Official Gazette-Issue 41- Addendum - 23/7/2002 Part VIII Liban Telecom Article 44: Incorporation of the Company 1) A joint stock company shall be established by decree issued by the Council of Ministers upon the proposal of the Minister. The Company shall be governed by the provisions of the Code of Commerce, except for Article 78 thereof, in all areas not specifically addressed under the present Law. The Company shall be called Liban Telecom and its objective shall be to provide Telecommunications Services pursuant to the terms of the present Law. 2) The decree shall determine the capital of the Company, which may be denominated in a foreign currency, and approve the Articles of Association taking into consideration that all shares of the Company shall be owned upon its constitution by the Lebanese Government which shall remain the sole shareholder until the full or partial privatization of the Company. 3) Assets, obligations and current operations whose ownership are expected to be transferred from the Ministry to the Company shall be evaluated by a financial firm or an international auditing firm appointed by the Council of Ministers following a tender process launched in accordance with the applicable rules. This procedure shall be deemed to fulfill the verification procedure provided for under Article 86 of the Code of Commerce. 4) The Company’s shares shall be and shall always remain nominative. Notwithstanding any document stating otherwise, the Company’s shares, including shares representing contributions in kind, may be listed immediately on the Beirut stock exchange. 5) For so long as all of the Company’s shares are owned by the State of the Republic of Lebanon, the board of directors of the Company shall be composed of a chairman and members appointed by the Council of Ministers. After partial or full privatization, members of the board shall be selected by the General Assembly, without being required to observe the condition of nationality required under Article 144 of the Code of Commerce. The State of Lebanon shall remain represented on the board of the Company by members nominated by the Council of Ministers in proportion to the number of shares it holds, provided that the number of members representing the State shall not be less than three, for as long as the State remains a shareholder of the Company. 29