Ref: No

Ref: M&Z/SUL/20611

Tuesday, February 17, 2004

Zeeshan Energy Limited

16-C Peoples Colony

Faisalabad.

By Registered A.D./Courier

Dear Sir,

Re:Legal Notice under Section 5 (r) of National Accountability Bureau Ordinance, 1999.

We act on behalf of Faysal Bank Limited, Bilal Road, Civil Lines, Faisalabad (the Client) under whose instructions we give you this Legal Notice regarding adjustment of your liability outstanding with the Client, the facts and circumstances whereof are explained below: -

1. That on your request and personal guarantee of Mr. Zahid Anwar and Mst. Rukhsana Begum the Client provided finance facilities to Zeeshan Energy Limited in the form of Letter of Credit, Bridge Finance, working capital finance, guarantees issued in favour of leasing companies and guarantees issued in favour of Customs Authorities (the Finance Facilities).

2. That in consideration of, in acknowledgement and to secure the Finance Facilities, you executed liability and security creating documents including Financing Agreement, Agency Agreement and Demand Promissory Note etc. in favour of the Client.

3. That the repayment/adjustment of the liabilities under the Finance Facilities was inter alia secured by the mortgage of the properties and personal guarantees of your directors.

4. That on your failure to repay the Finance Facilities, the Client filed a recovery suit (COS No.60/2001) in the Lahore High Court, Lahore in which the Honble Court was pleased to pass a judgement and decree against Zeeshan Energy Limited, Zahid Anwar and Mst. Rukhsana Begum jointly and severally for Rs.189.618 Million with cost Rs.0.02 Million and cost of funds as permissible under Section 19(4) and Section 19(5) of the Financial Institutions (Recovery of Finances) Ordinance, 2001 which upto 31/01/2004 come to Rs.40.344 Million.

5. That you have failed to fulfill your legal obligations and are in default to adjust the outstanding decretal liability of Rs.229.962 Million as on 31/01/2004.

In view of the above, you are hereby called upon to pay a sum of Rs.229.962 Million as on 31/01/2004 plus further accrued/accruing mark-up within a period of thirty (30) days from the date of this notice, failing which the Client shall be constrained to refer the matter to the Governor, State Bank of Pakistan for initiating proceedings against you under the provisions of NAB Ordinance, 1999 for your having committed the offence of willful default under the NAB Ordinance, 1999.

This legal notice is being served upon you on behalf of the Client without prejudice to the rights and remedies available to the Client under any other law.

Please note that should the Client be forced to refer the matter to NAB Authorities, the costs of such proceedings and the risks as to consequences thereof shall be entirely on your account.

Yours faithfully,

Mandviwalla & Zafar