FirstInternational Bank of Washington Approval Resolution of 1997PR 12-469

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PR 12-469

Fact Sheet

Community Reinvestment Act, Supplement to June Filing

Application and Operating Plan

I: Identifying Information

II: Business Description

III: Community Reinvestment Act Statement

IV: Effects on the Environment and Historic Properties

V: Leadership and Management

VI: Market Analysis

VII: Plans and Objectives

VIII: Capitalization/Net Worth Plan

EXHIBITS (In printed bill — not on-line)
1 Top 100 Public Companies in the Washington, D.C.

2 Top Private Employers in the Washington Area 3 Core Industries in D.C.4 Top 35 Financial Companies-Washington Metro Area

5 Top 100 Federal Contractors For Information Technology

6 Egypt

7 China-Investment Climate

8 China-Trade and Project Financing9 China-Leading Sectors For Exports and Investment10 District of Columbia County Business Patterns

PR 12-469

Chairman Linda W. Cropp at the request of the Mayor

A PROPOSED RESOLUTION IN THE COUNCIL OF THE DISTRICT OF COLUMBIA

To approve the recommendation of the Superintendent of the Office
of Banking and Financial Institutions that the application of First International
Corporation of Washington to organize a District of Columbia bank, to be known as First
International Bank of Washington, be approved.

RESOLVED, BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, that this
resolution may be cited as the "First International Bank of Washington Approval
Resolution of 1997 "

Sec. 2. (a) On June 27, 1997, First International
Corporation of Washington filed an application to organize a District of Columbia
("District") bank, to be know as First International Bank of Washington, with
the Office of Banking and Financial Institutions ("OBFI") pursuant to section 5
of the District of Columbia Regional Interstate Banking Act of 1985, effective November
23, 1985 (D.C. Law 6-63, D.C. Code, 26-804). The applicant filed an addendum specifically
addressing community reinvestment issues on September 24, 1997. The applicant has
submitted the appropriate application fees and provided information that serves as a basis
for the OBFI Superintendent’s review.

(b) The applicant will invest in the local community by:

(1) Assigning a commercial officer of the bank to liaison with the
community, including community development corporations, the Chamber of Commerce, the
Small Business Administration, and the Minority Business Development Center;
(2) Establishing, in accordance with safe and sound banking practices,
a micro- loan program to provide small business loans to minority and small businesses to
support their activities, including but not limited to working capital, contracts and
receivables, inventory and supplies, equipment, furniture, and fixtures, vehicles and
facade improvement; and
(3) Establishing, in accordance with safe and sound banking practices, a program for
small and minority businesses to enhance their international exports and imports. This
program would include technical assistance, seminars and workshops, export and import
letter of credit support, and export financing.

( c) The applicant will engage in the following activities:

(1) Private banking services to support the bank’s domestic and international client
base;
(2) Trade financing services, including the provision of loans, letters of credit, and
other fee-based services;
(3) Project financing services, including loans, loan syndications, permissible private
offerings, and other fee-based advisory services,
(4) Investment advisory services; and
(5) All matters incidental to the activities listed in paragraphs 1 through 4 of this
subsection.

(d) On August 22, 1997, a notice of public hearing and a request for
public comment on the application was published in the District of Columbia Register, which
set a hearing date on the application for September 30, 1997.

(e) Testimony was provided and comments were received. There was no
objection to the formation of a new bank in the District.

(f) On October 27, 1997, after review of the application and all
supplementary materials, the OBFI Superintendent concluded that the application met the
requirements for approval subject to certain conditions, including the granting of deposit
insurance by the Federal Deposit Insurance Corporation. The Superintendent notified the
applicant of the decision and the conditions in a letter dated October 27, 1997.

Sec. 3. The Council of the District of Columbia
approves the recommendation of the OBFI Superintendent to grant approval to the First
International Bank of Washington to be organized as a District bank, with Charter Number
One, subject to the conditions set out in Section 2(f) of this resolution.

Sec. 4. The Secretary shall transmit a copy of this
resolution, upon its adoption, to the Superintendent of OBFI and to the First
International Corporation of Washington.

Sec. 5. This resolution shall take effect immediately.

FIRST
INTERNATIONAL BANK OF WASHINGTON

FACT SHEET

Background

On June 27, 1997, First International Corporation of Washington filed an application
with the District of Columbia Office of Banking and Financial Institutions
("OBFI") to organize District of Columbia ("District") bank to be
known as First International Bank. The application was filed pursuant to section 5 of the
"District of Columbia Regional Interstate Banking Act of 1985," effective
November 23, 1985 (D.C. Law 6-63; D.C. Code Section 26-804). On September 24, 1997, the
applicant filed an addendum specifically addressing community reinvestment issues. The
applicant has submitted the required application fees and provided information that served
as the basis for review by OBFI.

Organization and Capitalization

The organizers of the bank are Dr. Mohammed Said Raffia, Mr. Mahmoud Gamal, and Ms.
Kimberly Hoover, Esq. Ms. Hoover is serving as the spokesperson for the organizers.
Regarding initial capitalization, the bank will be initially capitalized at $5 million
which is sufficient to initially ensure liquidity and solvency. If asset growth
exceeds projections or earnings growth falls short of projections, the applicants have
indicated that there are sufficient personal resources within the organizing group to
contribute additional funds, as necessary, to maintain adequate levels of capital,
earnings, and liquidity. The applicant has also indicated that it may choose a private
placement to further ensure the bank is viable and sufficiently capitalized. If a private
placement is chosen, this would not necessarily result in a change of control in the bank.

Management and Services

The applicant has provided detailed information with respect to the proposed
organization and the responsibilities of the Board and senior officers of the bank. The
applicant has further advised OBFI that they have recently retained the services of Mr.
Vincent Cater to assist them in the approval process. Assuming that all required approvals
are obtained, the applicant has indicated its intention to appoint Mr. Cater as president
of First International Bank. OBFI has met with Mr. Cater and reviewed his qualifications.
Most recently, Mr. Cater served as President and Chief Executive Officer of the AmTrade
International Banks of Georgia and Florida. In addition, Mr. Cater has been a banking
professional for over 30 years with substantial experience in international trade and
finance. His background includes extensive experience in financial management, commercial
and institutional lending, business development, asset/liability management, and
personnel administration. Mr. Cater also has knowledge of, experience in, and contacts
with government, business, and financial institutions and individuals in Latin America,
Asia, the Middle East, and Southern Africa.

The bank will engage in the following activities 1) Private banking to support the
bank’s domestic and international client base, 2) Trade financing services
including the provision of loans, letters of credit, and other fee based services; 3)
Project financing services including loans, loan syndications, permissible private
offerings, and other fee bases advisory services; 4) Investment advisory services; and (5)
All matters incidental to the above activities.

Community Reinvestment Act

In both its original application and subsequent addendum, the applicant has set forth
its intentions with respect to satisfying the requirements of the Community Reinvestment
Act. The applicant will reinvest in the local community by: I ) assigning a bank
commercial officer to work with local community development corporations, the D.C. Chamber
of Commerce, and the U. S. Small Business Administration, 2) establishing, in accordance
with safe and sound banking practices, a micro-loan program to provide small business
loans to minority and small businesses to support their activities, including but not
limited to working capital, contracts and receivables, inventory and supplies, equipment,
furniture, and fixtures, vehicles, and facade improvement; and 3) establishing, in
accordance with safe and sound banking practices, a program for small and minority
businesses to enhance their international exports and imports including technical
assistance, seminars and workshops, export and import letter of credit support, and export
financing.

Location

OBFI has been informed that the applicant has submitted a bid on a property located at
Wisconsin and Q Streets, N.W. in the Georgetown area A decision is expected in the near
future. We have also been advised that the bank’s structure or other facilities will not
have any significant adverse effect, directly or indirectly, on any of the following: air
quality; water quality; noise levels; energy consumption; density or congestion of
population and land use, fish and wildlife conservation; solid waste disposal systems, and
environmental integrity of privately owned land, natural resources, or wilderness areas.
In addition. the applicant has stated that the structure will:

1) comply with local zoning laws and other official land use plans; 2) have no
significant impact on land use in coastal areas or on public land management, 3) provide
adequate parking for users of the new facility based upon projected volume of business and
taking into account peak volume periods. Finally, the bank is not expected to affect any
district, site, building, or structure listed in or eligible for listing in the
National Register of Historic Places.

Public Hearing and Testimony

On August, 1997, a notice of public hearing and a request for public comment on the
application was published in the District of Columbia Register, which set a hearing
date on the application for September 30, 1997. On September 30, 1997, OBFI held a
public hearing on the First International Bank application.

Written testimony was provided by Ms. Hoover and Dr. Raffa. Oral testimony in support
of the bank’s application was also received by members of the District of Columbia
Chamber of Commerce and its international committee, and representatives of the North
Capitol Neighborhood Development, Inc. The testimony offered highlighted a number of
important benefits that would be realized through the bank’s services including: the
offering of international trade financing products and services to support small and
medium sized companies in the District; the increase in employment opportunities for
District residents; the expansion and advancement of minority and small business owners in
the District through the promotion and identification of economic opportunities for these
businesses; the provision of specific financial products and services to further enhance
opportunities for District based minority businesses; and the provision of specific
programs including a micro-loan program geared to the enhancement of opportunities for
minority businesses in the District.

There was no objection to the formation of First International Bank as a new bank in
the District of Columbia.

Conclusion

Based upon the application and supplementary materials submitted by the applicant and
OBFI review of these materials, the Superintendent has concluded that the application
satisfies the requirements of the District of Columbia Regional Interstate Banking Act of
1985 for preliminary approval provided that the new bank’s ability to take deposits shall
be subject to deposit insurance being granted by the Federal Deposit Insurance
Corporation.

FIRST INTERNATIONAL BANK OF WASHINGTON

COMMUNITY REINVESTMENT ACT

SUPPLEMENT TO JUNE FILING

For Community Reinvestment Act (CRA) purposes, the District of Columbia
will be the bank’s community. The Bank will offer services consistent with its business
plan and without discrimination to qualified, creditworthy businesses within the target
market To meet the needs of the community, the Bank will provide a number of products and
services that are targeted to minority owned, women owned and small businesses.

The Bank has been in discussions with both the Minority Business
Development Center (MBDC), the DC Chamber of Commerce, and the North Capitol Neighborhood
Development, Inc. (NCND) with a view to entering into MOW’s with these entities to foster
business opportunities for the community

Discussions with NCND have identified specific areas of cooperation
that are directly related to the Bank’s community reinvestment obligations. It is intended
that the Bank will work closely with NCND in the following areas: (1) consistent with safe
and sound banking practices, establishment of a Micro-Loan Program to provide small
business loans to existing and start-up businesses to support their activities, including
working capital, contracts and receivables, inventory and supplies, equipment, furniture
and fixtures, and facade improvement; (2) establishment of a program to assist business
owners and new entrepreneurs in the development of their businesses in order to create
employment opportunities in local neighborhoods, including the provision of small business
loans, loan packaging, seminars, workshops and technical assistance.

With respect to both the MBDC and the NCND, and consistent with safe
and sound banking practices, the Bank intends to establish and implement a plan of action
targeted toward minority businesses with the objective of enhancing their international
export and import opportunities. This program could include: (1) development of a data
base of potentially qualified businesses within the NCND geographic area; (2) meetings
with candidate businesses; (3) technical assistance; (4) seminars/workshops; (5) export
letter of credit support, including analysis and mitigation of risk; confirming,
negotiating, purchasing the risk of, discounting and/or insuring the foreign bank risk;
(6) export financing including arranging financing, provision of loans, provision of
pre-export and working capital advances, and revolving lines of credit secured by foreign
receivables; and (7) import letter of credit support, including issuance and negotiation
of letters of credit, and both warehouse and receivable financing for the post-import
transaction.

A commercial officer of the Bank will be assigned as liaison officer
with the MBDC, NCND, and other community development entities to serve as the Bank’s
interface in the establishment and implementation of the aforementioned programs.

The Board of Directors of the Bank shall establish a CRA statement and shall review the
statement at least annually. The Board shall act upon any changes made in the interim at
its first regular meeting following such change. All actions relating to review and/or
modification of the CRA statement shall be duly noted in the minutes of the meeting of the
Board.

First International
Bank of Washington

Application and Operating Plan

June 27, 1997

APPLICATION TO ESTABLISH A BANK IN THE DISTRICT OF COLUMBIA

Date Accepted for Filing:

Title of Proposed Bank: First International Bank of Washington (First choice of title)

International Bank of Washington (Alternative Title)

Vicinity between Georgetown on the west and 12th street on the east and south of
Florida Avenue (Street address or location)

Washington. D.C. (City)

$2,500,000 Initial Capital

$2,500,000 Surplus

2,500,000 Shares Auth.

$! Par

2,500,000 Shares Issued

Agent: Kimberly H. Hoover, 888 Sixteenth Street. N.W.. Ste. 300, Washington. D.C. 20016
202-835-7443

Will the proposed bank be affiliated with an existing bank, bank holding company,
financial institution? Yes ___ No_x_

I.
IDENTIFYING INFORMATION

A. PROPOSED BANK

Name: First International Bank of Washington ("("FIBW"" the
"Bank")

Location: The bank will be located in an office building in the area between Georgetown on
the west and 12th street on the east and south of Florida Avenue.

B. NAMES AND ADDRESSES OF ORGANIZERS

Dr. Mohamed Said Raffa

Oakhurst House

St. Leonard’s Hall

Windsor, SL4 4AS

U.K.
Mr. Mahmoud Gamal

Simon De danserhof 5

2132 TK Hoofsdorp

Holland
Ms. Kimberly Hoover, Esq.

888 Sixteenth Street, N.W. Suite 300

Washington, D.C. 20016

C. INDICATE HOW THE ORGANIZING GROUP FORMED AND EXPLAIN THEIR
INTEREST IN FORMING A BANK

The Organizers are of individuals who have been very active in
Washington, D.C. and in the Arab Republic of Egypt ("Egypt") and in the People’s
Republic of China ("PRC") in the provision of services in support of
international private banking, trade financing and project development. The Organizers
have developed relationships with senior government officials and with public and private
sector companies and high net worth individuals in these countries that provide knowledge,
influence and access that will be critical to the success of the proposed bank

The proposed bank will initially concentrate its activities in the
following areas:

( 1 ) International private banking services focusing on Middle East
and Asian communities in the Washington, D.C. area, in Egypt and in the PRC;
(2) Trade financing, with concentration on fee based services,
supporting trade between U.S. companies and companies in Egypt and the PRC; and
(3) Fee based financial advisory services to support the project
financing objectives of U.S. clients doing business in Egypt and the PRC, including U.S;
companies who may be participants in these project development opportunities

The Organizers have a proven track record of success in the
establishment of a large customer base for international private banking services and in
the management of investment portfolios for these customers.

The Organizers have substantial experience in the development and
implementation of financial products required to support the proposed bank’s focus of
providing fee based products and services for the trade financing and project development
requirements of companies and individuals doing business in the targeted countries. They
have worked closely with multi- lateral organizations, commercial lending institutions,
export-import agencies, and investment bankers in the development and implementation of
financing products and services necessary to achieve the project and trade objectives of
their clients.

The Organizers have identified the need for a bank that specializes in
private banking services, with initial focus on the international community, in
Washington, D.C., and in the provision of trade financing and project development services
to support the growing financing needs of private and public sector companies involved in
trade and project development activities in the Middle East and Asia.

Locating the proposed bank in Washington, D.C. will provide the
opportunity to establish banking operations in a major U.S. city with characteristics that
will satisfy a number of critical business goals. As the proposed bank’s business center,
Washington, D.C. is acceptable to both national and international markets. It offers
access to some of the world’s largest agencies of international finance, such as the World
Bank, which will be of enormous value to the proposed bank in attracting the type of
international clients targeted by the bank. In addition, the proposed bank intends to
establish a close working relationship with the Export-Import Bank of the United States,
which is headquartered in Washington, D.C., to support the bank’s trade financing
activities.

The Washington, D.C. area contains a number of local companies that can
benefit from the trade and project development activities of the proposed bank. Trade
opportunities could also provide unique opportunities for local minority-owned,
women-owned and small businesses seeking additional outlets for their products and
services. The Washington area has a large and thriving international community which the
bank has targeted for its private banking practice.

The proposed bank will be owned by Mr. Gamal and Dr. Raffa, who plan to
initially capitalize the bank at $5,000,000. The Organizers intend that approximately
5,000,000 shares will placed in a private placement at a minimum of $1 per share.

The Organizers were selected on the basis of their expertise in
financial and legal matters; for their knowledge of and access to prospective clients in
the targeted countries; for their knowledge of the Washington, D.C. area; and/or their
ability to develop the targeted customer base of the proposed bank. The Organizers bring
to the proposed bank a balance of expertise, experience, and knowledge of the community
that will be useful in organizing and directing the affairs of the bank.

II. BUSINESS
DESCRIPTION

A. IDENTIFY THE MARKET AREA

The proposed bank will initially target Washington-based businesses and
individuals with interests in Egypt and the PRC for the provision of its specialized
private banking, trade financing and project development services.

Private Banking Services. Organizers of the bank have a
proven track record of attracting a sizable customer base of high net worth individuals
and for managing the investment portfolios of these individuals. The Organizers will
utilize their significant contacts in the domestic and international community to develop
a client base for the bank’s private banking services.

Trade Financing. The Organizers have extensive contacts
and influence in Egypt and the PRC that will provide the bank with access to a
growing customer base for the bank’s trade financing products and services. U.S.
companies, both national and local, who could benefit from trade opportunities identified
by the bank, also represent a potentially sizable customer base for the bank.

Project Development. There is a growing market for
financial advisory services to support significant increases in project development
activities in both Egypt and the PRC. Organizers of the bank have developed significant
contacts and formal arrangements in these countries which will be instrumental in
providing the bank with access to a large base of prospective customers for the banks
financial services. Major infrastructure projects in such industry sectors as energy,
transportation, information technology and telecommunications are examples of the types of
projects that are high priority projects in the targeted countries and represent projects
that are prime candidates for the bank’s financial advisory services. Local and national
U.S. companies, who are potential participants in these project development activities,
represent the prime customer base for the bank’s services.

The Washington, D.C. area provides an ideal location for a bank that
will draw its business primarily from a national and international client base, from the
area’s minority-owned, women-owned and small businesses, and from the area’s ever-growing
private business sector.

The specific local businesses that will represent the target market for
the bank include the businesses and investment communities of the District of Columbia,
northern Virginia, and eastern Maryland.

The bank will be established in an office building in the area between
Georgetown on the west and 12th street on the east and south of Florida Avenue.

B. LIST. AND BRIEFLY DESCRIBE THE SERVICES TO BE OFFERED

The Organizers intend to establish a bank to engage in international
private banking, trade financing and fee based project development advisory services for
clients, focusing on customers in the local Washington, D.C. metropolitan market.

The proposed bank will offer a full range of services to international
private banking clients and fee based services to support its clients trade financing and
project development needs.

Private Banking services will include a full range of
services to support the bank’s domestic and international client base.

Deposits will primarily consist of medium to large time deposits;
Deposit related services will include money market accounts, savings accounts,
certificates of deposit, and checking accounts for private banking customers and other
customers on a selective basis.
Loan products will generally consist of short-term loans that are fully secured.
Letters of credit backed by deposits
Asset or Portfolio Management services, encompassing a variety of permissible financial
products, in a number currencies; thereby providing a broad range of portfolios that are
available to satisfy the specific requirements of each individual client.
Trust services

Trade financing services are an important element of the
bank’s focus. Drawing on its knowledge of and access to export and import opportunities in
Egypt and the PRC, the bank will support its customers’ trade finance requirements through
the provision of loans and fee based services. Services envisioned include:

the provision of bridge loans
letters of credit documents, credit services including trade financing
working capital loans
utilization of inventories and accounts receivable as collateral for trade loans
sight and time drains
factoring
guarantees

The bank will develop correspondent relationships with internationally
recognized and approved banks in Egypt and the PRC, especially to facilitate its letter of
credit and factoring services. To further minimize the risk of factoring, the bank intends
to work with selected in-country banks by swapping factored receivables involving
customers in the country of the bank as well as U. S customers.

The bank will develop a close relationship with the Export-Import Bank
of the U.S. and with similar organizations in the targeted countries to further the
objectives of the bank’s customers and to provide the bank with additional security for
its trade financing products and services.

Project Development. The bank intends to provide a range
of products and services, including consulting, financial engineering, loans, stand-by
letters of credit, and other products and services as may be required to support a broad
range of needs in the project development field.

Consulting support will include fee based financial advisory services
to support a client’s need for financial feasibility studies to support the subject
project; financial engineering services to develop optimum financial structures;
arrangement for project financing; loan and interest rate advice, permissible private
offerings, and other fee-driven services.

In selective cases, and upon the request of the client, the bank will
syndicate the loans necessary for project financing, which will generally comprise
multiple sources of funds, including notes and debentures, convertible debentures, trade
credits and commercial paper. Warrants, conversion rights, or rights to other
securities will be considered to enhance any straight or unsecured loans that may
be required. The bank intends to establish relationships with indigenous banks for
financing of local currency that may be required, particularly for working capital
purposes. In structuring such financings, the bank will also consider sponsor
loans, supplier credits, customer credits, and commercial bank loans.

With respect to foreign exchange considerations, the bank will utilize
appropriate risk management techniques such as currency swaps or borrowings in the
currencies needed for the short term and by financing in the appropriate currencies,
swaps, long-dated forward contracts, and local-currency financings in the long term.

The bank will develop close relationships with the World Bank and other
multi-lateral organizations that have been traditionally involved in project
financing. Working with the World Bank on project financings will provide further
assurances of the quality of the projects selected as well as the prospect of reduced
sovereign risk attributable to the World Bank’s presence. In those cases where
co-financing is needed, the bank will consider taking a minor loan position in such
financings. The bank will also consider loans in those areas that do not qualify for World
Bank participation, such as loans for start-up costs; other imported goods and services,
local procurement; and working capital needs.

The bank will provide stand-by letters of credit as may be required to
support its clients in such areas as advance payment guarantees; bid guarantees;
performance guarantees; and maintenance or retention guarantees.

C. IDENTIFY THE ORGANIZERS. DIRECTORS. MANAGERS. AND PRINCIPAL SHAREHOLDERS OF THE
NEW BANK

1. Names and addresses of all proposed interim directors and directors if they are
different from Organizers listed in I.B. above

2. Names and addresses of all shareholders expected to own 10 percent or more of the
outstanding shares of the proposed bank Mr. Mahmoud Gamal

3. Names and addresses of executive officers

4. Identify the spokesperson for the organizing group

Ms. Kimberly Hill Hoover, Esq.

888 Sixteenth Street, N.W.

Suite 300

Washington, D.C. 20006

Phone: 202-835-7443

III.
COMMUNITY REINVESTMENT ACT STATEMENT

A. DELINEATE THE COMMUNITY TO BE SERVED BY THE BANK

For Community Reinvestment Act purposes, the District of Columbia will
be the bank’s community. The bank will offer services consistent with its business plan
and without discrimination to qualified, creditworthy businesses within the target market.

B. SUMMARIZE THE CREDIT NEEDS OF THE COMMUNITY

There are a number of minority-owned, women-owned and small businesses
located in the District of Columbia that could benefit from the trade financing
opportunities that will be generated by the bank. Local companies in the Washington, D.C.
metropolitan area represent a potentially significant market for both trade and project
development opportunities that will be identified and supported by the bank’s products and
services.

C. INDICATE THE SERVICES THE BANK WILL OFFER TO MEET THE NEEDS
DESCRIBED IN PART B

To meet the needs of the local business community, the bank will
provide a number of products and services that are targeted to minority-owned, women-owned
and small businesses, including:

1. Provision of loans to creditworthy entities, with particular
emphasis on minority-owned, women-owned and small businesses entities. The Board of
Directors will formulate policies specifically targeted to foster local community
revitalization. These policies could include promotional efforts to establish meaningful
dialogue with community members concerning credit needs of the community and the purchase
of local municipal bonds.
2. Letters/lines of credit to community-based organizations, private
developers, and nonprofit development corporations to support financing of minority-owned,
women-owned and small business development.
3. Establishment of a technical assistance program to support community
based nonprofit groups, state and local government agencies and community finance and
secondary market intermediaries focused on meeting the credit needs of minority-owned,
women-owned or small businesses. This program could include: (1) serving on the board or
loan review committees of such agencies or groups; (2) development of loan applications
and underwriting standards; (3) marketing assistance, including development of advertising
and promotions, publications, workshops and conferences and (4) financial training for
staff and management.
4. Identification of local minority-owned, women-owned or small
businesses for the procurement of goods or services required by the bank. The bank will
work closely with the appropriate District of Columbia offices to identify local
minority-owned, women-owned and small businesses to satisfy these needs.
5. Development of a program that will disseminate information to local
minority-owned, women-owned and small businesses with respect to helping these entities
expand their customer base through the export of their products and services to Egypt and
the PRC, including the utilization of the banks trade financing products and services to
enhance their prospects of success.

The bank will work with the appropriate local agencies and organizations to develop and
implement this program, which could consist of workshops and seminars to disseminate the
information and to provide any required technical advisory support.
6. One of the bank’s commercial officers will be assigned the
responsibility to serve as the liaison for community reinvestment activities and for
identifying and working with minority-owned, women-owned and small businesses in the
District of Columbia who could benefit from the trade related activities of the bank.
7. Loans may be provided to finance real estate enterprises.

IV. EFFECTS ON
THE ENVIRONMENT AND HISTORIC PROPERTIES

A. IDENTIFY EFFECTS ON THE ENVIRONMENT

The Organizers intend to locate the proposed bank in an existing
building. It is not anticipated that the bank’s structure or other facilities will have
any significant adverse effect during either construction or operation, directly or
indirectly, on any of the following: air quality; water quality; noise levels; energy
consumption; density or congestion of population and land use; fish and wildlife
conservation; solid waste disposal systems; and environmental integrity of privately owned
land, natural resources, or wilderness areas.

B. DISCUSS COMPLIANCE WITH LAND USE RESTRICTIONS

The Organizers intend that the structure will: (1) comply with local
zoning laws and other official land use plans and environmental laws: (2) have no
significant impact on land use in coastal areas or on public land management; (3) provide
adequate parking for users of the new facility based upon projected volume of business and
taking into account peak volume periods.

C. IDENTIFY EFFECTS ON HISTORIC SITES

The proposed bank will not affect any district, site, building, or
structure listed in or eligible for listing in the National Register of Historic Places.
The proposed site for the bank’s offices is one of the newer office buildings in
Washington, D.C.

V. LEADERSHIP AND
MANAGEMENT

DESCRIBE PROPOSED ORGANIZATION AND RESPONSIBILITIES OF THE BOARD AND
SENIOR OFFICERS

The proposed bank’s Director’s will be actively involved in identifying
potential customers for the bank’s products and services, including customers for
deposits, loans and fee based advisory services. The Director’s will be responsible for
the establishment of bank policy and for monitoring adherence thereto. The Organizers are
fully prepared to implement and maintain operating policies and procedures based on sound
banking practices and guidelines of regulators and prudent business practice.

The Board of Directors will constitute the following committees:

Executive Committee: This committee will develop and review bank
strategy and policies, including cash management, liquidity, deposit pricing, lending
policies, and pricing for the bank’s fee based advisory services;
Audit Committee: This committee will ensure that the bank’s
operations and management practices fully comply with the policies established by the
Board of Directors.
Community Development Committee. This committee will focus on
policies and programs that will be directed towards carrying out the bank’s mandate of
providing products and services specifically developed in support of the bank’s community
development initiatives, as set forth in Part C of Section III.

The above committees will report to the Board on a regular basis. Board
members will rotate between the two committees on a staggered basis

Three senior officers will be responsible for establishing and
implementing the policies of the Bank.

The Chairman;
The President;
The Cashier

The Chairman will be responsible for establishing the strategic
direction of the Bank. The President and Cashier will have day to day responsibility for
the operations of the proposed bank. They will establish, monitor, and regularly report to
the Board on procedures and control systems that have been established to implement the
strategic plan of the proposed bank. They will also have responsibility to hire, direct
and manage personnel required to meet the objectives of the bank.

B. DISCUSS QUALIFICATIONS OF DIRECTORS AND MANAGEMENT

The Board of Directors will consist of the Organizers and an additional
two to four individuals. The proposed directors are seasoned executives with the requisite
business experience, management experience, and professional and business contacts that
are required to execute successfully the bank’s primary business objectives. Taken
together, the Board members have the skills, knowledge and experience necessary to oversee
and manage the proposed bank and the products and services that will be provided.

Candidates for senior management positions in the bank will have proven
business management skills, experience in financial institutions, and a detailed knowledge
of the financial services market that the bank intends to target. Following is a detailed
listing of the specific qualifications of the senior management team:

Chairman. The Chairman will have responsibility for establishing
the overall strategic direction of the Bank and for monitoring the progress of the Bank in
the implementation of the strategy.
President. Preference will be given to individuals who have
extensive experience in the financial services industry covering both international and
domestic transactions. Trade financing and project development experience are desirable.
The individual will preferably have spent several years in a senior management position.
Proven ability to manage a start-up operation will be a plus. Individuals with an in-depth
understanding of financing operations, investments, and the operation of a money desk will
be given high priority in the selection process.
Chief Lending Officer. Preference will be given to individuals
who have extensive experience in the administration and management of the lending
function, including direct or syndicated lending facilities, revolving credit
agreements; interest-rate or exchange-rate protection, including forward-rate agreements,
interest-rate caps and currency swaps; and loan syndications.
Cashier. The individual selected for the position of Cashier
will have experience in the operation of the accounting, management reporting, and cash
management functions of a financial institution. The Cashier will have extensive
experience in financial systems and will have an understanding of account balancing and
the settlement of reconciling accounts. The Cashier will have proven ability to design and
implement management information and reporting routines such as an effective board
reporting package and an asset/liability management policy formulated on safe and sound
financial standards.

Should the bank elect in the future to expand the types of products and
services to be offered, the bank will hire qualified personnel to carry out such
additional responsibilities.

DESCRIBE ANY AGREEMENTS THE BANK INTENDS TO MAKE TO OBTAIN BANKING
SERVICES FROM OTHERS

With the exception of data processing services, the Organizers do not
intend to form contractual agreements with employees or outside management contractors or
to obtain other outside banking services. The Organizers will select a qualified and
experienced service bureau that not only meets high standards of reliability, but also has
adequate emergency backup and security systems. The selected service bureau will be
capable of furnishing the following data processing operations and services; loan
servicing; deposit systems; cash management and investment sweep options; automatic drafts
and transfers; a customer information file; consolidated statements for customers; and a
fully integrated general ledger.

The bank will work with local agencies and organizations to advertise
its intent to procure the aforementioned services. Qualified minority-owned, women-owned
and small businesses will be identified and will be encouraged to submit proposals,
thereby ensuring that locally qualified entities will be considered for contract
award.

VI. MARKET
ANALYSIS

A. ANALYZE THE MARKET

The proposed bank is in many ways a natural extension of and
complementary to th current activities of the Organizers.

Ms. Kimberly Hoover, Esq. is an international lawyer and a Managing
Director of Gateway International LLC,, a firm specializing in the support of western
companies in their pursuit of trade and investment opportunities in the PRC. As further
explained below, Gateway has established strategic alliances and agreements with a number
of key entities in the PRC. The clients of Gateway and its in-country partners are
candidates for the services offered by the proposed bank, particularly with respect to the
financing services offered in support of trade and project development activities. Through
her legal activities and through her activities in support of Gateway, Ms. Hoover has
extensive knowledge of U.S. companies, both national and local, who could benefit from the
trade and project development opportunities that will be identified for both Egypt
and the PRC. These local and national U.S. companies are potential customers of the banks
financial services and products.

Ms. Hoover has been very active in the development and implementation
of trade and project development opportunities in the PRC. Ms. Hoover has developed
contacts with numerous western companies in need of the Bank’s services in the PRC. These
include the First Washington Asia group of companies, the China Universal Law Firm, and
the Zhong Lian First Consulting Company Limited ("Zhong Lian"), which is a joint
venture between First Washington and the central government’s State Planning Commission
("SPC"). They also include prominent western companies in telecommunications,
transportation, energy, publishing, and oil and gas.

Ms. Hoover will help identify for the Bank those projects in the PRC
that satisfy the criteria for participation established by the bank. These projects are
expected to represent opportunities for local D.C. minority-owned, women-owned and small
businesses as well as local companies in the Washington metropolitan area. Ms. Hoover is
already working with certain local companies to support their efforts to obtain
opportunities in the PRC for the sale of their products and services. These companies
represent both start-up and mature companies, all of whom are potential clients for the
banks trade financing and financial advisory services.

Dr. Raffa has more than twenty years of experience as a banker,
including private banking, portfolio management, trust banking and trade financing. Dr.
Raffa presently manages over $600 million on behalf of high net worth individuals. Dr.
Raffa was head of the credit and marketing departments for the National Bank of Egypt,
London. He was with Misr America Int’l. Bank, an affiliate of Bank of America, where he
was in charge of the correspondent banking department with emphasis on the Middle East,
the U.K., Europe and the U.S. Dr. Raffa has extensive contacts with individuals in Egypt
who are ideal candidates for the bank’s international private banking services. Dr. Raffa
has extensive knowledge of and contacts with senior level officials in Egypt in both the
private and public sector and, through these contacts, will be able to direct to the bank
trade and project development clients who would benefit from the bank’s financial advisory
services and products.

Mr. Mahmoud Gamal.

Mr. Gamal is an international businessman with extensive contacts and
experience in Egypt. Mr. Gamal was previously with the airline industry in Egypt and now
is head of an international trading company based in the Netherlands.

The Target Market

The Washington, D.C. metropolitan area is home to a substantial number
of public and private companies, many of whom are known to the Organizers, that are prime
candidates for trade and project development activities in the Middle East and Asia. The
following exhibits set forth further information on these companies as well as information
on the investment climate and opportunities in Egypt and the PRC.

Exhibit 1: Top 100 public companies in the Washington area
Exhibit 2: Top Private employers in the Washington area
Exhibit 3: Core Industries residing in the Washington area
Exhibit 4: Top Financial Institutions in the Washington area
Exhibit 5: Top 100 Information Technology Federal contractors. Over
28% have their headquarters in the metropolitan area. In addition, a substantial number of
these contractors have a significant presence in the Washington, D.C. area. For example,
Bell Atlantic has 11,500 employees in the Washington region; Westinghouse Electronic
Systems has 8,000 (now Northrop Grumman), Lockheed Martin has 7,500, Computer Sciences has
7,325 and AT&T has 6,000.
Exhibit 6: Egypt–Investment climate
Exhibit 7: China–Investment climate
Exhibit 8: China–Trade and Project Financing
Exhibit 9: China–Leading Sectors for U.S. Exports and Investment.
Exhibit 10: DC Business Patterns

Future Clients Within the Washington Area

Establishing a bank in the District of Columbia will enable the bank to
focus on and develop opportunities for local companies, including minority-owned,
women-owned and small businesses in the District of Columbia. The trade and project
development activities of the bank will provide additional outlets for the products and
services of these local companies. The bank will undertake to develop a program to
identify qualified local companies and an advertising program that will make these firms
aware of potential trade and project development opportunities.

National and local private companies are excellent candidates for the
trade and project development opportunities that will be supported by the bank.

The Organizers are aware that the Washington, D.C. metropolitan
represents a potentially large customer base for its private banking services and, over
time, the bank intends to pursue this customer base for provision of its private banking
services.

B. ANALYZE THE COMPETITION

The proposed bank’s competitors will consist primarily of specialized
banks that are focused on private banking, trade and/or project development, including
investment banks. The Organizers believe there is no significant competition in the
Washington area for its particular business plan.

C. EXPLAIN THE STRATEGIES YOU WILL FOLLOW TO CAPTURE A SHARE OF EACH PRODUCT MARKET
AND THE RESULTS YOU EXPECT TO ACHIEVE

The proposed bank is a natural extension of and complementary to the
present activities of the Organizers. The banks products and services have been carefully
selected to provide the Organizers with a vehicle for financing of trade and project
developments activities in which they are actively involved in developing.

The proposed bank has decided to initially concentrate its activities
in niche market areas where the Organizers have established a significant base of
expertise, knowledge, influence and access that is truly unique and represents a
potentially significant competitive advantage to the bank for its private banking, trade
financing and project development products and services.

Dr. Raffa has established a reputation for his expertise in managing
investment portfolios for Egyptian clients. Dr. Raffa’s intimate knowledge of the Egyptian
community and its large potential customer base for private banking services, combined
with his high visibility, access and influence within this community, provides the bank
with significant advantages for attracting clients. Clients for private banking services
generally rely on personal relationships for selection of a bank to manage their affairs,
and Dr. Raffa’s ability to attract such clients, based on his proven track record and
access, will be instrumental in the bank’s ability to attract and retain a significant
customer baser for its private banking products and services.

Project and trade opportunities that will be developed through Ms.
Hoover’s efforts will provide the Bank with access to trade and project development
clients in the PRC that are not normally available to its competitors. The Bank has the
requisite expertise to provide these clients with the financial products and services that
will be required . Local and national companies that are potential suppliers of products
and services, and/or prospective candidates for participation in project development
opportunities, represent an additional, and potentially significant, customer base for the
bank.

Proposed Methods and Sources for Attracting Deposits

Clients utilizing the banks private banking services, as well as local and national
companies who will be participants in the trade and project development activities that
will be supported by the bank’s financial products and services, represent the primary
sources of deposits. The Organizers anticipate that the bank’s typical client will be the
recipient of other services offered by the bank, or the services offered by the bank’s
Organizers.

There are a number of initiatives the bank intends to take to attract deposits,
including:

client contacts and promotions by the Organizers, directors, and
officers, that will be directed at primary target depositors at the national,
international and Washington, D.C. area levels
development of business relationships with medium and large private
companies that are potential participants in the trade and project development activities
that will be supported by the banks products and services
for clients of the other bank services, emphasis on the benefits of a
comprehensive relationship in the financial services area

The bank will focus its deposit strategy on relationship-oriented,
comprehensive services, and intends to attract depositors from the clients seeking a bank
from which they can obtain a maximum return on their relationship.

The Organizers anticipate that the deposit mix will consist primarily
of interest bearing accounts, primarily money market transaction accounts and
certificates of deposit. The Bank will also offer checking accounts to those clients who
desire such accounts as a part of their banking relationship. The Organizers believe that
the needs of smaller depositors in the Washington area are more adequately met by
currently available facilities than those of the larger depositors. Although the proposed
bank intends to offer a range of banking services, these services are not intended to be
aimed at the mass retail banking market.

Given the proposed bank’s anticipated customer base and service
approach, there are no current plans to open branch banking facilities.

Proposed Lending Strategy

The Organizers plan a very conservative lending strategy, which, except
for any lending for community reinvestment purposes, will initially be restricted to short
and medium term fully secured loans to its private banking clientele.

The proposed bank may provide short-term loans in support of its trade
financing and project development activities. Any loans provided will be in accordance
with defined lending policies promulgated by the Board of Directors. The bank’s loan
emphasis will be on short-term (up to 18 months), on longer term (two- to twenty years),
and on loans to international clientele of known creditworthiness.

Private Banking Strategy

The Organizers have established relationships, access and influence
with that sector of the Egyptian community that represents a significant potential
customer base for the bank’s products and services. The Organizers have developed a
strategy that is expected to produce a core book of private banking clients during the
initial three years of operation. Over time the bank expects to build on this initial
customer base by extending its private banking services to the Washington D.C.
metropolitan area.

Trade Financing and Project Development

The bank will utilize the extensive contacts and influence of the
Organizers to develop a strong book of business in Egypt and the PRC. As these
opportunities materialize, the bank will rely on the Organizers and officers to utilize
their substantial knowledge and access to prospective clients in the U.S., with particular
focus on companies in the District of Columbia and in the Washington D.C. metropolitan
area.

VII: PLANS AND OBJECTIVES

A. REVIEW THE MAJOR PLANNING ASSUMPTIONS USED IN THE MARKET ANALYSIS
AND IN SETTING THE PLANS AND OBJECTIVES FOR THE NEW BANK. INCLUDE AT LEAST THE FOLLOWING:
MARKET GROWTH. INTEREST RATES. COST OF FUNDS, AND EFFECTS OF DEREGULATION

The Organizers are intimately familiar with significant growth
opportunities and with prospective clients in the Middle East and Asia; with the large
Middle Eastern and Asian population in the Washington, D.C. area, and with companies in
the Washing ton D.C. area in need of the Bank’s trade and project development services.
The Organizers believe there is a substantial market among these entities in the form of
the private banking, trade and project development services proposed by the Bank.

The emergence of new establishments in the Washington, D.C. economy
provides an indication that the market for financial services of the type being proposed
by the Bank will stimulate significant demand for the Bank’s services.

To fund its operations, the proposed Bank will draw from various
sources. The Bank will start from a base of capital and will quickly build a fairly stable
base of medium and large time deposits drawn from both the Washington, D.C. market and
from prospective customers in the Middle East and Asia that are known to the
Organizers. Funding gaps will be filled by purchased money in the Federal funds market,
the CD market, the reverse repurchase agreement market, and the Euromarket. The Organizers
have sufficient resources available to ensure that no funding shortfalls occur.

The Organizers intend to maximize profits subject to the constraint
that interest rate exposure, credit, and liquidity risk are all held to acceptable levels.
Given that the ultimate objective for the proposed Bank is to demonstrate an earnings
pattern that displays steady growth over time, the Organizers believe that the chief
functions of management will include the following:

Interest Rate Exposure Management

In the short run, the management of the Bank will determine the size
and composition of its balance sheet by carefully weighing the composition of the
investment portfolio, the dealer position it assumes, and the sources of short-term funds
Interest rate exposure will be managed by gapping or mismatching these "money
market" aspects of the balance sheet. Asset and funding choices for the proposed bank
will be determined by the shape of the yield curve, the regulatory implications, and the
demand (and level of risk) for loans

The proposed Bank will also develop a stable client base. To attract
and maintain their customer base, the Organizers are prepared to offer competitively
priced time deposits and other deposit products, origination fees, and service charge
income to supplement higher interest rates, where necessary. The overall cost of funds,
including the cost of maintaining the deposit base, will be incorporated into the loan
pricing decision.

Credit Risk Management

There is always the risk on every loan that the borrower will not
repay. Organizers are well aware that this potential exists. They have crafted an initial
loan strategy to provide that such loans will be fully secured. In addiction, the Bank
will initially select loan customers from known entities within the Washington, D.C.
market and from known prospective clients in the Middle East and Asia. As the Bank grows,
credit evaluation will be extended to other markets.

Liquidity Management

Of significant importance to the proposed Bank is the ability to buy
funds at a reasonable price when needed. The Organizers will place special emphasis on the
characteristics of the Cashier and the role of the money desk in the responsibilities of
the Chief Operations Officer. The composition of the investment portfolio is also intended
to minimize funding shortfalls.

In addition to emphasis on liquidity, credit, and interest rate
management, the relationships with each customer will be carefully developed and managed
through the hiring of loan and money managers experienced in the wholesale banking
environment. These managers will assist customers of the proposed Bank in the selection of
financing and funding products that will accommodate the requisite customer transactions.

The Organizers of the proposed Bank believe that the success of a Bank
can be based on providing the proper source of funding and/or the most appropriate
financing products for the Washington, D.C. market and for customers in the Middle East
and Asia in need of a greater variety of options. With careful attention to interest rate,
credit, and liquidity risk management, the proposed Bank management will supplement their
net interest income with fee income associated with properly addressing the funding and
financing needs of the Bank’s constituency.

B. ASSET AND LIABILITY STRUCTURE

1. Pro formas. Show the expected asset/liability mix volume for each
type of service. fixed asset investments, and officer and staff remuneration.

Refer to Schedules 1 through 5 for the assumptions and pro formas.

2. Discuss the advantages and disadvantages of the proposed asset/liability
mix and any actions that will be taken to reduce major risks through funds management
techniques and systems.

The financial structure of the proposed Bank as reflected in the
projected average balance sheet has been developed utilizing the Organizers’ operating
plan for the proposed Bank. In order to enable the Bank to achieve profitability, a
potential asset portfolio has been planned to take advantage of market opportunities. The
earning asset portion of the balance sheet will be comprised of investments and assets
diversified in terms of type and maturity. Investments in overnight Fed Funds, Treasury
bills, Treasury bonds, and an amount of tax-exempt securities required to offset taxable
income will be utilized. Several types of commercial, cash management account (e.g. credit
card) and international trade financing loans, which are tied to a designated index, will
also be utilized.

The deposit portfolio will include commercial and retail money market
accounts, as well as certificates of deposit with varying maturity and size. The proposed
Bank will generate demand for these certificates of deposit through marketing efforts that
target the business contacts of the Organizers. Short-term funding of the loan portfolio
will be achieved through the effective marketing of small-sized money market accounts.

Sufficient liquidity is illustrated by the projected loan-to-deposit
ratio of less than 70% by the fifth year of operation. The provision for liquidity is also
evidenced by the amount of equity capital and composition of the loan portfolio. The
intent in maintaining this liquidity position, however, is to manage the interest rate
position of the Bank rather than to serve as a source of income potential. A loan pricing
algorithm which incorporates the cost of funds as well as the designated index, with
prudent operating expense management, should provide the Bank with its desired return.

Credit risk of the loan portfolio will be minimized through the use of
credit analysis and cash flow forecasting techniques. A loan grading system to evaluate
loan quality and the value of collateral behind each loan, as well as other necessary
underwriting criteria, will be utilized to minimize the risk exposure of the proposed
Bank’s asset portfolio.

C. DISCUSS THE ORGANIZERS’ PLANS FOR PROVIDING THE BANK WITH INDEPENDENT AUDIT
SERVICES

The Organizers anticipate engaging the services of one of the Big Six certified public
accounting firms, or of a CPA firm of equal competence.

VIII.
CAPITALIZATION/NET WORTH PLAN

A. STATE THE CAPITALIZATION PROPOSED. AND JUSTIFY THE AMOUNT REQUIRED, GIVEN MARKET
FACTORS, STRATEGIES, AND EXPENSES

The Organizers intend to construct an institution with a sound financial structure and
to maintain an adequate capital ratio. In order to provide adequate levels of liquidity
and profitability for the proposed Bank in its initial years of operation, the Organizers
have decided to infuse $ 5,000,000 in initial capital, thus providing time for the loan
and account managers of the Bank to attract and develop a deposit base and a market for
the Bank’s fee based financial advisory services.

The Organizers of the proposed Bank understand that the risks associated with
insolvency and illiquidity can be controlled through effective management of capital. The
Organizers will provide adequate capital to ensure that the value of assets exceeds the
value of liabilities and that creditors will be repaid on a timely basis. The capital
adequacy of the proposed Bank will provide for protection from insolvency, a means to absorb
any losses, and maintenance of customer confidence. The proposed Bank is expected to
generate profits in {year } of operations as indicated by the projections in Schedule 3.

B. DISCUSS THE PLANS FOR RAISING CAPITAL INITIALLY AND TO FINANCE GROWTH WITHIN THE
FIRST FIVE YEARS. EXPLAIN HOW YOUR PLANS WILL KEEP THE BANK IN CONFORMITY WITH CAPITAL
ADEQUACY GUIDELINES. DISCUSS THE NUMBER OF SHARES TO BE AUTHORIZED, NUMBER OF SHARES TO BE
ISSUED, PAR VALUE PER SHARE, AND SALE PRICE PER SHARE

The proposed Bank will initially be organized and capitalized at $5,000,000 as a
District of Columbia corporation under the general corporation laws of the District of
Columbia. The Organizers estimate the Bank’s organizational expenses to be no more than
$100.000, leaving the Bank with $4,150,000 cash and $750,000 in fixed assets to begin
operations. The capital will come from the Organizing group. The Organizers will cause the
amount necessary to be raised to make the bank viable and sufficiently capitalized.

The Organizers of the proposed Bank have provided sufficient capital to ensure
liquidity and solvency; however, should asset growth exceed projections or earnings growth
fall short of projections, there are sufficient personal resources within the organizing
group to contribute additional capital, if necessary, to maintain adequate levels of
capital, earnings, and liquidity. If needed, the Organizers may also choose a private
placement if this is necessary to further ensure the bank is viable and sufficiently
capitalized. The private placement would not result in a change of control in the Bank.