidated as well as on standalone basis is 10%. The risk weighted assets to capital ratio, calculated in accordance with the Sta te Bank's guidelines on capital adequacy is as follows: Annual Report 2010 Faysal Bank 218 - 219

2010 Rs 000 Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of theConsolidated Financial Statements For the year ended December 31, 2010 Note 2009 46.2 Capital Structure Rs 000 Tier I Capital Share Capital 7,309,094 6,090,911 Proposed shares to be issued on amalgamation 28,253 Reserves 7,354,688 4,030,056 Unappropriated profits 1,992,719 1,252,180 Non controlling interest 75,273 73,309 16,760,027 11,446,456 Less: Book value of intangible assets 46.6 1,790,901 226,786 Shortfall / relaxation in provision 740,194 Deficit on account of revaluation of investments held in AFS category 230,367 Other deductions (represents 50% of the majority or significant minority interest in subsidiaries and associates) 40,126 22,500 2,801,588 249,286 Total Tier I Capital 13,958,439 11,197,170 Tier II Capital Subordinated debt (upto 50% of total Tier 1 Capital) 3,837,918 799,360 General provisions subject to 1.25% of total Risk Weighted Assets 336,573 374,13 3 Revaluation reserve (upto 45%) 650,967 4,174,491 1,824,460 Less Other deductions (represents 50% of the majority or significant minority interest in subsidiaries and associates) 40,126 22,500 Total Tier II Capital 4,134,365 1,801,960 Eligible Tier III Capital -Total Regulatory Capital Base 18,092,804 12,999,130

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 46.3 Capital Adequacy Note Capital Requirements Risk Weighted Assets 2010 2009 2010 2009 Rupees in '000 Credit Risk Public sector enterprise Financial institution Corporate Retail Past due loansOther Total Credit Risk 46.6 211,170505,6458,768,370 1,885,177 892,3362,299,64814,562,346 223,521 78,254 5,450,440 1,298,542 433,659 820,430 8,304,846 2,111,6985,056,452 87,683,700 18,851,7688,923,356 22,996,477145,623,451 2,235,208 782,542 54,504,396 12,985,422 4,336,587 8,204,300 83,048,455 Market Risk Capital requirement for portfolios subject to standardized approach Interest rate risk Equity position risk Foreign exchange risk Total Market Risk 128,208533,81630,690692,714 438,787 354,471 1,662 794,920 1,282,079 5,338,161 306,8976,927,137 4,387,871

3,544,712 16,617 7,949,200 Operational Risk Capital requirement for operational risks Total Operational Risk 2,205,57317,460,633 1,245,837 10,345,603 27,569,663180,120,251 12,458,368 103,456,023 Capital Adequacy Ratio 2010 2009 Total eligible regulatory capital held 46.2 18,092,804 12,999,130 Total risk weighted assets 180,120,251 103,456,023 Capital adequacy ratio 10.04% 12.56% 46.4 As more fully disclosed in notes 12.3.3, 12.3.4 and 13.4.2 to these financial st atements, the SBP has given a relaxation to the Group in maintaining provision against outstanding facilities extended to Dewan Mushtaq Group and Azgard Nine Group. In accordance with the Revised Regulatory Capital Framewo rk under Basel II issued by the SBP, the Group is required to deduct from Tier I Capital any shortfall in pr ovisions required against classified assets irrespective of any relaxation allowed by the SBP. Accordingly, an amount of Rs 740.194 million has been deducted from the Group's Tier I Capital. 46.5 The benefit of FSV allowed by the SBP has not been deducted from Tier I capital of the Group based on clarification issued by the SBP through its letter BSD/BAI-1/220/452/2009 dated April 27, 2009 in accordance with section 1.1 of the SBP Basel II guidelines. 46.6 The SBP through its letter BPRD (R&P-02)/625-99/2011/3744 dated March 28, 2011 h as advised the Holding company that the deduction of intangible assets, as appear under Tier-I capital, would be limited to the extent of the amount of the intangible recognised as negative goodwill / intangible gain. Whereas, the portion of Deferred Tax Liabilities (DTL) created due to such intangible assets would not be netted against Deferred Tax Assets (DTA) for calculation of CAR. Annual Report 2010 Faysal Bank 220 - 221

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47 RISK MANAGEMENT The variety of business activities undertaken by the Group requires effective id entification, measurement, monitoring, integration and management of different financial and non-financial risks that a re constantly evolving as business activities change in response to concurrent internal and external developments. The Group has a dynamic risk management framework defined by the Board of Directors (BOD) and implemented thr ough Risk Management Group (RMG). The Risk Management framework endeavours to be a comprehensive and evolvi ng guideline to cater to changing business dynamics. The framework includes: -Clearly defined risk management policies. -Well constituted organizational structure, in the form of a separate risk manag ement department, which ensures that individuals responsible for risk approval are independent from risk taking units i.e. Business Units. -Mechanism for ongoing review of credit policies & procedures and risk exposures . The primary objective of this architecture is to inculcate risk management into the organization flows to ensure that risks are accurately identified & assessed, properly documented, approved, and a dequately monitored & managed in order to enhance long term earnings and to protect the interests of the Group s depositors and shareholders. The Board Risk Management Committee (BRMC), comprising of 4 directors including the President & CEO, is appointed and authorized by the Board to assist the BOD in design, regular evaluation and timely updation of the Risk Management framework. BRMC has further authorized management committees such as Country Cre dit Committee (CCC), Enterprise Risk Management Committee (ERMC) and Assets & Liabilities Committee (ALCO) to su pervise risk management activities within their respective scopes. In order to have an effective and efficient risk assessment, and to closely alig n its functions with Business, RMG has separate Risk functions for Credit Risk Management: Corporate Risk Management, C ommercial Risk Management, Retail SME & Agri Risk Management and Retail Risk Management. While Corporate, C ommercial and Retail SME & Agri Risk Management involve a customer-based risk assessment under a pre-defi ned credit approval process, Retail Risk Management operates on a program lending approach to manage, mitigate and a pprove risk on a portfolio

level. The Risk Management architecture is further fostered by Enterprise Risk Manageme nt, Credit Administration and Risk Policy functions. The Enterprise Risk Management function is responsible for managing and controll ing Market, Operational and Liquidity Risks at an enterprise level and maintaining regulatory capital requir ements of the Group. Credit Administration Department looks after the security, loan documentation, d isbursement and post disbursement monitoring aspects of the credit portfolio. Risk Policy unit ensures formulation of synchronized and adhesive polices in con junction with the Group's strategy and practices while adhering to the local and regulatory guidelines within Corpo rate, Commercial and Retail business segments. This also encompasses detailed review of macro risk factors, NPL statu s and monitoring of internal credit rating models including model documentation and the coordination of analytics wi thin the Enterprise Risk Management functionalities.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.1 Credit Risk Credit risk is the identification of probability that a counterparty will cause a financial loss to the Group due to its inability or unwillingness to meet its contractual obligation. This credit risk can arise from both direct lending activities as well as contingent liabilities. The Group s credit risk philosophy is based on the Group s overall business strategy / direction as established by the Board. The Group is committed to the appropriate level of due diligence to e nsure that credit risks have been properly analyzed, fully disclosed to the approving authorities and appropriatel y rated, also ensuring that the credit commitment is appropriately structured, priced (in line with market practices) a nd documented. The Group deals with many different types of borrowers and borrowing structures across the wholesale and retail segments. The Group manages customer credit risk exposures within appropriate li mits to ensure that it does not provide a disproportionate level of credit to a single customer or group of conn ected clients. The Group follows aggregation principles summing of credit risk limits to the same customer, or gr oup of connected clients to identify and manage effectively all significant credit risk exposures to a single custome r connection within an individual business and, where appropriate, across other business segments. The Group has well-defined credit approval and review processes under which seni or officers (with the inclusion of Risk Management s consent) with the requisite credit background, critically scruti nize and sanction financing. Besides financial, industry and transaction analysis, in order to quantify risks of coun terparty, the credit evaluation also includes risk rating system to evaluate risk rating of all customers which is then monito red on a portfolio basis to gauge the Group s credit portfolio quality. To avoid risk concentration, counterparty limits , counterparty group limits and industry concentration limits are also established, monitored and assessed in the light o f changing counterparty and market conditions. 47.1.1 Segment by class of business Portfolio management is an integral part of the Group's credit process. Risk con centration may arise where total exposure to a particular group or industry is high in relation to shareholders' equity. The Group has set up a portfolio strategy and planning function with an aim to monitor the overall risk and to av oid high exposure to a single group or industry.

Annual Report 2010 Faysal Bank 222 - 223

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Segmental information in respect of the class of business and geographical distr ibution of advances, deposits, and contingencies and commitments is given below: 2010 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Chemical and Pharmaceuticals 10,660,112 7.05 4,808,016 2.46 1,493,882 3.61 AgricultureTextile 3,455,591 29,269,648 2.29 19.36 4,881,073 1,674,602 2.50 0.86 544,671 3,560,257 1.32 8.60 Cement 4,850,342 3.21 149,610 0.08 2,453,244 5.93 Sugar Construction 3,056,884 788,628 2.02 0.52 109,086 1,967,022 0.06 1.01 89,334 1,032,579 0.22 2.50 Ready made garmentsFootwear and leather garmentsAutomobile and transportation eq uipmentFinancial 968,971 1,032,889 364,287 288,407 0.64 0.68 0.24 0.19 259,619 255,924 429,124

6,787,411 0.13 0.13 0.22 3.48 269,145 119,749 244,508 12,951,649 0.65 0.29 0.59 31.30 Oil Refining / MarketingDistribution / TradingElectronics and electrical applian ces Production and transmission of energy Iron and Steel 205,812 7,477,745 1,285,032 16,657,824 2,235,005 0.14 4.95 0.85 11.02 1.48 6,614,430 6,195,143 854,840 6,613,736 800,265 3.39 3.17 0.44 3.39 0.41 5,121,643 1,798,148 1,438,587 2,016,398 366,167 12.38 4.35 3.48 4.87 0.88 Food and Allied 3,962,536 2.62 595,083 0.30 224,712 0.54 Synthetic and RayonFood Industries 1,057,214 0.70 28,944 914,803 0.01 0.47 75,963 157,735 0.18

0.38 Paper and Board Individuals334,878 19,993,893 0.22 13.22 65,855 89,405,382 0.03 45.77 1,409 76,134 0.18 Telecommunication --806,275 0.41 1,288,772 3.11 Transportation, Road and Air Mining and Quarrying Others3,579,183 119,760 39,561,768 2.37 0.08 26.15 1,569,298 150,678 59,378,985 0.80 0.08 30.40 369,503 270,032 5,413,229 0.89 0.65 13.10 151,206,409 100.00 195,315,204 100.00 41,377,450 100.00 2009 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Chemical and Pharmaceuticals 8,287,946 8.42 5,403,369 4.37 2,045,152 7.77 AgricultureTextile 3,445,103 15,689,375 3.50 15.95 4,043,629 831,859 3.27 0.67 46,526 1,076,158 0.18 4.09 Cement 3,123,810 3.18 279,911 0.23 389,840 1.48 SugarConstruction 2,645,778 1,274,940 2.69 1.30 77,447

2,366,164 0.06 1.91 14,500 1,980,231 0.06 7.52 Ready made garmentsFootwear and leather garmentsAutomobile and transportation eq uipmentFinancial 113,991 903,885 220,132 895,493 0.12 0.92 0.22 0.91 442,319 224,882 329,533 8,460,302 0.36 0.18 0.27 6.84 213,111 164,076 107,876 785,548 0.81 0.62 0.41 2.98 Oil Refining / MarketingDistribution / TradingElectronics and electrical applian cesProduction and transmission of energy Iron and Steel 30,823 3,291,661 33,134 5,972,805 1,308,612 0.03 3.35 0.03 6.07 1.33 13,973,436 2,321,507 605,672 1,407,218 491,971 11.30 1.88 0.49 1.14 0.40 4,492,404 905,118 2,339,778 4,474,344

1,159,558 17.07 3.44 8.89 17.00 4.41 Food and Allied 251,203 0.26 ---Synthetic and RayonFood Industries 2,061,035 2,096,027 2.09 2.13 104,483 474,873 0.08 0.38 516,901 1.96 Paper and BoardIndividuals 413,787 12,347,103 0.42 12.55 54,468 38,925,270 0.04 31.48 4,121 1,906 0.02 0.01 Telecommunication --5,188,571 4.20 2,850,079 10.83 Transportation, Road and AirMining and QuarryingOthers 33,977,827 34.53 36,302 37,426,497 0.03 30.42 249,919 2,501,364 0.95 9.50 98,384,470 100.00 123,469,683 100.00 26,318,510 100.00

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.1.2 Segment by sector 2010 PercentRupees '000 Advances (Gross) Deposits PercentRupees '000 Contingencies and Commitments PercentRupees '000 Public / Government Private9,896,164 141,310,245 151,206,409 6.54 93.46 100.00 16,223,860 179,091,344 195,315,204 8.31 91.69 100.00 3,296,250 38,081,200 41,377,450 7.97 92.03 100.00 2009 Advances (Gross) Deposits Contingencies and Commitments Rupees '000 Percent Rupees '000 Percent Rupees '000 Percent Public / Government 9,197,928 9.35 9,159,093 7.41 6,304,914 23.96 Private 89,186,542 90.65 114,310,590 92.59 20,013,596 76.04 98,384,470 100.00 123,469,683 100.00 26,318,510 100.00 47.1.3 Details of non-performing advances and specific provisions by class of bu siness segment 2010 2009 Classified SpecificClassified SpecificAdvances Provision Advances Provision Held Held Rupees '000 Chemical and Pharmaceuticals 1,265,250 844,380 775,233 727,967 Agriculture 933,483 236,021 623,871 167,299

Textile 5,377,745 4,179,663 1,220,495 1,068,749 Cement 1,005,109 584,796 -Sugar 56,920 56,640 529,490 105,283 Construction 273,918 80,822 36,992 14,560 Ready Made Garments 82,496 66,621 7,339 992 Footwear and leather garments 32,947 18,529 -Automobile and Transport Equipment 145,472 134,240 124,505 89,617 Financial 90,014 44,510 62,221 6,687 Oil Refining / Marketing 200,239 85,239 502,178 305,165 Distribution / Trading 2,061,389 1,405,577 -Electronics and electrical appliances 439,604 420,893 1,076,982 995,260 Production and transmission of energy 3,095,105 2,944,563 150,647 148,786 Iron and Steel 152,172 131,452 77,532 23,922 Food and Allied 826,777 561,892 75,351 62,547 Synthetic and Rayon 372,630 372,630 1,485,642 648,582 Food and Industry --560,545 168,842 Paper and Board 125,290 78,229 58,000 58,000 Transportation, Road and Air 7,267 5,602 Individuals 2,859,486 1,629,843 372,630 372,630 Others (including manufacturing and real estate) 5,304,445 3,280,925 2,931,377 1 ,699,448 24,707,758 17,163,067 10,671,030 6,664,336 Annual Report 2010 Faysal Bank 224 - 225

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.1.4 Details of non-performing advances and specific provisions by sector 2010 2009 Classified Advances SpecificProvision Classified Advances SpecificProvision Held Held Rupees '000 Public / Government ---Private 24,707,758 17,163,067 10,671,030 6,664,336 24,707,758 17,163,067 10,671,030 6,664,336 47.1.5 Geographical segment analysis 2010 Profit Total Net Contingencies before assets assets and taxation employed employed commitments Rupees '000 Pakistan 829,552 267,439,850 16,634,919 41,377,450 Asia Pacific (including South Asia) ---Europe ---United States of America and Canada ---Middle East ---Others --829,552 267,439,850 16,634,919 41,377,450 2009 Profit Total Net Contingenciesbefore assets assets and taxation employed employed commitments Rupees '000 Pakistan 1,320,043 180,792,453 12,893,049 26,318,510 Asia Pacific (including South Asia) ---Europe ---United States of America and Canada ---Middle East ---Others --1,320,043 180,792,453 12,893,049 26,318,510 47.2 Credit Risk: General disclosures Basel II specific The Group has adopted the Standardised Approach, under Basel II. According to th

e regulatory statement submitted under the Standardised Approach, the portfolio has been divided into claims on P ublic Sector Entities in Pakistan (PSEs), claims on corporate (excluding equity exposure) and claims categorized a s retail portfolio. Claims on corporate constitute 34.04% (2009: 37.37%) of the total exposure, 2.53% (2009: 4.69%) repr esents claims on PSEs and 7.89% (2009: 10.75%) exposure pertains to claims categorized as retail portfolio .

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.2.1 Credit Risk: Disclosures for portfolio subject to Standardised Approach For domestic claims, External Credit Assessment Institutions (ECAIs) recommended by the State Bank of Pakistan (SBP), namely Pakistan Credit Rating Agency Limited (PACRA) and JCR-VIS Credit Rating C ompany Limited (JCR-VIS) are used. For claims on foreign entities, ratings assigned by Standard and Poor's, Fitch a nd Moody's are used. Foreign exposures not rated by any of the aforementioned rating agencies were categorized as unrat ed. Types of exposure for which each agency is used in the year ended December 31, 2 010 are as follows; Standard and Exposures PACRA JCR-VIS Poor's Moody's Fitch Corporate 33 --Banks 333 33 Sovereigns ----SMEs ----Securitizations ----SBP indicative mapping process as instructed in SBP circular "Minimum Capital Requir ements for Banks and DFIs" (indicated in table below) was used to map alphanumeric ratings of PACRA, JCR-VI S, S&P's. Moody's, Fitch Ratings, and numeric scores of ECAs, to SBP rating grades. SBP Rating ECA Scores PACRA JCR-VIS S & P Moody s Fitch 1 0,1 AA- and above AA- and above AA- and above Aa3 and above AA- and above 2 2 A+ to AA+ to AA+ to AA1 to A3 A+ to A3 3 BBB+ to BBBBBB+ to BBBBBB+ to BBBBaa1 to Baa3 BBB+ to BBB4 4 BB+ to BBBB+ to BBBB+ to BBBa1 to Ba3 BB+ to BB5 5,6 B+ to BB+ to BB+ to BB1 to B3 B+ to B6 7 CCC+ & Below CCC+ & Below CCC+ & Below Caa1 & Below CCC+ & Below Annual Report 2010 Faysal Bank 226 - 227

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 For exposure amounts after risk mitigation subject to the standardized approach, amount of Bank's/DFI's outstandings (rated & unrated ) in each risk bucket as well as those that are deducted are as follows; Exposures Rating Category Amount Outstanding Deduction CRM Net Amount -Cash and Cash Equivalent-Corporate -Public Sector Equities -Banks -Sovereigns etc. -Government of Pakistan-SBP-Retail-Residential Mortgage-Past Dues Loans-Past Due s against Residential Mortgage-Unlisted Equity Investment-Listed Equity-Operatin g Fixed Assets-Other AssetsTotal 123,45,6Unrated12,3Unrated1,2,34,5Unrated 3,682,372 8,997,693 14,814,330 1,817,234 254,176 65,504,184 4,743,496 579,041 278,548 7,530,429 142,025 181,763 77,836,628 4,064,347 24,076,633 7,038,028 8,090,011 1,072,171 350,083 4,054,952 6,054,678 12,419,536 4,488 8,071 7,248 1,259,640

3,259 104,699 3,159,391 647,668 3,682,372 8,997,693 14,809,842 1,809,163 246,928 64,244,544 4,743,496 579,041 275,289 7,425,730 142,025 181,763 77,836,628 4,064,347 20,917,242 7,038,028 7,442,343 1,072,171 350,083 4,054,952 6,054,678 12,419,536 253,582,358 5,194,464 248,387,894 Collaterals used by the Group for Credit Risk Mitigation (CRM) were as follows: -Cash margin -Government securities -Guarantees of Government and Banks. -Shares on KSE main index. 47.3 Market Risk It is the risk that the value of the On and roup will be adversely affected by movements in market rates or prices such as commodity prices resulting in a loss to earnings and capital. Market risks arise pen foreign currency positions, holding common equity, and other products. All such osed to general and specific market movements.

Off-balance sheet positions of the G interest rates, equity prices and/or generally from trading activities, o instruments and transactions are exp

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 The Group seeks to mitigate market risk by employing strategies that correlate p rice, rate and spread movements of its earning assets, liabilities and trading activities. Treasury Front Office , Market Risk Management and Treasury Middle Office perform market risk management activities within the Group. The Gr oup has Enterprise Risk Management Committee which is responsible for reviewing and approving market risk policies and strategies. The market risk is further divided into various sub-categories, which are defined as follows: 47.4 Foreign Exchange Risk / Currency Risk Foreign exchange risk / currency risk is the current or prospective risk to earn ings and capital arising from adverse movements in currency exchange rates. It refers to the impact of adverse movemen ts in currency exchange rates on the value of open foreign currency positions. Changes in currency rates affect t he value of assets and liabilities denominated in foreign currencies and may affect revenues from foreign exchange dealing. The Group undertakes currency risk mostly to support its trade services and main tains overall foreign exchange risk position to the extent of statutory Foreign Exchange Exposure Limit (FEEL) presc ribed by SBP. Foreign Exchange Risk exposures are managed by matching future maturities. Exposure limits such as counterparty, gap, net open position, dealer and product limits are also in place in accordance with the Group s approved Standard Operating Procedures to limit risk and concentr ation to the acceptable tolerance levels. 47.4.1 Currency Risk 2010 Assets Liabilities Off-balance Net currency sheet items exposure Rupees '000 Pakistan rupee 252,526,137 231,011,914 (5,181,551) 16,332,672 United States dollar 13,043,436 15,031,236 2,276,874 289,074 Great Britain pound 729,571 2,588,787 1,860,831 1,615 Japanese yen 6,275 2,729 (2,106) 1,440 Euro 1,115,659 2,170,027 1,056,127 1,759 Other currencies 18,772 238 (10,175) 8,359 267,439,850 250,804,931 -16,634,919 2009 Assets Liabilities Off-balance Net currency sheet items exposure

Rupees '000 Pakistan rupee 174,729,829 160,270,207 (1,582,956) 12,876,666 United States dollar 5,457,197 5,967,507 525,116 14,806 Great Britain pound 132,705 1,030,639 897,700 (234) Japanese yen 31 1,574 1,825 282 Euro 471,422 629,469 158,315 268 Other currencies 1,269 8 -1,261 180,792,453 167,899,404 -12,893,049 47.5 Equity position risk Equity position risk is the risk arising from unfavourable fluctuations in price s of shares in which the Group carrieslong and/or short positions, in its tradin g book. It is risk to earnings or capital that results from adverse changes inth e value of equity related portfolios of the Group. Price risk associated with eq uities could be systematic or unsystematic. Systematic risk is due to sensitivity of portfolio s value to changes in overall l evel of equity prices, while the unsystematicrisk is associated with price volat ility that is determined by the specific characteristics of the investee company . The Group's equity position is governed by SBP limits for overall investment and per scrip exposure. In addition, there are internal limits set for trading positions, as well as stop loss limits. Annual Report 2010 Faysal Bank 228 - 229

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.6 Mismatch of Interest Rate Sensitive Assets and Liabilities / Yield / Intere st Rate Risk 2010 Exposed to Yield / Interest risk Effective Over one Over three Over six Over one Over two Over three Over five Ov er ten Non-interest Upto one Yield /Total month to months to months to year to years to years to years to yea rs bearing month Interest three months six months one year two years three years five years ten y ears financial rate instruments Rupees in '000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 17,428,924 1,841,189 --------15,587,735 Balances with other banks 5,727,909 ---------5,727,909 Lending to financial institutions ---------10.00 86,265,549 17,508,217 25,877,811 25,577,920 2,127,097 2,097,215 2,460,240 1,601,366 1,921,411 -7,094,272 Advances 12.06 133,706,769 19,707,160 47,807,198 35,863,713 18,794,879 1,944,798 1,223,283 1,779,694 2,224,448 939,899 3,421,697 Other assets 6,215,768 ---------6,215,768 249,344,919 39,056,566 73,685,009 61,441,633 20,921,976 4,042,013 3,683,523 3,38 1,060 4,145,859 939,899 38,047,381 Liabilities Bills payable 3,218,859 ---------3,218,859 Borrowings 9.70 34,635,904 19,591,632 7,329,480 4,198,881 1,708,968 485,863 484, 498 676,131 158,375 -2,076 Deposits and other accounts 8.06 195,315,204 78,833,274 16,060,800 25,520,971 30 ,838,576 1,018,501 449,335 184,203 16,890 -42,392,654 Sub-ordinated loans 14.59 4,595,395 --4,595,395 -----against assets subject to finance lease ---------liabilities 12,892,534 214,615 513,911 -------12,164,008 250,657,896 98,639,521 23,904,191 34,315,247 32,547,544 1,504,364 933,833 860,33 4 175,265 -57,777,597 On-balance sheet gap (1,312,977) (59,582,955) 49,780,818 27,126,386 (11,625,568) 2,537,649 2,749,690 2,520,726 3,970,594 939,899 (19,730,216)

Off-balance sheet financial instruments Forward Lending (including call lending, repurchase agreement lending, commitments to extend credit, etc.) ----------

Forward borrowings (including call borrowing, repurchase agreement borrowing, etc.) ---------balance sheet gap ---------Total Yield / Interest Risk Sensitivity Gap (59,582,955) 49,780,818 27,126,386 ( 11,625,568) 2,537,649 2,749,690 2,520,726 3,970,594 939,899 Cumulative Yield / Interest Risk Sensitivity Gap (59,582,955) (9,802,137) 17,324 ,249 5,698,681 8,236,330 10,986,020 13,506,746 17,477,340 18,417,239

Annual Report 2010 Faysal Bank 230 - 231 230 - 231 Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Mismatch of Interest Rate Sensitive Assets and Liabilities / Yield / Interest Ra te Risk 2009 Exposed to Yield / Interest risk EffectiveOver oneOver threeOver sixOver oneOver twoOver threeOver fiveOver tenNo n-interest Upto one Yield /Total month tomonths tomonths toyear toyears toyears toyears toyears bear ing month Interestthree months six months one year two years three years five years ten ye ars financialrate instruments Rupees in '000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 8,427,202 ---------8,427,202 Balances with other banks 508,795 ---------508,795 Lending to financial institutions 12.66 15,017,826 14,242,461 775,365 ------12.29 56,459,447 1,719,915 9,800,471 20,680,576 10,032,741 89,172 166,944 1,245, 018 4,491,019 -8,233,591 Advances 13.83 91,346,001 20,440,376 30,135,710 25,432,177 6,531,703 2,453,769 1 ,464,386 1,101,566 218,131 391,342 3,176,841 Other assets 3,393,795 ---------3,393,795 175,153,066 36,402,752 40,711,546 46,112,753 16,564,444 2,542,941 1,631,330 2,34 6,584 4,709,150 391,342 23,740,224 Liabilities Bills payable 1,465,451 ---------1,465,451 Borrowings 9.87 34,985,766 20,387,801 9,964,136 2,755,673 472,577 419,264 305,75 7 511,070 147,938 -21,550 Deposits and other accounts 8.81 123,469,683 63,157,425 21,214,332 5,408,698 10, 335,183 473,435 149,991 49,209 --22,681,410 Sub-ordinated loans 15.02 999,200 --200 999,000 ----against assets subject to finance lease ---------liabilities 6,227,096 ---------6,227,096

167,147,196 83,545,226 31,178,468 8,164,571 11,806,760 892,699 455,748 560,279 1 47,938 -30,395,507 On-balance sheet gap 8,005,870 (47,142,474) 9,533,078 37,948,182 4,757,684 1,650 ,242 1,175,582 1,786,305 4,561,212 391,342 (6,655,283) Off-balance sheet financial instruments Forward Lending (including call lending, repurchase agreement lending, commitments to extend credit, etc.) (2,210,000) 2,210,000 -------Forward borrowings (including call borrowing, repurchase agreement borrowing, etc.) ---------Off-balance sheet gap (2,210,000) 2,210,000 -------Total Yield / Interest Risk Sensitivity Gap (49,352,474) 9,533,078 37,948,182 4, 757,684 1,650,242 1,175,583 1,786,305 4,561,212 391,342 Cumulative Yield / Interest Risk Sensitivity Gap (49,352,474) (39,819,396) (1,87 1,214) 2,886,470 4,536,712 5,712,294 7,498,599 12,059,811 12,451,153

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.6.1 Yield curve risk is the risk that a financial instrument will suffer either a de cline in income or capital because future changes in prevailing interest rates impact assets more or less than they impact liabili ties. The component of interest rate risk arising from differences in the timing of asset and liability. It is inherent primarily to the banking book mainly through advances and deposits portfolio. 47.6.2 The Interest rate risk of the Group arises when there is a mismatch between cont ractual maturities, which are subject to interest rate adjustment within a specified period or re-pricing of on- and offbalance sheet assets and liabilities. Risk is addressed by the Asset and Liability Management Committee that reviews the inter est rate dynamics at regular intervals and decides re-pricing of assets and liabilities to ensure that the spread of th e Group remains at an acceptable level. 47.6.3 Major sources of Interest rate risk are; i) differences between the timing of rate changes and the timing of cash flows ( re-pricing risk); ii) changing rate relationships among different yield curves effecting bank acti vities (basis risk); iii) changing rate relationships across the range of maturities (yield curve ris k); and iv) interest-related options embedded in Group's products (options risk). 47.7 Liquidity Risk Liquidity risk is the risk that the Group is unable to meet its payment obligati ons associated with its financial liabilities when they fall due, and to replace funds when they are withdrawn. The Group s Asset and Liability Management Committee manages the liquidity positio n on a continuous basis. The Group s liquidity risk management process, as carried out within the Group and mon itored by the management, includes: Day-to-day funding, managed by monitoring future cash flows to ensure that requi rements can be met. This includes replenishment of funds as they mature or are borrowed by customers. The Group ma intains an active presence in money markets to enable this to happen; Maintaining a portfolio of highly marketable assets that can easily be liquidate d as protection against any unforeseen interruption to cash flow;

Monitoring balance sheet liquidity ratios against internal and regulatory requir ements; Managing the concentration and profile of debt maturities; Monitoring of next three months liquidity target, available Internal liquidity, liquidity excess / shortfall and estimated overall liquidity; and Managing the liabilities both on a contractual and behavioural basis primarily b y matching the maturity profiles of assets and liabilities; Monitoring and reporting of treasury and capital market maturities is done throu gh monitoring of daily maturities. Hence, monitoring and reporting takes the form of regular and periodic cash flow measur ement and projections. Sources of liquidity are regularly reviewed to maintain a wide diversification b y currency, geography, provider, product and term.

Annual Report 2010 Faysal Bank 232 - 233 232 - 233 Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.7.1 Maturities of Assets and Liabilities (based on contractual maturities) 2010 Over onemonth to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 AssetsCash and balances with treasury banks * 17,428,924 17,428,924 ------with other banks 5,727,909 5,727,909 -------Lendings to financial institutions --------86,345,801 16,674,351 21,460,698 22,351,167 7,417,939 4,711,316 4,615,102 6,001, 116 2,610,128 503,984 Advances 133,706,769 16,210,160 20,017,232 18,261,452 20,216,872 15,799,084 10,4 83,820 12,221,808 16,575,638 3,920,703 Operating fixed assets 8,726,406 22,082 34,723 238,378 145,056 540,401 754,243 2 76,945 838,504 5,876,074 Deferred tax assets - net 5,017,202 48,528 97,057 145,585 291,170 582,340 582,34 0 3,270,182 assets 10,486,839 1,212,236 1,207,377 3,000,890 776,510 --4,289,826 -

267,439,850 57,324,190 42,817,087 43,997,472 28,847,547 21,633,141 16,435,505 26 ,059,877 20,024,270 10,300,761 LiabilitiesBills payable 3,218,859 3,218,859 ------34,635,904 19,593,709 7,329,479 4,198,881 1,708,968 485,863 484,498 676,131 158, 375 and other accounts ** 195,315,204 109,082,182 16,443,436 30,153,124 30,838,576 1 ,018,501 7,578,292 184,203 16,890 ordinated loans 4,595,395 --198,035 960 201,280 699,720 501,400 2,994,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 13,039,569 3,302,033 1,714,608 928,598 2,258,730 1,041,651 1,946,009 1,847,940 -

250,804,931 135,196,783 25,487,523 35,478,638 34,807,234 2,747,295 10,708,519 3, 209,674 3,169,265

Net assets 16,634,919 (77,872,593) 17,329,564 8,518,834 (5,959,687) 18,885,846 5,726,986 22 ,850,203 16,855,005 10,300,761

Share capital 7,309,094 Proposed shares to be issued on amalgamation 28,253 Reserves 7,354,688 Unappropriated profit 1,992,719 16,684,754 Surplus on revaluation of assets (125,108) Non Controlling Interest 75,273 16,634,919 * Included in cash and balances with treasury banks are the current and deposit ac counts with the State Bank of Pakistan which are maintained to meet the Statutor y Liquidity Reserve Requirements (SLR). Since such balances have noactual maturi ty the same are classified in the earliest maturity band of upto one month. * * As per SBP's requirement, the entire balance held in saving deposit accounts is classified under the maturity band of upto one month. On the basis of history, t he Group expects that these deposits will be maintained over a longerperiod with out withdrawal.

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities (based on contractual maturities) 2009 Over one month to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 Assets Cash and balances with treasury banks * 8,427,202 8,427,202 ------with other banks 508,795 508,795 -------Lendings to financial institutions 15,017,826 14,242,461 775,365 -----56,459,447 287,371 4,837,592 20,226,602 10,527,738 6,185,049 2,787,572 6,029,723 5,577,800 91,346,001 13,853,009 15,264,526 15,263,227 10,155,982 8,367,495 7,537,862 8,560 ,024 9,482,210 2,861,666 Operating fixed assets 2,787,617 2,926 2,478 4,850 52,636 89,732 520,340 485,806 10,595 1,618,254 Deferred tax assets - net 1,278,849 ------1,278,849 assets 4,966,716 486,196 -2,445,367 811,575 -1,223,578 --

180,792,453 37,807,960 20,879,961 37,940,046 21,547,931 14,642,276 12,069,352 16 ,354,402 15,070,605 4,479,920 Liabilities Bills payable 1,465,451 1,465,451 ------34,985,766 20,409,351 9,964,136 2,755,673 472,577 419,264 305,757 511,070 147,93 8 and other accounts ** 123,469,683 85,838,834 21,214,333 5,408,698 10,335,183 473 ,435 149,991 49,209 ordinated loans 999,200 --200 200 400 400 998,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 6,979,304 1,619,991 250,755 282,153 1,183,144 909,905 867,335 1,866, 021 -

167,899,404 109,333,627 31,429,224 8,446,724 11,991,104 1,803,004 1,323,483 3,42 4,300 147,938

Net assets 12,893,049 (71,525,667) (10,549,263) 29,493,322 9,556,827 12,839,272 10,745,869

12,930,102 14,922,667 4,479,920 Share capital 6,090,911 Reserves 4,030,056 Unappropriated profit 1,252,180 11,373,147 Surplus on revaluation of assets 1,446,593 Non Controlling Interest 73,309 12,893,049 * Included in cash and balances with treasury banks are the current and deposit ac counts with the State Bank of Pakistan which are maintained to meet the Statutor y Liquidity Reserve Requirements (SLR). Since such balances have no actual maturity the same are classified in the earliest maturity band of upto on e month. * * As per SBP's requirement, the entire balance held in saving deposit accounts is classified under the maturity band of upto one month. On the basis of history, t he Group expects that these deposits will be maintained over a longer period without withdrawal.

Annual Report 2010 Faysal Bank 234 - 235 234 - 235 Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.7.2 Maturities of Assets and Liabilities - Based on expected withdrawal patte rn The following maturity analysis is presented as an additional disclosure to depi ct the maturities of assets and liabilities as determined by the Group's Asset a nd Liabilities Management Committee(ALCO) keeping in view the historical withdra wal pattern of deposits. 2010 Over onemonth to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 AssetsCash and balances with treasury banks 17,428,924 10,833,877 721,112 1,003, 597 1,509,751 1,111,235 514,559 652,392 980,059 102,342 Balances with other banks 5,727,909 5,727,909 -------Lendings to financial institutions --------86,345,801 16,674,351 21,460,698 22,351,167 7,417,939 4,711,316 4,615,102 6,001, 116 2,610,128 503,984 Advances 133,706,769 16,210,161 20,017,232 18,544,592 20,216,872 15,799,084 10,4 83,820 12,221,808 16,292,497 3,920,703 Operating fixed assets 8,726,406 22,082 34,723 238,378 145,056 540,401 754,243 2 76,945 838,504 5,876,074 Deferred tax assets - net 5,017,202 48,528 97,057 145,585 291,170 582,340 582,34 0 3,270,182 assets 10,486,839 1,671,958 1,207,377 2,694,981 777,516 --4,135,007 -

267,439,850 51,188,866 43,538,199 44,978,300 30,358,304 22,744,376 16,950,064 26 ,557,450 20,721,188 10,403,103 LiabilitiesBills payable 3,218,859 3,218,859 ------34,635,904 19,593,709 7,329,479 4,198,881 1,708,968 485,863 484,498 676,131 158, 375 and other accounts 195,315,204 32,046,851 20,266,923 23,871,020 38,511,303 29,36 4,402 12,131,135 14,360,021 22,387,475 2,376,074 Sub-ordinated loans 4,595,395 --198,035 960 201,280 699,720 501,400 2,994,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 13,039,569 3,633,721 1,664,608 624,803 2,258,730 1,041,651 1,946,009 1,870,047 -

250,804,931 58,493,140 29,261,010 28,892,739 42,479,961 31,093,196 15,261,362 17 ,407,599 25,539,850 2,376,074

Net assets 16,634,919 (7,304,274) 14,277,189 16,085,561 (12,121,657) (8,348,820) 1,688,702 9,149,851 (4,818,662) 8,027,029 Share capital 7,309,094 Proposed shares to be issued on amalgamation 28,253 Reserves 7,354,688 Unappropriated profit 1,992,719 Surplus on revaluation of assets (125,108) Non Controlling Interest 75,273 16,634,919

Faysal Bank Limited and its Subsidiary Company

Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 Maturities of Assets and Liabilities - Based on expected withdrawal pattern 2009 Over one month to Over three Over six Over one Over two Over three Over five Total Upto one three months to months to year to years to years to years to Over ten month months six months one year two years three years five years ten years year s Rupees in '000 Assets Cash and balances with treasury banks 8,427,202 3,792,077 1,167,072 511,364 765, 678 228,641 541,401 487,604 459,847 473,518 Balances with other banks 508,795 508,795 -------Lendings to financial institutions 15,017,826 14,242,461 775,365 -----56,459,447 287,371 4,837,592 20,226,602 10,527,738 6,185,049 2,787,572 6,029,723 5,577,800 91,346,001 13,853,009 15,264,526 15,263,227 10,155,982 8,367,495 7,537,862 8,560 ,024 9,482,210 2,861,666 Operating fixed assets 2,787,617 2,926 2,478 4,851 52,635 89,732 520,340 485,806 10,595 1,618,254 Deferred tax assets - net 1,278,849 ------1,278,849 assets 4,966,716 486,196 -2,445,367 811,575 -1,223,578 --

180,792,453 33,172,835 22,047,033 38,451,411 22,313,608 14,870,917 12,610,753 16 ,842,006 15,530,452 4,953,438 Liabilities Bills payable 1,465,451 1,465,451 ------from financial institutions 34,985,766 20,409,351 9,964,136 2,755,673 472,577 41 9,264 305,757 511,070 147,938 and other accounts 123,469,683 27,782,544 25,644,080 10,517,585 16,757,188 4,488 ,642 9,922,531 9,407,208 9,357,999 9,591,906 Sub-ordinated loans 999,200 --200 200 400 400 998,000 against assets subject to finance lease --------tax liabilities - net --------liabilities 6,979,304 1,619,991 250,755 282,153 1,183,144 909,905 867,335 1,866, 021 -

167,899,404 51,277,337 35,858,971 13,555,611 18,413,109 5,818,211 11,096,023 12, 782,299 9,505,937 9,591,906 Net assets 12,893,049 (18,104,502) (13,811,938) 24,895,800 3,900,499 9,052,706 1

,514,730 4,059,707 6,024,515 (4,638,468) Share capital 6,090,911 Reserves 4,030,056 Unappropriated profit 1,252,180 Surplus on revaluation of assets 1,446,593 Non Controlling Interest 73,309 12,893,049

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 47.8 Operational Risk Operational Risk is the risk of direct or indirect losses resulting from inadequ ate or failed internal processes or systems, human factors, or from external events. The Group s businesses are dependent on th e ability to process a large number of transactions efficiently and accurately. Operational risks and losses origina te from business / operational process failure, IT security failure, natural disasters, dependence on key suppliers, fr aud, service quality compromised, regulatory non-compliance, loss of key staff, and social and environmental impacts. The Operational Risk Management Policy of the Bank is approved by the Board of D irectors. Regular updates on operational risk status is presented before Enterprise Risk Management Committee (ERMC) and Board of Directors through the Board Risk Management Committee (BRMC). The Group has implemented risk controls and loss mitigation actions for curtaili ng operational risk. Each division has processes and systems in place to address operational risks within their area. T hese include key controls and the provision of business continuity plans to protect against major disruptions. The Group's O RM framework consists of tools such as Risk & Controls Self Assessment, Loss Database and Key Risk Indicators. Material Operational risks are identified in new activities and products through "Other Risk Assessment Procedures (ORAP)". 48 DETAILS OF MODIFIED REPORT OF THE SUBSIDIARY The external auditors of Faysal Management Services (Private) Limited (FMSL) hav e added an emphasis of matter paragraph in their audit report on the financial statements drawing attention to the fact that the management has initiated winding-up process of FMSL. Therefore the assets and liabilities of FMSL have be en classified as Non-Current Assets Held for Distribution as per the requirements of IFRS 5 as more fully explained in note 26 to these consolidated financial statements. 49 DATE OF AUTHORISATION FOR ISSUE These consolidated financial statements were authorised for issue on March 29, 2 011 by the Board of Directors of the Holding Company. 50 NON-ADJUSTING EVENTS AFTER THE BALANCE SHEET DATE There were no appropriations or distributions made after the balance sheet date. Annual Report 2010 Faysal Bank 236 - 237

Faysal Bank Limited and its Subsidiary Company Notes to and Forming Part of the Consolidated Financial Statements For the year ended December 31, 2010 51 GENERAL 51.1 Comparative information has been re-classified, re-arranged or additionally inco rporated in these consolidated financial statements, wherever necessary, to facilitate comparison and to conform with cha nges in presentation in the current year. Earnings per share for the prior year has been restated consequent to the issue of bonus shares during the current year. 51.2 Figures have been rounded off to the nearest thousand rupees unless otherwise st ated. 51.3 Captions as prescribed in BSD circular No. 4 dated February 17, 2006 issued by t he State Bank of Pakistan in respect of which no amounts are outstanding have not been reproduced in these consolidat ed financial statements except in the statement of financial position and the profit and loss account. President & Ceo Director Director Director

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Statement showing details of investments in ordinary and preference shares / cer tificates of listed and unlisted companies / modarabas / mutual funds and Term Finance Certificates and bonds as referred to in note 12 to the financial s tatements. 1. Details of investments in listed companies / modarabas / closed end mutual fu nds are as follows: Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values Medium to Long Term Rating certificates of Rs 10 each Rupees 000 Rupees 000 Assigned (where available) Name of company/ modaraba/ mutual fund Equity Investment Instruments 4,006,670 3,994,715 Al-Meezan Mutual Fund+ 35,348 35,263 33,295 26,365 A 1,999,950 1,999,950 NAMCO Balanced Fund 20,000 20,000 8,260 9,440 AM3 25,639 -Dominion Stock Fund Limited*** ---28,042 -Investec Mutual Fund Limited*** ----2,812,895 JS Large Capital Fund -27,888 -12,939 5-Star Modarabas 3,018,500 2,990,000 First Habib Modaraba+ 22,829 22,656 20,224 17,432 AA+ AA+ 100,000 -First Fidelity Leasing Modaraba 288 -174 -BBB 199,568 -I.B.L Modaraba 1st 575 -357 77,000 -Tawakkal Modarba 1st*** ---56,703 -Unicap Modarba 11 -5 101 1,001 First Prudential Modaraba -1 -1 Banks / Financial Services 69,922 -Atlas Bank Limited (Formerly Dawood Bank Limited) 217 -114 1,762,772 1,709,700 Prudential Investment Bank Limited */*** 12,528 12,528 -600,000 -Arif Habib Corporation 15,966 -14,934 100,000 -Arif Habib Investment Limited 1,855 -1,776 -A 15,240 16,024 22,770 43,105 -First Capital Securities Corporation Limited 129 -54 -Investec Securities Limited*** ----Islamic Investment Bank Limited*** ----National Asset Leasing Corporation Limited*** ----

4,100 -National Over Limited*** ---118,630 -Natover Lease & Refinance Limited ---16,990 Standard Chartered Leasing Limited 49 -48 -AA 3,827,120 -Askari Commercial Bank 74,849 -67,702 -AA 20,000 -Bank Alfalah Limited 230 -224 -AA 8,153,324 -Bank Al Habib Limited 301,407 -295,641 -AA+ 192,962 -Javed Omer Vohra & Company 2,163 -772 85,411 -JS Bank Limited 424 -220 -A -202,834 Habib Bank Limited -25,201 -25,038 AA+ AA+ 10,171,365 2,893,534 The Bank of Punjab 91,420 43,914 99,781 56,424 AA-AA554,621 -Bankers Equity Limited*** ---11,493,620 -Habib Metropolitan Bank Limited 338,034 -333,200 -AA+ 24 -Indus Bank Limited*** ---325 -Industrial Development Bank Limited ---5,730 -Innovative Investment Bank*** ---100,000 -KASB Bank Limited 540 -251 -A120,100 -Mehran Bank Limited*** ---1,000,000 -Silk Bank Limited 3,030 -2,620 -A3,520,045 3,520,050 First Credit & Investment Bank Limited 35,200 35,192 11,475 11,792 A-A 433,477 -National Bank of Pakistan Limited 32,437 -33,300 -AAA 1,114,368 25,008,000 NIB Bank Limited 3,361 166,365 3,287 120,038 AA-AA10,825,02 4 -Soneri Bank Limited 111,421 -89,956 -AAConstruction and Materials 9,700 -Adamjee Floorings Limited*** ----4,964,530 Fauji Cement Limited -39,373 -30,582 9,662 -Buxly Paints Limited 177 -140 852,764 -Pioneer Cement Limited 7,494 -5,774 Balance carried forward 1,111,982 428,381 1,023,584 310,051 *The bank holds more than 10% of investees' capital in Prudential Investment Ban k Limited 17.10% (2009: 17.10%) **Shares / certificates of Rs 5 each ***Delisted companies + Includes 3,994,715 certificates of Al-Meezan Mutual Fund and 2,990,000 certifi cates of First Habib Modaraba classified as strategic investment Annual Report 2010 Faysal Bank 238 - 239

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values Medium to Long Term Rating certificates of Rs 10 each Rupees 000 Rupees 000 Assigned (where available) Name of company/ modaraba/ mutual fund Balance brought forward 1,111,982 428,381 1,023,584 310,051 53,197 -Cherat Cement Company Limited 718 -572 10,665 -Dadabhoy Construction Technology Limited 16 -5 3,149 -EMCO Industries Limited 18 -9 280,986 -FECTO Cement Limited 2,891 -2,037 26,900 -Gypsum Corporation Limited*** ---110,411 -Mustehkam Cement Limited 3,292 -1,590 72,100 -Punjab Building*** ---79,089 -Zeal Pak Cement Factory Limited*** ---25,300 -Karachi Pipes Limited*** ---Oil and Gas 22,977 21,825 Pakistan State Oil Limited 6,737 6,463 6,782 6,492 AA+ AA+ 530,350 -Shell Gas LPG 22,111 -17,942 57,375 -Shell Pakistan Limited 11,469 -11,947 41,004 -Attock Petroleum Limited 13,742 -13,717 250,979 -Pakistan Petroleum Limited 54,689 -54,500 310,697 55,213 Pakistan Refinery Limited 23,166 6,500 33,468 6,664 504,529 -Pakistan Oilfields Limited 150,891 -149,320 10,000 114,489 National Refinery Limited 2,751 26,183 2,738 20,244 AAA AAA 289,874 -Mari Gas Company Limited 41,439 -36,226 100,000 1,664,059 Sui Northern Gas Pipelines Limited 2,756 55,857 2,674 41,269 A A AA Fixed Line Telecommunication 11,000,000 7,297,581 Pakistan Telecommunication Company Limited 212,788 155,070 213,620 128,802 14 -Callmate Telips Limited*** ---200,000 -Telecard 516 -442 1,126,362 -Worldcall Telecom 3,613 -3,266 -AElectricity 110,499 -Altern Energy 1,214 -1,109 12,635,679 891,361 Hub Power Company Limited+ 456,821 30,000 472,701 27,703 AA+ AA+ 16,100 -Hyderabad Electric Limited*** ---939,372 939,372 Ideal Energy Limited * 28,161 28,182 9,394 -

1,304,841 -Karachi Electric Supply Company** 2,675 -3,667 766,201 723,000 Kohinoor Energy Limited+ 24,513 23,174 16,688 22,413 40,999 -Kohinoor Power Company Limited 303 -189 6,612,241 -Kot Addu Power Company 275,654 -268,986 -1,000,000 Nishat Power Limited -14,985 -12,730 AA-AA Personal Goods 53,500 -(Colony) Sarhad Textile Limited 27 -21 74,500 -Accord Textile Limited 93 -52 100 -Adamjee Industries Limited*** ---15,223 -Adil Textile Mills Limited*** ---10,416 -Afsar Textile Mills Limited*** ---51,715 -Alif Textile Mills Limited*** ---58,047 -Al-Qaim Textile Mills Limited 100 -87 3,911 -Amazai Textile Mills Limited 2 -3 46,649 -Apex Fabrics Limited*** ---181,000 -Asim Textile Mills Limited 362 -452 34,500 -Awan Textile Mills Limited*** ---34,012 -Ayaz Textile Mills Limited*** ---6,220,000 -Azgard Nine Limited 72,586 -60,085 -SD 10,192 -Bahawalpur Textiles Limited ---60,913 -Bannu Woollen Mills Limited 870 -816 194,773 1,530 Bata Pakistan Limited 163,233 1,426 134,228 1,498 13,667 -Bawany Textile Mills Limited*** ---1,900 -Bleesed Textile Mills Limited 74 -88 5,700 -Central Cotton Mills Limited*** ---12,723 -Crescent Knitware Limited*** ---118,000 -Crescent Spinning Mills Limited*** ---335,070 -Crescent Textile Mills Limited 11,479 -7,948 Balance carried forward 2,703,752 776,221 2,550,953 577,866 *The bank holds more than 10% of investees' capital in Ideal Energy Limited 4% (2009: 11.74%) **Shares / certificates of Rs 5 each ***Delisted companies + Includes 891,361 shares of Hub Power Company Limited and 723,000 shares of Koh inoor Energy Limited classified as strategic investment 11.7

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / certificates of Rs 10 each Name of company/ modaraba/ mutual fund At Cost Rupees 000 Market Values Rupees 000 Medium to Long Term Rating Assigned (where available) Balance brought forward 2,703,752 776,221 2,550,953 577,866 178,648 127,045 Crown Textile Mills Limited*** 1,239 1,238 -37,584 -Dawood Lawrancepur Limited 2,353 -1,634 3,700 -Fateh Industries Limited 30 -20 7,300 -Fateh Sports Wear Limited 69 -69 3,782 -Fateh Textile Mills Limited 1,362 -427 283 -Fazal Textile Mills Ltd. 128 -113 7,315 -Ghafoor Textile Mills Limited*** ---8,000 -Ghulam Dadabhoy*** --10,500 -Globe Textile Mills Limited 155 -126 55,548 -Gul Ahmed Textile Mills 1,499 -1,624 37,800 -Gulistan Spinning Mills Limited 286 -260 194,400 -Gulshan Spinning Mills Limited 1,439 -1,361 1,500 -Hafiz Textile Mills Limited 24 -28 41,612 -Hakkim Textile Mills Limited 10 -10 9,475 -Harum Tex Limited*** --343,846 -Ibrahim Fibre Limited 12,623 -14,490 -A+ 72,936 -Indus Dyeing Manufacturing Company Limited 14,588 -23,938 -A 1 -Indus Polyester Company Limited*** --18,370 -International Knitwear Limited 255 -165 57,819 -Ishaque Textile Mills Limited 260 -398 26,059 -Itti Textile Mills Limited 25 -23 6,064 -Junaid Cotton Mills Limited*** ---6,056 -Kaiser Art And Kraft Mills Limited*** ---18,050 -Karim Cotton Mills Limited*** ---3,500 -Karim Silk Mills Limited*** ---10,136 -Kohinoor Cotton Textile Limited*** ---29,000 -Kohinoor Industries Limited 74 -46 27,752 -Kohinoor Looms Limited*** ---300,000 -Kohinoor Mills Limited 1,587 -882 84,000 -Kohinoor Spinning Mills Limited 139 -100 117,103 -Kohinoor Sugar Mills Limited 978 -595 413,483 -Kohinoor Textile Mills Limited 3,899 -2,076 259,500 -Maqbool Textile Mills Limited 3,490 -2,232 19,200 -Marr Fabrics Limited*** ---164,753 -Masood Textile Mills Limited 5,766 -3,295 8,500 -Mehr Dastgir Textile Mills Limited 2 -17 19,701 -Mehran Jute Mills Limited*** ---27,594 -Mian Mohammed Sugar Mills Limited*** ---104,400 -Mohd Farooq Textile Mills Limited 158 -144 26,022 -Mohib Textile Mills Limited*** --18,780 -Moonlite (Pak) Limited 242 -103 -

4,400 -National Match Industries Limited --11,600 -Naveed Textile Mills Limited*** ---3,057,189 -Nishat (Chunian) Limited 70,200 -69,459 100,000 160,500 Nishat Mills Limited 6,572 11,564 6,417 11,219 A+ A+ 22,201 -Norrie Textile Mills Limited*** --49,858 -Nusrat Textile Mills Limited*** --58,289 -Olympia Textile Mills Limited 152 -117 2,000,010 -Pakistan Synthetic Limited 18,695 -18,200 288,510 -Paramount Spining Mills Limited 2,897 -3,001 37,500 -Pearl Fabrics Limited*** --117,895 -Premium Textile Mills Limited 2,594 -3,336 9,345 -Punjab Cotton*** ---12,000 -Qayyum Spinning Mills Limited 4 -4 38,000 -Ravi Textile Mills Limited 405 -57 128,500 -Redco Textiles Limited 127 -114 65,321 -Reliance Cotton Spinning Mills Limited 1,828 -2,381 47,250 -Reliance Weaving Mills Limited 481 -430 -BBB+ 99,326 -Ruby Textile Mills Limited 1,067 -497 260,605 -Rupali Polyester Limited 9,642 -9,382 500 -Sadoon Textile Mills Limited ---327,276 -Saif Textile Mills Limited 2,605 -1,473 58,000 -Saitex Spinning Mills Limited*** --40,200 -Sana Industries Limited 1,407 -1,851 19,926 -Sapphire Fibers Limited 2,192 -2,572 Balance carried forward 2,877,300 789,023 2,724,420 589,085 ***Delisted companies Annual Report 2010 Faysal Bank 240 - 241

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values Medium to Long Term Rating certificates of Rs 10 each Rupees 000 Rupees 000 Assigned (where available) Name of company/ modaraba/ mutual fund Balance brought forward 2,877,300 789,023 2,724,420 589,085 43,000 -Schon Textiles Limited*** ---27,000 -Service (Textile) Industries Limited 19 -11 219,268 -Service Fabircs Limited 88 -66 280,564 -Service Industries 77,518 -67,347 76,000 -Shahtaj Textile Mills Limited 1,440 -1,460 12,831 -Shahyar (O.E.) Textile*** ---36,200 -Shahyar Textile*** ---57,498 -Shams Textile Mills Limited 1,144 -1,437 17,000 -Siftaq Internatioanal Limited 30 -17 12,859 -Sind Fine Textile Mills Limited 77 -102 2,376 -Sunrise Textile Limited*** --78 71,700 -Sunshine Cloth Limited ---69,000 -Sunshine Cotton Mills Limited*** 69 -23 5,000 -Suraj Cotton Mills Limited 156 -176 229,000 -Taj Textile Mills Limited 82 -85 7,000 -Tariq Cotton Mills Limited*** ---18,734 -Tawakkal Garments Industries Limited*** ---19,000 -Tawakkal Limited*** ---42,176 -Treet Corporation Limited 2,514 -2,533 -AA 601 -United Brands Limited 27 -17 11,000 -Zafar Textile Mills Limited ---79,306 -Zahoor Cotton Mills Limited 22 -71 2,567,046 2,500,000 Zahoor Textile Mills Limited*** 2,500 2,500 -156,600 -Zil Limited 9,281 -8,752 Electronic and Electrical Equipment 6,300 -Aslo Electronic Limited*** ---9,700 -Greaves Airconditions Limited*** ---90,400 -Johnson And Phillips (Pakistan) Limited 1,379 -852 17,700 -Punjab Lamps*** ---4 -Refrigerator Manufacturing Limited ---Support Services

700,000 -TRG Pakistan 2,945 -2,499 Non Life Insurance 400,000 -Adamjee Insurance Company Limited 35,849 -35,000 -AA 10,000 -EFU General Insurance 456 -440 50 -Union Insurance Company of Pakistan Limited*** ---Food Producers 232,077 -Al- Abbas Sugar Mills Limited 21,579 -22,025 -A 1,500 -Charsada Sugar*** ---1,000 -Chashma Sugar Mills Limited 10 -12 35,599 -Colony Sugar Mills 392 -115 80,000 -Crescent Sugar Mills and Distillery Limited 515 -540 425,600 -Faran Sugar Mills Limited 8,938 -8,870 7,270 -Fazal Vegetable Ghee Mills Limited 33 -33 617,500 -Habib Sugar Mills Limited*** 17,004 -20,569 400 -Ismail Industries Limited 27 -30 17,389 -JDW Sugar 1,429 -1,543 -A 133,364 -Mirpurkhas Sugar Mills Limited 10,134 -6,882 9,500 -Morafco Industries Limited 126 -88 9,084 -Mubarik Dairies Limited 9 -36 580 -Nestle Pakistan 1,363 -1,377 10,000 -Pak Ghee Industries Limited 4 -3 126,839 -Pangrio Sugar Mills Limited 901 -774 173,000 -Sanghar Sugar Mills Limited 2,595 -2,491 382,779 -Shahmurad Sugar Mills Limited 5,608 -4,195 -BBB+ 130,390 -Shahtaj Shugar Mills Limited 12,257 -10,451 1,170,210 -Shakarganj Mills Limited 9,479 -6,471 -D 9,000 -Suraj Ghee Industries Limited 117 -90 8,205 -Unilever Pakistan Limited 35,197 -35,775 23,500 -Uqab Breeding Farms Limited*** ---Balance carried forward 3,140,613 791,523 2,967,756 589,085 ***Delisted companies

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 2010 2009 2010 2009 2010 2009 Ordinary shares / At Cost Market Values certificates of Rs 10 each Rupees 000 Rupees Name of company/ modaraba/ mutual fund Balance brought forward 3,140,613 791,523 2,967,756 589,085 Industrial Engineering 75,363 70,000 Al-Ghazi Tractors ** 18,479 17,607 17,107 16,663 71,635 66,900 Millat Tractors 35,673 23,772 35,802 25,409 43,152 -Bela Engineering Limited*** --97 43,797 -Bolan Casting Limited 1,752 -1,931 113,973 -Hinopak Motors Limited 21,409 -15,032 125,948 -K.S.B. Pumps Company Limited 9,375 -7,571 4,241 -Nowshera Engineering*** ---Automobiles and Parts 16,636 -Honda Atlas Cars Limited 323 -193 24,921 18,358 Indus Motor Company Limited 6,358 3,691 6,292 3,608 4,835 -Agri Auto Industries Limited** 356 -368 46,600 -Atlas Battery Limited 8,819 -8,876 17,333 -Atlas Honda Limited 2,542 -2,166 247,658 -Baluchistan Wheels Limited 7,417 -8,376 16,000 -Data Agro Limited*** ---12,204 -Exide Pakistan Limited 2,481 -2,395 595,017 -General Tyre and Rubber Company of Pakistan Limited 15,192 -13,447 151,317 -Pak Suzuki Motor Company Limited 14,070 -10,565 9,300 -Rex Baren Battery*** ---16,000 -Taga Pakistan Limited*** ---Chemicals 157,230 -BOC Pakistan Limited 20,287 -14,324 22,500 -Adil Polyproplene Limited*** ---7,137,000 -Agritech Limited 213,273 -170,574 252,497 -Clariant Pakistan Limited 45,194 -46,207 1,779,232 -Dawood Hercules Chemicals Limited+ 371,980 -352,928 316,676 -Dewan Salman Fibre Limited 1,083 -947 200,000 -Engro Corporation 39,152 -38,762 1,374,615 1,374,615 Fauji Fertilizer Company Limited+ 100,000 100,000 173,009 14 1,489 3,200,000 -Lotte Pakistan Limited 45,008 -43,840 24 -Polyron Limited*** ---000

24,223 -Sardar Chemical Industries Limited 46 -22 114,947 -Sind Alkalis Limited ---110,942 -Sitara Chemical Industries Limited 19,848 -14,173 72,000 -United Distributors Pakistan Limited 1,549 -726 101,272 -Wah-Nobel Chemicals Limited 5,353 -3,659 -943,584 Sitara Peroxide Limited -22,150 -14,937 Industrial Metals and Mining 516,199 -Crescent Steel & Allied Products Limited 16,080 -14,201 221,580 -Huffaz Seamless Pipe Industries Limited 4,682 -3,459 1,252,967 -International Industries Limited 68,811 -74,990 16,000 -Metropolitan Steel Corporation Limited 213 -106 1,000 -Quality Steel Works Limited 12 -11 Industrial Transportation 169,430 -Pakistan International Container Terminal Limited 12,679 -12,326 244,023 -Pakistan National Shipping Corporation 10,424 -9,261 500 -Pan Islamic Steamship Company Limited*** ---Health Care Equipment and Services 48,000 -Medi Glass Limited 38 -22 Pharma and Bio Tech 321,353 60,800 Abbot Laboatories (Pakistan) Limited 34,020 7,086 35,265 7,370 253,620 -Ferozsons Laboratories Limited 25,954 -22,098 538,033 43,555 Glaxosmithkline (Pakistan) Limited 48,553 4,725 47,449 4,759 68,200 -Highnoon Laboratories Limited 2,244 -1,974 17,114 -Otsuka Pakistan Limited 668 -562 20,722 -Sanofi-Aventis Pakistan Limited 2,942 -2,943 119,000 480,000 Searl Pakistan Limited 7,547 30,463 7,141 29,928 21,238 -Wyeth Pak Limited 25,017 -22,336 Balance carried forward 4,407,516 1,001,017 4,211,289 833,248 **Shares / certificates of Rs 5 each ***Delisted companies Medium to Long Term Rating Assigned (where available) SD AA AA A+ A AA BBB+ BBB

+ Includes 1,131,158 shares of Dawood Hercules Chemicals Limited and 1,374,615 s hares of Fauji Fertilizer Company Limited classified as strategic investment Annual Report 2010 Faysal Bank 242 - 243

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Availablefor Sale Securities 2010 2009 Ordinary shares / certificates of Rs 10 each Name of company/ modaraba/ mutual fund 2010 2009 At Cost Rupees 000 2010 2009 Market Values Rupees 000 2010 2009 Medium to Long Term Rating Assigned (where available) Balance brought forward 4,407,516 1,001,017 4,211,289 833,248 43,9236,90016,900100,000 --Forestry and Paper Adamjee Papers Limited*** Chilya Corr Board Limited*** Pakistan Paper Corporation Security Paper Limited 4,871 ----4,486 --186,315 Beverages Shezan International Limited 24,638 -21,670 51,3843,200 Leisure Goods Grays of Combridge (Pakistan) Limited RCD Ball*** 4,034-2,569-49,000 Media Southern Networks*** ---206,9791,089,43815,000 --

Household Goods Al-Abid Silk Mills LimitedPak Elektron Limited Regal Ceramics Limited*** 4,946 19,120-5,95915,296-A -100,000 Jute Thall Limited ** -10,578 -8,487 255,035 Tobacco Pakistan Tobacco Company 29,366 -28,113 22560,3269,927 30,714 27,48812,145127,0009,0008,013102,50018,40026,00026,50015,50040,459592,353169,148 2,22343,16927,52125770,000 225 --------------------General Industrials / Others VISA Incorporation - Class C SharesDadabhoy Leasing Limited*** Al-Hussainy Industries LimitedArag Industries Limited*** Aswan Tantage Limited*** Baluchistan FoundryBaluchistan Particle Board Limited Casspak Industries Limited*** Dadabhoy Sack Limited*** Fatima Enterprise H.Shaikh M. Hussain*** Hashmi Can Company Limited Kaytex Mills Limited*** Lafayat Industry LimitedMerit Packaging Limited Packages Limited Siemens Pakistan Engineering Company Limited Syed Match Company Limited Tri-Pack Films Limited Turbo Tec Limited*** Pakistan Services LimitedNoon Pakistan Limited 127 1,789 156 76877,514218,525315,410311,163 -------------------1,352 152-1,363172 -99176,183212,028295,2744 12,266 1,671 ---------

------AA A+ 4,809,977 1,011,595 4,599,196 843,406 **Shares / certificates of Rs 5 each ***Delisted companies

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 2. Details of investments in unlisted companies are as follows: Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) Al Hamra Avenue (Private) Limited+ 243,750 243,750 Not Applicable 24,375,000 (2009 : 24,375,000 ) ordinary shares of Rs 10 each The bank holds 15.22% (2009 : 15.22%) of investee s capital. Chief Executive: Mr. Habib Ahmed Break up value per share: Rs. 9.52 (2009: Rs 9.54) Period of financial statements: June 30, 2010 (un-audited) Al Hamra Hills (Private) Limited+ 125,000 125,000 Not Applicable 12,500,000 (2009 : 12,500,000 ) ordinary shares of Rs 10 each The bank holds 14.13% (2009 : 14.13%) of investee s capital. Chief Executive: Mr. Habib Ahmed Break up value per share: Rs. 8.17 (2009: Rs. 9.47) Period of financial statements: June 30, 2010 (audited) DHA Cogen Limited */+ 325,000 325,000 Not Applicable 32,500,000 (2009 : 32,500,000 ) ordinary shares of Rs 10 each ECOTEC CNG 484,562 (2009: Nil) ordinary shares of Rs 10 each --Not Applicable First Capital Investment (Private) Limited * 750 750 Not Applicable AM4+ AM4+ 150,000 (2009 : 150,000) ordinary shares of Rs 10 each Himont Chemical (Private) Limited * 1,037 1,037 Not Applicable 810,000 (2009 : 810,000) ordinary shares of Rs 10 each Sukhchayn Gardens (Private) Limited+ 100,500 103,800 Not Applicable 242,785 (2009 : 250,758) ordinary shares of Rs 100 each The bank holds 5.52% (2009: 5.70%) of investee s capital. Chief Executive: Mr. Shujaat Azeem Break up value per share: Rs. 172.61 (2009: 171.39) Period of financial statements: June 30, 2010 (un-audited) Credit Rating Information Services Limited (Bangladesh) * 2,452 -Not Applicable 260,000 (2009: Nil) ordinary shares of Taka 10 each. The bank holds 18.50% (2009: nil) of investee s capital

Name of Chief Executive : Mr. Muzaffar Ahmed Break up value per share: Taka 6.43 (2009: Nil) Period of financial statements: December 31, 2004 (audited) Khushhali Bank Limited 15,000 -Not Applicable 1,500,000 (2009: Nil) ordinary shares of Rs 10 each The bank holds 0.88% (2009: Nil) of investee s capital. Chief Executive: Mr. Muhammad Ghalib Nishtar Break up value of share: Rs. 1.22 (2009: Nil) Period of financial statements: December 31, 2009 (audited) Pakistan Export Finance Guarantee Agency Limited * 5,687 -Not Applicable 568,044 (2009: Nil) ordinary shares of Rs 10 each The bank holds 5.27% (2009: Nil) of investee s capital. Chief Executive: Mr. S.M. Zaeem Break up value of share: Rs. 3.15 (2009: Nil) Period of financial statements: December 31, 2007 (audited) 819,176 799,337 *Fully provided investments +Strategic investments Annual Report 2010 Faysal Bank 244 - 245

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 3. Preference shares Quality of Available for Sale Securities 2010 2009 Name of company Rate 2010 2009 2010 2009 2010 2009 Share of Rs 10 each At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) 2,249,000 2,249,000 Azgard Nine Limited 8.95% Cumulative 22,490 22,490 22,040 22,040 SD A+ 24,430,177 24,394,111 Maple Leaf Cement Factory 9.75% Cumulative 244,099 243,937 103,096 115,872 BB SD Limited Convertible 29 -Charsada Sugar * 6% per annum ---79,998 -Nishat (Chunian) 15% NVCCP 15% Cumulative 1,750 -1,680 20 -Unilever Pakistan Limited * 5% Cumulative ---4,763,000 -Chenab Limited 9.25% p.a. 47,630 --315,969 266,427 126,816 137,912 * Securities having no book value as at December 31, 2010 4. Preference shares Unlisted companies Quality of Available for Sale Securities 2010 2009 Name of company Rate 2010 2009 2010 2009 2010 2009 Share of Rs 10 each At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) 2,500,000 2,500,000 Fazal Cloth Mills (Private) Limited 25,000 25,000 Not Applicable AChief Executive: Mr. Sheikh Naseem Ahmad The bank holds 10% (2009 : 2.5% plus 10.00%) of investee s capital. 6 months KIBOR 7,700,302 7,500,000 Pak Elektron Limited 75,000 75,000 Not Applicable A A Chief Executive: Mr. Naseem Saigol The bank holds 17.13% (2009 : 14.25%) of Class A 9.50% Cumulative preference shares in Convertible Listed companies

investee s capital. 12,625,000 Pak Elektron Limited -126,250 Not Applicable A Chief Executive: Mr. Naseem Saigol Class B preference shares of 11% Cumulative investee's capital Convertible 100,000 226,250 5. Details of investments in open ended mutual funds: Quality of Available for Sale Securities 2010 2009 Name of fund 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating Rupees 000 Rupees 000 Assigned (where available) Open ended Mutual funds 1,873,887 f) A+(f) 2,107,900 +(f) A(f) 1,003,499 1,000,000 1,873,887 Faysal Income Growth Fund 200,000 200,000 197,227 198,951 A( 2,100,000 Faysal Savings Growth Fund 208,230 207,411 221,646 216,111 A -Faysal Islamic Savings Growth Fund 100,000 -105,327 -Faysal Money Market Fund 100,000 -100,530 -AA+(f)

143,758 -JS KSE 30 Index Fund 3,709 -4,262 281,289 -JS Large Capital Fund + 27,888 -22,849 -5-Star 1,000,000 -PICIC Income Fund 100,000 -100,155 20,356 -First Habib Income Fund 2,043 -2,089 -AA-(f) 20,200 -IGI Income Fund 2,046 -2,037 61,634 -HBL Income Fund 6,064 -6,198 -A(f) 17,800 -AKD Income Fund ** 826 -851 -BBB(f) 1,310,292 1,310,292 Faysal Balanced Growth Fund + 80,374 80,374 99,739 130,033 3 Star 22,771,496 154,923,195 National Investment (Unit) Trust *** 420,009 2,671,422 58 8,211 4,299,119 3-Star 2-Star 5,000,000 -National Investment Trust Income Fund *** 50,000 -52,790 -5,000,000 National Investment Trust Government Bond Fund *** -50,000 -50,668 1,301,189 3,209,207 1,503,911 4,894,882 * Nature of fund has been changed to open ended fund from closed end fund. ** Units of Rs 50 each *** Units of Rs 10 each +Strategic investment

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 At Cost Market Values Medium to Long Term Rating 6. Term Finance Certificates - Listed, Secured Rupees 000 Rupees 000 Assigned (where available) Al Zamin Leasing Modaraba Limited - Second Tranche -16,901 -14,746 A Nil (2009: 9,942) certificates of Rs. 5,000 each Mark-up: Minimum 9.5% on PLS Basis (4% above six months KIBOR - Floor 11%) Redemption: Three annual installments commencing May 2008 Maturity: May 2010 Modaraba Management Company: Al Zamin Modaraba Management (Private) Limited Chief Executive Officer of Management Company : Mr. Basheer Ahmed Chowdry Azgard Nine Limited 118,489 118,489 111,379 118,113 A AA31,640 (2009: 31,640) certificates of Rs. 5,000 each Mark-up: Different spread over six months KIBOR rate in different years with no floor and cap Redemption: 12 unequal semi annual installments, 20122015: 47% and 2016-2017: 53% of the outstanding amount Maturity: September 2017 Chief Executive Officer: Mr. Ahmad Shaikh Bank Al-Habib Limited - Unsecured 99,760 99,800 90,615 87,760 AA AA 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 1.5% above six months KIBOR,with floor-3.50% & cap-10% Redemption: 0.25% per annum in first 78 months, balance in 3 semi annual installments of 33.25% each starting from 84th month. Maturity: July 2012 Chief Executive Officer: Mr. Abbas D. Habib Jahangir Siddiqui & Company Limited - Fourth Tranche 49,920 49,940 50,149 51,147 AA AA+ 10,000 (2009: 10,000) certificates of Rs. 5,000 each Mark-up: 2.5% above six months KIBOR floor-6 % per annum; cap-16% per annum Redemption: 0.18% of principal in the first 54 months, remaining 99.82% in equal installments in 60th & 66th month Maturity: May 2012 Chief Executive Officer: Mr. Munaf Ibrahim Trust Leasing & Investment Bank Limited - Second Tranche -24,450 -23,433 BBB Nil (2009: 24,450) certificates of Rs. 5,000 each Mark-up: 2% above six months KIBOR rate; with no floor and no cap Redemption: Ten semi annual installments commencing 6 months from date of issue Maturity: November 2010 Chief Executive Officer: Mr. Humayun Nabi Jan United Bank Limited - First Issue 252,093 249,520 232,990 221,419 AA AA 50,535 (2009: 50,000) certificates of Rs. 5,000 each Mark-up: 8.45% per annum Redemption: 0.25% per annum in first 78 months, balance in 3 semi

annual installments of 33.25% each starting from 84th month. Maturity: July 2012 Chief Executive Officer: Mr. Atif R. Bokhari United Bank Limited - Second Issue 99,978 99,982 87,603 86,073 AA AA 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 9.49% per annum Redemption: At maturity Maturity: March 2013 Chief Executive Officer: Mr. Atif R. Bokhari United Bank Limited - Fourth Issue -226,589 -220,304 AA Nil (2009: 50,000) certificates of Rs. 5,000 each Mark-up: For 1 - 5 years, 0.85% above six months KIBOR rate with no floor and ca p. For 6 - 10 years, 1.35% above six months KIBOR rate with no floor and cap. Redemption: At maturity or at the exercise of call option or partial call option . Maturity: February 2018 Chief Executive Officer: Mr. Atif R. Bokhari Financial Receivables Securitization Company Limited 67,201 82,591 66,468 80,613 A+ A+ 20,000 (2009: 20,000) certificates of Rs. 5,000 each Mark-up: 2.00% above six months KIBOR rate, floor-8%, cap-16% Redemption: Equal Semi annual installment with a grace period of 1 year Maturity: January 2014 Chief Executive Officer: Mr. Suleman Kanjiyani Balance carried forward 687,441 968,262 639,204 903,608 Annual Report 2010 Faysal Bank 246 - 247

Faysal Bank Limited Annexure I to the Consolidated Financial Statements For the year ended December 31, 2010 Balance brought forward Telecard Limited 70,233 (2009 : 70,233) certificates of Rs. 5,000 each Mark-up: 3.75% above six months KIBOR rate, with no floor and no cap Redemption: Ten unequal semi-annual installments commencing 18 months from the last date of public subscription. Maturity: November 2013 Chief Executive Officer: Mr. Shams ul Afreen Pakistan Mobile Communication Limited 3,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 2.85% above six months KIBOR rate, with no floor and no cap Redemption: Six equal semi-annual installments commencing 54th months from the date of issuance. Maturity: May 2013 Chief Executive Officer: Mr. Rashid Khan Askari Bank Limited - Second Issue 3,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 0.3% of the principal amount in the first 90 months and remaining in the 96th month of issue date Maturity: October 2013 Chief Executive Officer: Mr. Muhammad Rafiquddin Mehkari Pak Arab Fertilizers Limited 691 (2009: Nil) certificates of Rs. 5,000 each Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 6% semi annually in first 30 months, balance in five stepped-up semi annual installments commencing from the 36th month from the issuance date. Maturity: February 2013 Chief Executive Officer: Fawad Ahmed Mukhtar Bank Alfalah Limited - Second Issue 6000 (2009: Nil) certificates of Rs. 5,000 each

Mark-up: 1.50% above six months KIBOR rate, with no floor and no cap Redemption: 0.25% semi annually in first 78 months, balance of 33.25% each starting from 84th month. Maturity: November 2012 Chief Executive Officer: Mr. Sirajuddin Aziz 7. Term Finance Certificates - Unlisted Dewan Cement Limited (formerly Pakland Cement Limited) The TFC has not currently been issued. Chief Executive Officer: Mr. Dewan M. Yousuf Farooqui Bank Alfalah Limited - Fourth Issue 40,000 (2009: 40,000) certificates of Rs. 5,000 each Mark-up: 2.50% above six months KIBOR rate with no floor and cap Redemption: 0.26% semi annually in first 78 months, balance of 33.25% each starting from 84th month. Maturity: September 2017 Chief Executive Officer: Mr. Sirajuddin Aziz Dewan Sugar Mills Limited 10,000 (2009: Nil) certificates of Rs. 5,000 each Mark-up: SBP discount rate less 2% p.a. with 6% floor and 12% cap Maturity: June 2008 Chief Executive Officer: Mr. Dewan M. Yousuf Farooqui Quality of Available for Sale Securities 2010 2009 2010 2009 2010 2009 At Cost Rupees 687,441 129,053 Market Values Medium to Long Term Rating 000 Rupees 000 Assigned (where available 968,262 639,204 903,608 160,026 123,503 143,615 BBB BBB

12,480 -12,478 -A+ 14,970 -14,665 -AA3,248 -3,150 -AA 29,931 -29,584 -AA 877,123 1,128,288 822,584 1,047,223 500,000 500,000 Not applicable D 199,919 200,000 201,989 -AA AA 12,495 -Not applicable 712,414 700,000 201,989 -

Annual Report 2010 Faysal Bank 248 - 249 248 - 249 Faysal Bank Limited Annexure II to the Consolidated Financial Statements For the year ended December 31, 2010 Statement showing written-off loans or any other financial relief of five hundre d thousand rupees or above provided during the year ended December 31, 2010 as r eferred to in note 13.8 to these consolidated financial statements. S. No. Name of borrower Address Name of Individuals/ Partners / Directors / CNIC Father s / Husband s Name Outstanding Liabilities at beginning of the yearPrincipalw ritten-off Interest / Mark-upwritten-off OthersFinancialReliefsprovided Total (10+11+12)Principal Interest / Mark-up Others Total (6+7+8) 12 3456 7 8 9 10 11 12 13 Rupees '000 12345678910111213141516171819202122232425262728 De-LucchiSabina AhmedMuhammad Iqbal KhokhNasreen NaeemMuhammad Azeem MujahMohamm ad Aslam ButtMuhammad Husnain ShaWali MuhammadKhurram NiazAzeem Waris KhanChaudh ry Ghulam QamaMuhd Islam MunawarMuhd Shahzad KhalidZeeshan ArshadTariq MehmoodAl taf KhanSheikh Mushtaq AhmedMirza Muhammad IqbalNargis ZaharaSyed Muhammad Rizwa nMuhammad Junaid ArshIkram SheikhMuhammad Shoaib AhmaHafiz Aftab HussainMuhammad TariqMuhd Naeem AkhterFaraz SadiqMuhammad Shoaib Ahma 16-B/1 'Sunset Boulevard Phase-2 Dha KarachiHouse No 523-Amohallah Ghulam Muhdab adFaisalabadH B 14/614 Moh Bakhshu Pura GujratHouse# 291-A-7 Batala Colony Faisa labadHouse #5 St# 1 Main Bazar QilaluckhmanSingh Ravi Rd54000House # 147 Askari Colony # 1 Sialkot CanttSialkot128 E 1 Main Boulevard Gulberg Iii LahoreH # 2/6 Sharif Park Begum Pur Noble GrammarSchool Near Gt Road Uet LahoreH # 33 G Eme Ho using Society Multan RoadLahoreH No 67 Q Blk 06 P E C H S Nr AmbalaSweets Karach iHouse # 731 Street #74 G- 10/4 IslamabadP-02Tupu Street Khayaban # 02Madina Tow nFaisalabadH#194/Xxist#12-B Hasan Abad Townnear GolMasjid MultanH #33 St #21 Bil al Park Samanabad LahoreH# 97 St# 12 F-11/1 IslamabadH# 12 St#21 Swami Nagir Nr Shazo LibertyG.T Rd LahoreH.No. 12-Q, Gulberg Ii, LahoreH.No # 1 St # 2 Peer Rd New Mozang LahoreH # 68-A Shafat Colony Gujjar Khuda MultanCantt Multan102-C Reh man Pura Colony Nr Residence OfMember Of Ppp Rana Aesh Bahadur Nr WahdatRd Rehma n Pur Chowk387 D Johar Town Near Shukat Kahnam CancerHospital LahoreHouse#32 Bah adurabad#2 Blk 7/8 KarachiP # 440 St# 2 Gobind Pura Opp ShaukatKhanam Laboratory Gulberg Road FaisalabadHouse # P-132 St # 4-5 Sohailabad BatalaColony Faisalaba dP-21 St # 6 Gulbahar Colony Satiana RoadNear Umar Masjid FaisalabadHouse # 6-BZ 103 Road Khawaja ChowkMadina Town FaisalabadH #301-A-1 R.A Bazar Near F.G Boys HighSchool RawalpindiP-440 St # 2 Gobind Pura Opp Shaukat KhanamLaboratory Gulb erg Rd Faisalabad Sumaira Khalid Qadri42301-7207614-2611018901016834201031942693310057595952352001 41529813460328244885352028468459335202361420373520222600365422018633557561101321 69553310048980793363020277761535200142287533740197275891352022549173135202126522 89352022560860336302727492003520226395039352022349459422014066571133100443438173

3100564419313310045387223331001016323937405049360553310044343817 Khalid Mahmood QadriMuhammad Fausal AnwarHakeem Muhammad Azam KhokharNemat Naeem RaoMujahid HussainRehmat AliSyed Ali Ahmed ShahKhushi MuhammadNiaz Ahmed Akhtar Khan Kamal WarisChaudary Nizam-UddinChaudhary Ghulam NabiShah Muhammad SaqibArsh ad JamalHaji Mohammed RazaqNawab KhanSheikh FerozdinMirza Nawab BaigMuhammad Kam ran Saeed KhanSyed Anayat HussainMian Muhammad ArshadFayaz Ullah ShaikhSheikh Mu hammad AshrafChohdry Ejaz HussainMuhammad ShafiRasheed Ahmad ToorMuhammad SadiqS heikh Muhammad Ashraf 15,178506474525162138477327771702644674654504042418,9315469562662661194448454497 498488 9,8411315581120142410121142,47216792563610137 12519213018795 9 242 1610434628372 25,01953147954416217456535617618926450047546441924711,40357896631632117244414527 507513495 4484214684184334434504593874754214904504804061,340509925364414450450491409499488 499 9,841393842827311084102811069090969879499084677799978710310399 28452832586469693641641418252431398011059252796181816 9,8415155045385325646176036305046225755945646035091,3405891,05452859158657461559 2620609614 33,798 12,634 388 46,820 13,487 12,006 1,134 26,627

Faysal Bank Limited Annexure III to the Consolidated Financial Statements Statement of Financial Position - Islamic Banking As at December 31, 2010 The Bank is Operating 13 Islamic banking branches (2009: 6). ASSETS Cash and balances with treasury banks Balances with and due from financial InstitutionsInvestments Financing and receivables -Murabaha -Ijara -Musharaka -Diminishing Musharaka -Salam -Other Islamic Modes Other assets LIABILITIES Bills payable Due to financial institutionsDeposits and other accounts -Current Accounts -Saving Accounts -Term Deposits -Others -Deposits from financial institutions - remunerative -Deposits from financial institutions - non-remunerative Due to head office Other liabilities NET ASSETS REPRESENTED BY Islamic Banking Fund Reserves Unappropriated profit / (loss) Surplus / (Deficit) on revaluation of assets - net of tax Remuneration to shariah advisor CHARITY FUND Opening balance Charity fund transferred from amalgamated entity Additions during the period Payments / utilization during the period Closing balance 2010 Rs 000 2009 Rs 000

404,534 27,270 47,588 20,159 2,666,067 535,877 1,614,237 21,091 1,809,843 -

471,827 38,665 7,035,187 621,971 9,623 6,601 1,331,527 1,011,063 32,482 1,413,258 81,575 12,288 1,492,313

1,080,500 24,919 5,108 6,375,491 125,766 659,696 496,205 880,000 500,000 (225,003) (943) 654,997 499,057 4,699 (2,852) 659,696 496,205 3,503 1,750 (304) 371 67

Faysal Bank Limited Annexure III to the Consolidated Financial Statements Profit and Loss Account - Islamic Banking For the year ended December 31, 2010 2010 Rs 000 2009 Rs 000 Profit / return earned on financing and investments 419,546 16,423 Profit / return expensed 225,972 777 Net spread earned 193,574 15,646 Provision against non-performing financings 6,493 Provision against consumer financings -Provision for diminution in the value of investments -Bad debts written off directly (1) 6,492 Income after provisions 187,082 15,646 Other Income Fee, commission and brokerage income 3,011 40 Dividend income -Income from dealing in foreign currencies 60 Capital gain on sale of securities 563 Unrealized gain / (loss) on revaluation of investments classified as held for trading -Othe r income (1,249) Total other income 2,385 40 189,467 15,686 Other expenses Administrative expenses 139,836 16,629 Other provision / write-offs -Other charges* 273,691 Total other expenses 413,527 16,629 (224,060) (943) Extraordinary items / unusual items -Profit / (Loss) for the year (224,060) (943) * Includes loss amounting to Rs 266.862 million arising on amalgamation. Annual Report 2010 Faysal Bank 250 - 251

Faysal Bank Limited Combined Pattern of CDC and PhysicalShare Holdings As at December 31, 2010 CATEGORY CATEGORIES OF NUMBER OF CATEGORY WISE CATEGORY WISE PERCENTAGE NO. SHARE HOLDERS SHARES HELD NO. OF SHARES HELD % SHARE HOLDERS 1 2 3 4 INDIVIDUALS 12,702 48,567,659 6.64 INVESTMENT COMPANIES 7 182,586 0.02 JOINT STOCK COMPANIES 116 2,545,253 0.35 DIRECTORS ,CHIEF EXECUTIVE OFFICER AND 7 31,742 0.00

THEIR SPOUSE AND MINOR CHILDREN SYED NASEEM AHMAD 690 MR. NAVED A. KHAN 690 (A/C - Shamil Bank of Bahrain B.S.C.) MR. GRAHAM RODERICK WALKER 690 (A/C - Shamil Bank of Bahrain. B.S.C.) MR. MOHAMED A.R. HUSSAIN 690 (A/C - Shamil Bank of Bahrain B.S.C.) MR. FAROOQ RAHMATULLAH 690 MR. SHAHID AHMAD 27,602 MR. HASSAN MOHAMMED MAHMOOD HASSAN LT.GEN. MUHAMMAD MAQBOOL (RETD.) MR. MOHAMMAD A.RAHMAN BUCHEEREI (Ex-Director) 690 (A/C - Shamil Bank of Bahrain B.S.C.) 5 COMPANY SECRETARY ---6 EXECUTIVES 8 134,798 0.02 7 NIT / ICP 6 12,866,804 1.76 NATIONAL BANK OF PAKISTAN , TRUSTEE DEPTT. 12,840,641 INVESTMENT CORPORATION OF PAKISTAN 26,163 8 ASSOCIATED COMPANIES, UNDERTAKINGS AND 9 489,288,181 66.94 RELATED PARTIES SHAMIL BANK OF BAHRAIN B.S.C. (SPONSOR COMPANY) 328,499,136 FAISAL FINANCE (LUXEMBOURG) S.A. 62,680,130 MFAI (JERSEY) LTD. 43,142,016 DMI (JERSEY) LIMITED 31,340,064 FAISAL PRIVATE BANK (SWITZERLAND) S.A. 23,626,835 9 PUBLIC SECTOR COMPANIES AND CORPORATIONS ---10 BANKS, DFIs, NBFIs, INSURANCE COMPANIES, 34 51,456,072 7.04 MODARABAS & MUTUAL FUNDS 11 FOREIGN INVESTORS 39 124,984,701 17.10 12 CO-OPERATIVE SOCIETIES 1 861 0.00 13 CHARITABLE TRUSTS 7 670,104 0.09 14 OTHERS 11 180,611

0.02 12,947 730,909,372 100.00 SHARE-HOLDERS HOLDING TEN PERCENT OR MORE VOTING INTEREST IN THE LISTED COMPANY TOTAL PAID-UP CAPITAL OF THE COMPANY 730,909,372 SHARES 10% OF THE PAID-UP CAPITAL OF THE COMPANY 73,090,937 SHARES NO. OF SHARES NAME(S) OF SHARE-HOLDER(S) DESCRIPTION PERCENTAGE % HELD SHAMIL BANK OF BAHRAIN B.S.C. (SPONSOR COMPANY)FALLS IN CATEGORY # 8 328,499,136 44.94 JPMORGAN CHASE BANKFALLS IN CATEGORY # 11 86,991,122 11.90 NOTE : Shamil Bank of Bahrain B.S.C. holds the shares of Faysal Bank Limited in =02= di fferent CDC accounts and also hoding in Physical form under =01= Folio.

Faysal Bank Limited Combined Pattern of CDC and PhysicalShare Holdings As at December 31, 2010 CATEGORY CATEGORIES OF NO. OF SHARES HELD PERCENTAGE NO. SHARE HOLDERS SHARE HOLDERS % 1 INDIVIDUALS 12702 48,567,659 6.64 2 INVESTMENT COMPANIES 7 182,586 0.02 3 JOINT STOCK COMPANIES 116 2,545,253 0.35 4 DIRECTORS, CHEIF EXECUTIVES OFFICER AND THEIR SPOUSE AND MINOR CHILDREN 7 31,742 0.00 5 EXECUTIVES 8 134,798 0.02 6 NIT / ICP 6 12,866,804 1.76 7 ASSOCIATED COMPANIES , UNDERTAKINGS AND RELATED PARTIES 9 489,288,181 66.94 8 PUBLIC SECTOR COMPANIES AND CORPORATIONS 0 0 0.00 9 BANKS, DFIs, NBFIs, INSURANCE COMPANIES MODARABAS AND MUTUAL FUNDS 34 51,456,072 7.04 9.1 FINANCIAL INSTITUTIONS 11 7,543,004 1.03 9.2 LEASING COMPANIES 2 367 0.00 9.3 INSURANCE COMPANIES 10 43,573,854 5.96 9.4 MODARABAS 5 13,213 0.00 9.5 MUTUAL FUNDS 6 325,634 0.04 10 FOREIGN INVESTORS 39 124,984,701 17.10 11 CO-OPERATIVE SOCIETIES 1 861 0.00 12 CHARITABLE TRUSTS 7 670,104 0.09 13 OTHERS 11 180,611 0.02 12947 730,909,372 100.00 Annual Report 2010 Faysal Bank 252 - 253

Faysal Bank Limited Pattern of CDC and Physical Share Holdings As at December 31, 2010 Number of Share Holding Total Share Holders Shares Held 2,232 1-100 76,248 4,085 101-500 804,067 1,316 501-1,000 952,521 3,967 1001-5,000 7,908,606 622 5001-10,000 4,196,033 226 10,001-15,000 2,827,291 102 15,001-20,000 1,753,481 61 20,001-25,000 1,371,510 55 25,001-30,000 1,530,213 34 30,001-35,000 1,101,760 23 35,001-40,000 855,815 23 40,001-45,000 970,763 18 45,001-50,000 864,838 6 50,001-55,000 317,288 15 55,001-60,000 868,598 11 60,001-65,000 681,217 8 65,001-70,000 536,056 10 70,001-75,000 726,604 10 75,001-80,000 785,715 7 80,001-85,000 574,772 5 85,001-90,000 439,419 3 90,001-95,000 276,571 3 95,001-100,000 294,691 1 100,001-105,000 100,537 3 105,001-110,000 322,270 3 110,001-115,000 338,110 2 115,001-120,000 237,494 2 120,001-125,000 246,351 3 125,001-130,000 382,960 2 130,001-135,000 262,840 3 135,001-140,000 413,590 6 145,001-150,000 878,127 1 150,001-155,000 150,420 2 155,001-160,000 314,305 1 160,001-165,000 162,952 2 165,001-170,000 338,388 1 170,001-175,000 170,715 2 175,001-180,000 353,892 1 180,001-185,000 182,504 1 190,001-195,000 194,320 2 195,001-200,000 395,618 1 205,001-210,000 207,000 1 210,001-215,000 213,900 1 220,001-225,000 220,204 1 230,001-235,000 232,567 1 235,001-240,000 235,038 1 240,001-245,000 242,073 3 245,001-250,000 745,049 2 265,001-270,000 532,893

1 280,001-285,000 284,000

Faysal Bank Limited Pattern of CDC and Physical Share Holdings As at December 31, 2010 Number of Share Holding Total Share Holders Shares Held 1 1 2 1 2 1 1 2 1 1 1 2 1 1 1 2 2 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 2 1 1 1 1 1 1 1 1 1 1 1 1 1 285,001-290,000 289,838 290,001-295,000 290,181 295,001-300,000 597,561 325,001-330,000 325,404 335,001-340,000 677,104 340,001-345,000 342,284 345,001-350,000 349,669 355,001-360,000 720,000 365,001-370,000 365,827 370,001-375,000 372,649 395,001-400,000 396,750 465,001-470,000 937,994 560,001-565,000 564,000 570,001-575,000 572,802 600,001-605,000 601,499 680,001-685,000 1,366,249 725,001-730,000 1,454,063 785,001-790,000 789,930 815,001-820,000 818,031 1,045,001-1,050,000 1,047,109 1,080,001-1,085,000 1,083,117 1,255,001-1,260,000 1,260,000 1,415,001-1,420,000 1,417,032 1,505,001-1,510,000 1,505,500 1,570,001-1,575,000 1,574,642 1,740,001-1,745,000 1,741,112 1,845,001-1,850,000 1,846,476 2,320,001-2,325,000 2,321,484 2,490,001-2,495,000 2,493,710 2,530,001-2,535,000 2,534,106 2,945,001-2,950,000 2,945,764 3,480,001-3,485,000 3,482,226 3,710,001-3,715,000 3,713,733 3,745,001-3,750,000 3,750,000 7,955,001-7,960,000 15,911,973 11,995,001-12,000,000 12,000,000 12,615,001-12,620,000 12,619,741 14,345,001-14,350,000 14,347,966 14,950,001-14,955,000 14,950,742 15,670,001-15,675,000 15,670,030 18,825,001-18,830,000 18,826,450 24,315,001-24,320,000 24,315,566 31,340,001-31,345,000 31,340,064 36,175,001-36,180,000 36,179,332 36,460,001-36,465,000 36,463,824 38,800,001-38,805,000 38,800,947 62,680,001-62,685,000 62,680,130 313,180,001-313,185,000 313,182,567

12,947 730,909,372 Annual Report 2010 Faysal Bank 254 - 255

Branch Network South Region Karachi Karachi Main Branch Faysal House ST-02, Main Shahra e Faisal 92-21-111-747-747 92-21-32795234 Quality Height Clifton Branch K.D.A Scheme # 5 Clifton 92-21-35838959 92-21-35863774 Gulshan-e-Iqbal Branch B -35, Block 13-A Main University Road 92-21-34994261 92-21-34994260 Jodia Bazar Branch G-2, Plot # MR-6/52/1 Ismail Trade Centre Ram Bharti Street 92-21-32471443 92-21-32443795 92-21-32444107 DHA Shahbaz Branch 23-C, Phase VI Khayaban e Shahbaz D.H.A 92-21-35845771 92-21-35845490 Shaheed-e-Millat Branch Iqbal Arcade Plot # 6,3/7 D.M.C Society 92-21-34384364 92-21-34385547 North Nazimabad Branch Plot # D-6, Block-D K.D.A Scheme #2 92-21-36670050 92-21-36625518

Shahrah-e-Faisal Branch Business Avenue Centre Block # 6, P.E.C.H.S 92-21-34326661 92-21-34315638 Cloth Market Branch BR-2,1/1, Bander Quarters New Neham Road Kharadar 92-21-3243992-21-22 92-21-32438150 92-21-32432408 SITE Branch Plot # B-17, Estate Avenue S.I.T.E 92-21-32585925 92-21-32585337 MACHS Branch Plot # 2-F (Commercial) M.A.C.H.S 92-21-34390514 92-21-34390513 Korangi Road Branch Speedy Towers, 129 / I & II Main Korangi Road DHA Phase I 92-21-35390542 92-21-35391345 New Challi Branch Abid Chamber, Plot 3 SR.6/9 Shahra-e-Liaqat 92-21-32214903-904 92-21-32214907 North Karachi Industrial Area Branch SA -2 (ST1/1) Sector 12-B 92-21-36957155-3695 92-21-36951207 Gulshan Chowrangi Branch Shop # 1-4, Ground floor Sana Arcade, Plot# ZC-6 Block # 7, K.D.A Scheme 24 92-21-34815319 92-21-34815308 Korangi Industrial Area Branch

Plot # 51 / 9, Sector 15 Main Korangi Road 92-21-35114400 92-21-35114399 Timber Market Branch Plot # 6/2 Old Haji Camp Siddique Wahab Road, Lee Quarters 92-21-32734508 92-21-32734490 92-21-32745901 Clifton Block II Branch B-3 & B-4, Plot # FLI Block II, Clifton 92-21-35877923 92-21-35877925 I. I. Chundrigar Road Branch 11/13, Trade Centre 92-21-32638011-16 92-21-32635845 Khayaban-e-Mujahid Branch 43-C, Stadium Lane II Khayaban e Mujahid D.H.A,Phase V 92-21-35349113 92-21-35349114 Khayaban-e-Tanzeem Branch 14-C, Khayaban e Tanzeem Tauheed Commercial D.H.A Phase V 92-21-35877845 92-21-35877847 Gulistan-e-Jauhar Branch Shop # 29 & 30, Rufi Lake Drive Block18, K.D.A Scheme # 36 92-21-34026856 92-213402 6858 Phase IV DHA Branch 14-C, Sunset Commercial Street # 2 D.H.A Phase IV 92-21-35802426 92-21-35802425 Dhoraji Branch Shop # 4, Lubna Plaza

Plot # 448 C.P Berar Co-Operative Housing Society 92-21-34860851 92-21-34860856 Nazimabad Branch Plot #16 Row #1, Sub Block A Block III (IIIA, 1 / 16) Nazimabad 92-21-36707420 92-21-36707424 Saba Avenue Branch Shop # 2 & 3, Ground Floor Plot # 36-C Badar Commercial Street St # 6, Phase V 92-21-35243985 92-21-35348929 Khalid Bin Waleed Road Branch Plot # 89-B, Block-2 P.E.C.H.S 92-21-34302250 92-21-34302252 Madina Centre Saddar Branch Shop # 10 & 11 Ground Floor Madina Centre Plot Survey # 31/2 Survey Sheet # SB-5 92-21-35621505-7 92-21-35621509

Korangi No.2 Branch Q-14, Ground Floor Sector 33-A, Korangi # 2 92-21-35071757 92-21-35071128 Gulshan Block-2 Branch A-287, Block-2, K.D.A Scheme -24 Gulshan e Iqbal karachi 92-21-34972202 92-21-34972416 DHA Phase VIII Branch 43-C, Al-Murtaza Commercial Lane # 4 D.H.A Phase VIII 92-21-35246014 92-21-35246016 APWA Complex Garden Branch Shop # SOA, 5 Ground Floor APWA Complex Plot # 67-AC Garden Road 92-21-32294778 92-21-32294776 Power House UP More Branch Shop # 4, 5,& 6 Plot # LS -12 (ST -7) Sector 11K North Karachi Town Ship 92-21-36914034-36 92-21-36961038 Buffer Zone Branch Plot # R-2, Sector 15-A/ 2 Buffer Zone North Karachi 92-21-36950081-87 92-21-36950083 Burns Road Branch Shop # 4 & 5 Ground Floor Lokhat Mansion, Survey # 2 Shahra e Liaquat Burns Road 92-21-2211077-23 92-21-2211022 Gulzar-e-Hijri Branch

Plot # A-747/C Block 13-A, KDA Scheme 33 Pakistan Employee Cooperative Housing Society Limited (PECHS) 92-21-3465 2159 92-21-3464 5055 Electronic Market Branch Shop # 3, Hashmi Electronics Centre Abdullah Haroon Road Saddar 92-21-32751585-86 92-21-32751565 Shah Faisal Colony Branch B-09 Main Electronics Market Shah Faisal Colony No. 1 92-21-34686215 92-21-34686216 Gulbahar Branch Plot number 476-477-478 Ghousia Colony 92-21-36729801 92-21-36729803 Abdullah Haroon Road Branch 16-Abdullah Haroon Road 92-21-35838959 92-21-35218026 Shaheed-e-Millat Branch 72-A/Z, Block 7/8, Al- Riaz 92-21-34311950 92-21-34310749 Gulshan Branch SB-25 Block 13/C 92-21-111335335 92-21-34972270 Defence Branch 22/C, Lane-2 Shahbaz Commercial 92-21-35347266 92-21-35855131 North Nazimabad Branch D-4, Block D North Nazimabad 92-21-36721635 92-21-36721614

Abdullah Haroon Branch State Life Building11 Abdullah Haroon Road 92-21-35682639 92-21-35683975 Jodia Bazar Branch NP 12/74 Mohammad Shah Street 92-21-32522225 - 8 92-21-32524770 I.I. Chudrigar Branch Nadir House I. I. Chundrigar Road 92-21-32418300-3 92-21-32418485 Karachi Clifton Branch 13-C, 7th Zamzama Commercial Lane Clifton 92-21-35875454 92-21-35875404 DHA Korangi Branch World Business Center Main Korangi Road 92-21-35805179 92-21-35805180 S.I.T.E. Branch Plot # B/9-B/2 Estate Avenue 92-21-32569934-39 92-21-32569771 North Nazimabad Branch Almas Square, Plot No. SD-5 92-21-36676028 92-21 36648440 Cloth Market Branch Cloth Market, New Naham Road Off. M.A. Jinnah Road 92-21-32472616-8 92-21-32472595 Shahrah-e-Faisal Branch Progressive Centre 92-21-34535119 92-21-34535170 North Karachi Branch

ST-3, Sector 12-A Industrial Area 92-21-36920621-25 92-21-36956237 Khayaban-e-Shahbaz Branch 43-C, Khyaban e Shahbaz D.H.A, Phase VI 92-21-35342388 92-21-35342387 Paper Market Branch Shahrah - e- Liaquat, Paper Market 92-21-32213945-48 92-21-32213941 Dhoraji Branch Sana Pride, 35/244 C.P.& Berar Coop 92-21-34136551 92-21-34136550 Metroville Branch Street # 15, Block 3 Metroville SITE 92-21-36661300 92-21-36662034 92-21-36662774 Marriott Road Branch G5, G6 & G7 Plot Sheet No MR-1 92-21-32412803-07 92-21-32414095 Annual Report 2010 Faysal Bank 256 - 257

Federal B Area Branch C-25, Block 17 Federal B. Area 92-21-36800693 92-21-36800344 Gulshan-e-Iqbal Branch FL-2/4, Block 6 KDA Scheme 92-21-34819572 92-21-34819744 Gulistan-e-Johar Branch Billy's Heights 92-21-34026830 92-21-3402 6832 Khayaban-e-Ittehad Branch 8-C, Ittehad Commercial Lane No 9 92-21-35346706 92-21-35350275 Tipu Sultan Road Branch Plot No. 110 Zonal Commercial Area 92-21-34301188 92-21-34301187 Sub Branch Schon Circle, Plot No.DC-1,16-A 16-B, Block 5 Clifton Centre Kehkashan 92-21-35871891 92-21-35871892 Hyderabad Saddar Branch Plot # 339 Main Bohra Bazar Saddar 92-22-2728356-59 92-22-2728360 Latifabad Branch C - 489, Unit No 8 Latifabad 92-22-3820526-7 92-22-3820530 Hyderabad Branch

CB 474, Opposite Cantt Police Station Saddar 92-22-2781077-78 92-22-2780879 Quetta Shahrah-e-Adalat Branch Shahrah e Adalat 92-81-2838449 92-81-2836453 Fatima Jinnah Road Branch Yousuf Centre Fatima Jinnah Road 92-81-2837234 92-81-2834724 Quetta Branch 1-25/14-15 Qandhari Bazar 92-81-2837890 92-81-2820915 Sukkur Sukkur Branch City Survey No. D1596 /1-D Race Course Road Sukha Talab 92-71-5617195-97 92-71-5617185 Sukkur Branch Shaheed Gunj, Sukkur 92-71-5628417-967 92-71-5628968 Turbat Turbat Branch Main Bazar 92-852-411074 92-852-412673 Central Region Lahore The Mall Branch 43,Shahrah e Quaid e Azam 92-42-37314051-54

92-42-111747747 92-42-37314447 M. M. Alam Road Branch 95, B-II, M.M. Alam Road Gulberg-III 92-42-35755190-94 92-42-35712748 92-42-35755196 D.H.A H-Block Branch 136/1, Block-H, Commercial Area Phase-I, DHA Lahore Cantt 92-42-35897712-17 92-42-35897720 Garden Town Branch 4-Aibak Block, Garden Town 92-42-35889810-4 92-42-35889675 Circular Road Branch Babar Center, 51 Circular Road 92-42-37673001-6 92-42-37673007 Shalimar Garden Branch Chowk Shalimar Bagh Baghbanpura 92-42-36844714-17 92-42-36844744 DHA Z-Block Branch Z-10, Street no. 10, Phase III Lahore Cantt 92-42-35743741-43 92-42-35749178 Allama Iqbal Town Branch 18-Hunza Block, Main Road Allama Iqbal Town 92-42-35437004-8 92-42-35296662 Upper Mall Branch 309-A Upper Mall 92-42-35715393-95 92-42-35714844-5 92-42-35710187 Main Boulevard Gulberg Branch 59-A, Main Boulevard, Gulberg

92-42-35787823-9 92-42-35787830 Model Town Branch 13-Bank Square Market Model Town 92-42-35884505-07 92-42-35854816 Badami Bagh Branch 1-Taj Chambers, Badami Bagh 92-42-37705536-41 92-42-37705551 Faisal Town Branch 25-D, Main Boulevard, Faisal Town 92-42-35201991-3 92-42-35201998 Thokar Niaz Baig Branch Jamal Market, Ali Town Opposite Lahore University Thokar Niaz Baig Raiwand Road 92-42-35314020-23 92-42-35314016 Shadman Branch 11 - A, Shadman 1 Jail Road 92-42-37599316 92-42-37599242 92-42-37599452 92-42-37599363

Shah Alam Market Branch 41 Alamgir Market Main Shah Alam Market 92-42-37675619 92-42-37651968 92-42-37671363 Urdu Bazar Branch S-38, R-205-A, Cattle Street Circular Road, Urdu Bazar 92-42-37314617-18 92-42-37314629 Bedian Road Branch Bedian Road Near DHA Phase VI Lahore Cantt 92-42-35720254 92-42-35745868 92-42-35740237 Johar Town Branch 435-G-I, Johar Town 92-42-35302017 92-42-35315735 92-42-35315736 92-42-35301393 Shahdara Branch G.T.Road, Shahdara 92-42-37902501-506 92-42-37902508 Liberty Market Branch 37-E, III Saeed Alam Tower Liberty Market, Gulberg III 92-42-35752108-9 92-42-35750366 Ichra Branch 172, Ferozpur Road Ichra 92-42-37569934-35 92-42-37580488 Walton Cantt Branch 36-Jinnah Plaza, Main Boulevard Defence Link Road 92-42-36604309-12 92-42-36604313

Mcleod Road Branch Usman Plaza, Opposite Lahore Hotel 92-42-36370024-45-67 92-42-36370041 Mughalpura Branch 3/15 Jahangir Road, Lal Pul, Near AFC 92-42-363524863-4 92-42-36524785 Qartaba Chowk Branch 3 Ferozpur Road, Muzang Chungi 92-42-37574680-82 92-42-37574662 Chouburji Branch 50, Choburji Branch 92-42-37568229 92-42-37568223 92-42-37568226 New Airport Road Branch Adjoining Divine Mega-II Plaza New Airport Road, Cantt 92-42-35910014-15 92-42-35730877 Ghazi Chowk Branch 8-A, Awaisia Cooperative Housing Society Ghazi Chowk, Link College Road 92-42-35212250-54 92-42-35212257 Nila Gumbud Branch 78 Brandreth, Nishter Road 92-42-37360032-34-38 92-42-37360035 Brandreth Road Branch The Mall Road, Bank Square Lahore 92-42-37367224-225 92-42-37367233 CMH Chowk Branch 1482/14-15, Day Building CMH Chowk, Sarwar Road Lahore Cantt 92-42-36602327-29 92-42-36601740 Lahore Main Branch

310-Upper Mall Shahrah e Quaid e Azam 92-42-111112233 92-42-35751020 Cavalry Ground Branch 4 /5 Haroon Plaza Cavalry Ground 92-42-111-321-321 92-42-36655590 92-42-36655591 Egerton Road Branch Ground Floor, Aiwan e Iqbal Complex 92-42-36371111 92-42-36278782 92-42-36368500 Gulshan-e-Ravi Branch 2/B, Civic Center Gulshan e Ravi 92-42-37404511-6 92-4236301107 92-42-37404517 T-Block Branch CCA-22, T Block, Phase II, DHA 92-42-35707667-9 92-42-35707747 92-42-35707666 Shahdarah Branch 110-A Lytton Road Qurtaba Chowk 92-42-37210500-4 92-42-37900268 92-42-37210505 Faisal Town Branch 594-A, Faisal Town 92-42-35203881-4 92-42-35203892 92-42-35203880 Township Branch 894-D, Faisal Town, PECO Road 92-42-35176051-9 92-42-35176002 92-42-35176041 Lahore Gulberg Industrial Area Branch 25-B-2, Gulberg III

92-42-35717141-5 92-42-35717141 92-42-35718050 Raiwind Road Branch 131/178, Bohbatian Chowk Raiwind Road 92-42-35320164, 35320406 92-42-35320706 Valancia Branch A-6 H Block Commercial Zone Valancia Society 92-42-35188604-5 92-42-35188604 92-42-35188606 Baghbanpura Branch Chowk Shalamar Bagh G. T. Road 92-42-36840310-5 92-42-36840318 92-42-36840316 PIA Town Branch 188 Block F, Phase 1 92-42-35189011-6 92-42-35189020 92-42-35189010 DHA Y Block Branch 77-Y, Phase III Commercial Area, DHA 92-42-35728282 92-42-35726601 92-42-35725767 Annual Report 2010 Faysal Bank 258 - 259

Gulberg Branch Branch 61- Main Gulberg 92-42-35757666 92-42-35757666 92-42-35753111 New Garden Town Branch Ground Floor, Block No 2 92-42-35861111 92-42-35940191 92-42-35869181 Allama Iqbal Town Branch 20 - Gulshan Block Allama Iqbal Town 92-42-35415588 92-42-35417262 92-42-35419394 Circular Road Branch Outside Shah Alam Gate Main Circular Road 92-42-37670600 92-42-37670501 92-42-37670666 Badami Bagh Branch 343- Circular Road Badami Bagh 92-42-37708160 92-42-37708171 92-42-37708170 Qurtuba Chowk Branch 110-A Lytton Road Qurtaba Chowk 92-42-37210500-4 92-42-37900268 92-42-37210505 Bilal Gunj Branch 16-Shahjehan Road Bilal Gunj 92-42-37214084-8 92-42-37214074 Arifwala Arifwala Branch 173-D Thana Bazar Arifwala, Multan 92-45-7835421

92-45-7835422 92-45-7835423 92-45-7835420 Bahawalpur Bahawalpur Branch 2 - Rehman Society Noor Mahal Road 92-62-2730591 92-62-2730594 92-62-2730691-95 92-62-2730696 Bahawalpur Branch V/912, Circular Road 92-62-2731113 92-62-2731112 92-62-2731115-6 92-62-2874503 Burewala Burewala Branch 95-C, Multan Road 92-6733-59333 92-6733-59332 92-6733-73011-17 92-6733-59331 Chichawatni Chichawatni Branch G.T Road Chichawatni 92-40-5482315 92-40-5482314 92-40-5482305-06 92-40-5482310 Depalpur Depalpur Branch Shop#1& 2, Khewat#1822 Khatooni 2930 To 2940 Gillani Heights Madina Chowk 92-444-540771 92-444-540770 92-444-540768-69 92-444-540772 Dera Ghazi Khan Dera Ghazi Khan Branch Usman Plaza

Opposite Lahore Hotel 92-642-468785 92-642-468773 92-642-468769- 72 92-642-468775 Dera Ghazi Khan Branch Block 18, Pakistan Plaza 92-642-474182 92-642-474181 92-642-474175-77 92-642-474180 Haroonabad Haroonabad Branch 25/C Grain Market Haroonabad Distt Bahawalnager, Ghalla Mandi 92-632-250770-71 92-632-25119-32 92-632-250773 Khanewal Khanewal Branch Plot No. 75, Block 12 Sir Syed Road 92-65-2553606 92-65-2553607 92-65-2553608-11 92-65-2553612 Multan Bosan Road Branch I/A-2, Officers Colony Bosan Road 92-61-6214901 92-61-6214902 92-61-6214905-09 92-61-6214900 Old Bahawalpur Road Branch 129/1, Old Bahawalpur Road 92-61-4783390 92-61-4783391 92-61-4784492-93 92-61-4785203-04 92-61-4784490 Qadaffi Chowk Branch 709-Qaddafi Chowk Khanewal Road Near Daewoo Terminal

92-61-6784272 92-61-6784273 92-61-6784276-79 92-61-6784284 Multan Main Branch No.1 Nusrat Road Opposite District Court Multan Cantt 92-61-4781054 92-61-4781697 92-21-111112233 92-61-4780126-27 Multan Branch 80-Abdali Road 92-61-4571768 92-61-4570768 92-61-4581905-06 92-61-4581904 Mian Channu Mian Channu Branch Khalid Plaza Main Bazar Chak Sawari Mirpur AJK 92-65-2664260-62 92-65-2664264 92-65-2664263

Okara Okara Branch Mandi Road 92-442-551771 92-442-551770 92-442-551773 92-442-551774 Pakpattan Pakpattan Branch College Road 92-45-7352305 92-45-7352306 92-45-7352307-09 92-45-7371591 Rahim Yar Khan Rahim Yar Khan Branch 27- Town Hall Opposite City Park 92-68-5889418 92-68-5889417 92-68-5889411-15 92-68-5889420 Sadiqabad Sadiqabad Branch Allama Iqbal Road Sadiqabad District 92-68-5702434 92-68-5702435 92-68-5702440 92-68-5702139 Sahiwal Sahiwal Branch Sarwar Shaheed Road 92-404-224077 92-404-224076 92-404-224060-64 92-404-224015 Vehari Vehari Branch 94 -B, Iqbal Road Behind Grain Market 92-6733-66481

92-6733-66482 92-6733-66582 92-6733-66480 Vehari Branch 47-A, Karkhana Bazar 92-6733-63190 92-6733-60794 92-6733-66401 92-6733-60797 92-6733-66402 North Region Islamabad Blue Area Branch 15-West Jinnah Avenue Blue Area 92-51-2275096-9 92-51- 2275095 F-10 Markaz Branch 2-G, Capital Business Center F-10 Markaz 92-51-2104456-8 92-51-2104459 F-7 Markaz Branch Shop 1, Plot 12 D Jinnah Supermarket F-7 Markaz 92-51-2652676 92-51-2654689 92-51-2652665 I-10 Markaz Branch 3-G, Monawwar Plaza C10 Markaz I-10 92-51-4102105-8 92-51-4102117 F-11 Markaz Branch Plot 14, F-11 Markaz 92-51-2228143-4 92-51-2228145 F-8 Markaz Branch Rawal Arcade Markaz F-8 92-51-2817256

92-51-2817263 G-10, Markaz Branch G-10 Markaz 92-51--2101272-73 92-51 - 2101276 Islamabad Main Branch 15, Markaz F-7, Opposite FG College for Women, F-7/2 92-51-111112233 92-51-2610714-7 92-51-2651331 & 336 F-10 Markaz Branch 7-L, F-10 Markaz 92-51-2293386 92-51-2291487 92-51-2296962 Blue Area Branch 78-W, Roshin Center Jinnah Avenue Blue Area 92-51- 2275252 92-51-2275254 Abbottabad Abbottabad Branch Main Mansehra Road 92-992-385919-28 92-992-385921 Mirpur Azad Kashmir Mirpur Branch Mian Muhammad Road Opp. Quaid e Azam Stadium Azad Kashmir 92-5827-445103 92-5287-443601 Mirpur Branch Sector B/2 Allama Iqbal Road 92-5827-437272 92-5827-437260 Chaksawari Branch Khalid Plaza, Main Bazar 92-5827--454800-2

92-5827-454806 Attock Attock Branch Plot # 169, Shair Jaffar Plaza Saddiqui Road 92-57-2602061-62 92-57-2602064 Bhalwal Bhawal Branch 131-A, Liaqat Shaheed Road 92-48-6642405-08 92-48-6643545 Chakwal Chakwal Branch Talha Gang Road Opposite Alliance Travel 92-543-553923-4 92-543-553914 Daska Daska Branch Plot No.3, 4 & 5 Muslim Market Gujranwala 92-52-6614623-3 92-52-6614099 Annual Report 2010 Faysal Bank 260 - 261

Dina Dina Branch 1880-Al-Bilal Plaza GT Road, Dina 92-544-636824 92-544-636036 Faisalabad Faisalabad Branch Civil Line, Bilal Road Civil Lines 92-41-2644481-5 92-41-2640545 92-41-2644486 Liaquat Road Branch 3-Liaquat Road 92-41-2617403-8 92-41-2627809 Ghulam Muhammadabad Branch 39-B, Usman Plaza, Sadar Bazar Ghulam Muhammad Abad 92-41-2691375 92-41-2691262 92-41-2692814 D-Ground Branch 447-D, Peoples Colony 92-41-8730443 92-41-8732196 Madina Town Branch Madina Town 92-41-8723432 92-41-8723451 Faisalabad Main Branch Bilal Road, Civil Lines 92-41-111112233 92-41-2606001 Faisalabad Branch P-III, Liaqat Road 92-41-2636341-3 92-41-2612064 Gujar Khan

Gujar Khan Branch B-111, 215-D WARD 5, G.T. Road 92-51-3517018 92-51-3514613 Gujar Khan Branch Plot No 204/A, Main Gate 92-51-3516425 92-51-3516324 92-51-3516325 Gujar Khan Sub Branch Railway Road 92-51-3512403-404 92-51-3512409 Gujranwala Gujranwala Branch Zia Plaza, G.T. Road 92-55-3730301-3 92-55-3730304 Gujranwala Branch Al-Majeed Center, G. T.Road 92-55-3735531-5 92-55-3735536 Gujrat Gujrat Branch Sub Gujar Khan Railway Road, Gujar Khan 92-533-236781-3 92-533-524185 Gujrat Branch 2-Prince Fan Colony, G.T. Road 92-53-3533143 92-53-3535931 92-53-3533145 Haripur Haripur Branch Akbar Arcade, Akbar Khan Plaza Shahrah e Hazara 92-995-616426-9 92-995-616432 Jhang

Jhang Branch P-10/1/A, Katcheryi Road Near Session Chowk Saddar 92-47-7650650-90 92-47-7629545 Jhelum Jhelum Branch Kohinoor Bank Square Old G.T. Road, Jhelum Cantt 92-544-626001 92-544-623875 Jehlum Branch Old G. T. Road 92-544-621122 92-544-625648 Kharian Kharian Branch Rizwan Plaza, First Floor GT Road, Near City Hospital 92-53-7536064 92-53-7536066 Kharian Branch Rizwan Plaza G.T. Road 92-53-7536249 92-53-7534058 Lalamusa Lalamusa Branch Shayan Plaza Kaira G.T Road 92-53-7519581 92-53-7519580 Mandi Bahuddin Mandi Bahuddin Branch Furniture Point Railway Road 92-546-600721-23 92-546-00371 Mardan

Mardan Branch Main Bazar, Bank Road 92-937-871761 92-937-871546 Peshawar Peshawar Cantt Branch Super Market Saddar Road 92-91-5270176-8 92-91-5270631 Peshawar City Branch Tariq Market, New Rampura Gate Ashrafi Road 92-91-2593827-8 92-91-2591817 University Road Branch 4652-4670, Omer Plaza Jahangirabad, University Road 92-91-5711401-8 92-91-5711409 Khyber Bazar Branch 417-D, Outside Bajori Gate Shoba Chowk, Khyber Bazar 92-91-2220471 92-91-2219860

Peshawar University Camp Branch Ground Floor, Academic Block - II, New Campus Branch, University of Peshawar 92-91-5846547-50 92-91-5846545 Peshawar Main Branch Cantt, Peshawar 92-91-5260488 92-91-5275503 Peshawar Ashraf Road Branch Shops No 471-472/203-204 92-91-2593364-5 92-91-2593165 Rabwah Rabwah Branch Plot # 09, Gol Bazar Darul Saddar Chenab Nagar Rabwah 92-47-6215072-4 92-47-6215075 Rawalpindi Haider Road Branch 32 Haider Road Rawalpindi Cantt 92-51-5701018-22 92-51-5525879 Satellite Town Branch 5th Road, City Shopping Centre Commercial Market, Satellite Town 92-51-4424969-72 92-51-4424962 Raja Bazar Branch U-I, Iqbal Road, Fawara Chowk Raja Bazar 92-51-5530661 92-51-5775625-23-27 92-51-5530671 Westridge Branch Peshawar Road Westridge RV arcade 92-51- 5468734-36 92-51- 5468737

Sadiqabad Road Branch 72-C, Satellite Town Sadiqabad Road 92-51-4257745 92-51-4573741-2 92-51-4425744 Kalma Chowk Branch Kamalabad, Dhok Syedan Road 92-51-5791452-4 92-51-5791457 Rawalpindi Main Branch CL/55 - A, Civil Lines Meo Road 92-51-111321321 92-51-5795105 92-51-5567955 Rawalpindi The Mall Branch Century Tower, 6-The Mall 92-51-5701054-6 92-51-5567016 Rawalpindi Gunj Mandi Branch Gunj Mandi, Raja Bazar 92-51-5539115 92-51-5533315 92-51-5537844 Sargodha Sargodha Branch University Road, Sargodha 92-48-3726033-36 92-48-3726032 Sargodha Branch Khayyam Chowk, Railway Road 92-48-3726647-8 92-48-3726649 Sialkot Sialkot Branch Plot No.B1-16S-98B, 17-Paras Road Opposite CC & I Sialkot 92-52-4292501-3 92-52-4292444 Sialkot Branch

Paris Road, Sialkot Chamber of Commerce & Industry Building 92-52-4264099 92-52-4264030 92-52-4267030 Sialkot Daska Road Branch Pul Aik, Daska Road 92-52-3240203-4 92-52-3240205 Toba Tek Singh Toba Tek Singh Branch Near T Chowk, G.T Road Mian Chunno, Multan 92-46-25178001-5 92-46-2517808 Islamic Branches: Karachi Sharafabad Branch Alharam 1 BMCHS Alamgir Road Sharfabad 92-21-34923770-4 92-21-34923775 Nazimabad Branch Plot #16 Row #1 Sub Block A, Block III (IIIA,1/16) Nazimabad 021-36613053-55 021-36613011 Jodia Bazar Branch Shop No. G-1, Ground, Basement & First Floor, Plot No. M.R. 3/18/II-B-143 Market Quarters, Bolton Market 92-21-32463265-68 92-21-32463261 DHA Islamic Branch KM Center, 130, 130/1 Main Korangi Road 92-21-35311473 92-21-35311482 92-21-35311651 SM Islamic Branch SNPA/9-A/1, Commercial Area KCHS Union Ltd

Union Area Shaheed-e-Millat Road 92-21-34311657 92-21-34398361 92-21-34311658 Quetta Zarghoon Road Branch Near Bukhari Petroleum New Zarghoon Road Quetta 92-81-2443177 92-81-2443265 92-81-2443231 Lahore Gulberg Lahore Branch Shop # 4, 4A and 4B Leeds Center Main Boulevard 92-42-35783955-57-59 92-42-35783956 Annual Report 2010 Faysal Bank 262 - 263

Azam Cloth Branch Shop No. F-1469, 1566 & 1567 Akbar Block, Rahim Centre Azam Cloth Market 92-42-37671351-54 92-42-37671347 Cavalry Branch 97- Commercial Area Cavalry Ground 92-42-36603417 92-42-36603418 92-42-36603411 Faisalabad D-Ground Branch 447- D, Peoples Colony 1 D-Ground, Faisalabad 92-41-8555643 92-41-8555646 92-41-8555647 Hayatabad Hayatabad Branch Industrial State Karkhano Market Shop Number 1-7, Royal Plaza Jamrud Road, Peshawar 92-91-5811395 92-91-5810638 92-91-5811488 Rawalpindi Haider Road Branch 1st Floor, Plot 32, Haider Road Saddar, Rawalpindi Cantt 92-51-5701008 & 12 92-51-5701169 Swat Mangora Branch Lower Ground & First Floor Abasin Towers, Green Chowk Madyan Road 92-946-722011-13 92-946-722014

Form of Proxy I/We of a member (s) of FAYSAL BANK LIMITED and holding ordinary shares, as per Register Folio No. / Participant's ID/CDC sub Account No. hereby appoint Folio No. / Participant's ID/CDC sub Account No or failing him/her of as my / our proxy to vote and act for me / us on my / our behalf at the Annual General Meeting of the Bank to be held on April 28, 2011 and at an y adjournment thereof. Signed day of , 2011 Witness: 1. Revenue Stamp Rs. 5/Signature of Member(s) 2. Notes: 1. The Share Transfer Books of the Bank shell remain closed from April 22, 2011 to April 28, 2011 (both days inclusive) Transfer received at the Registrar and Share Transfer Agent of the Ba nk by the close of business on April 21, 2011 will be treated in time. 2. A member entitled to attend and vote at the above Annual General Meeting is e ntitled to appoint another member as a proxy to attend and vote on his/her behalf, save that a corporation being a member may appoint as it proxy or officer of such corporation whether a member of the company or no t. This instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed or a notarially cer tified copy of the power or authority shall be deposited at the office of M/s. Noble Co mputer Services (Pvt.) Limited, Mezzanine Floor, House of Habib Building (Siddiqsons Tower) 3-Jinnah Co-operativ e Housing Society, Main Shahrah-e-Faisal, Karachi -75350, the Registrar and Share Transfer Agent of the bank not later than 48 hours before the time of holding the meeting and must be duly stamped, signed and witn essed. 3. The CDC Account Holders and Sub-account Holders, whose registration details a re available in the Share Book Details Reports shall be required to produce their respective original Computeri zed National Identity Card (CNIC) or original passport at the time of attending the Annual General Meeting to facilitate identification.Such Account Holders and Sub-Account Holders should also bring/know their respective participation I.D. No.and the CDC Account No. In case of proxy, he/she must enclose an attested copy of hi s/her CNIC or passport. Representative(s) of corporate member(s) should bring usual documents required f or such purpose. 4. Members are required to timely notify any change in their addres s to Bank's

Registrar/Share Transfer Agent M/s. Noble Computer Services (Pvt.) Limited, Mezzanine Floor, House of Habib Bui lding (Siddiqsons Tower) 3-Jinnah Co-operative Housing Society, Main Shahrah-e-Faisal, Karachi -75350.

The quest for greater heights will never end... The quest for greater heights will never end...The quest for greater heights wil l never end...

Registered Office Faysal House ST-02, Shahrah-e-Faisal, Karachi, Pakistan www.faysalbank.com

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