MAROC_TELECOM_REGISTRATION_DOCUMENT_2017

FINANCIAL REPORT

Statutory financial statements

— Brand licenses: the revenues booked by IAM for 2017 amounts to 0.4 million dirhams (calculated on the basis of 0.9% of the restated sales revenue). – Amounts received: — As part of themanagement fees agreement, Itissalat AlbMaghrib (IAM) received a pay ment of 86bthousands dirhams duringb2017. 2.3. Technical services agreement with Etisalat – Parties concerned: — Etisalat is the major shareholder of IAM. — M. Eissa Mohammad AL SUWAIDI is vice-president of IAM Supervisory Board. — M.MohammadHadi ALHUSSAINI ismember of IAMSupervisory Board. — M. Hatem DOWIDAR is member of IAM Supervisory Board. — M. Saleh ABDOOLI is member of IAM Supervisory Board. — M. Serkan OKANDAN is member of IAM Supervisory Board. – Agreement form: Written agreement. – Nature and purpose of the agreement: Supply of technical assistance. – Main terms: In May 2014, the Company concluded a service agreement with the Emirates Telecommunications Corporation (Etisalat), under which,Etisalat will provide, either directly or through its subsidiaries, technical support work. These services are carried out mostly by expatriate employees. – Services provided: Itissalat Al Maghrib accounted in 2017 within its expenses 3.3bmillion dirhams regarding this agreement. – Amounts paid: During 2017, Itissalat Al Maghrib paid a total amount of 4bmillion dirhams regarding this agreement. There is no amount still due to Etissalat by the end of 2017. 2.4. Fédération Royale Marocaine d’Athlétisme «FRMA» – Parties concerned: M.AbdeslamAHIZOUNE, Chairman of the IAM Management Board. – Agreement form: Written agreement. – Nature and purpose of the agreement: Sponsorship agreement. – Main terms: The sponsoring agreement between IAM and FRMA was initially conclude in July 2012 for an amount of 6bmillion dirhams per annum and for a period of 3b years. Then, this agreement was renewed on July 2014 for 3byears for an amount of 4bmillion dirhams. The Supervisory Board on Decembreb08, 2017 authorized the renewal of this agreement for one year foran amount of 3bmillion dirhams, plus the costs related to travel andmissions of the President of the FRMA. – Products or services delivered or provided: The amount expensed by IAM related to this agreement for 2017 amounted to 3.8bmillion dirhams. – Amounts paid: IAMpaid to the FRMA a total amount of 1.8bmillion dirhams in 2017. 2.5. Agreement with Sotelma – Parties concerned: — Itissalat Al Maghrib is the major shareholder of Sotelma. — M. Larbi GUEDIRA is member of IAMand SotelmaManagement Boards. – Agreement form: Written agreement. – Nature and purpose of the agreement: ProvidingServices and technical assistance.

2.2.4. AGREEMENTS SIGNED WITH ATLANTIQUE TELECOM NIGER (AT NIGER) – Parties concerned: — Itissalat Al Maghrib is the major shareholder of Atlantique Telecom Niger. – Agreement form: Written agreements. – Nature and purpose of the agreement: As of Januaryb26 th , 2015, IAM substituted to Atlantique Telecom SA (ATH) in all their rights and obligations resulting from the following agreements: — Technical assistance agreement between AT Niger and ATH on Decemberb29 th , 2004. — Brand license agreement between AT Niger and ATH on Januaryb1 st , 2008. — Share loan agreement betweenATNiger andATH onAugustb1 st , 2013, with an initial amount of 1.7bmillion euros. — Financing agreement between AT Niger and ATH on Novemberb25 th , 2008. — Loan agreements signed between ATNiger andATH in January 2015. — Treasury signed between AT Niger and ATH on Decemberb3 th , 2003. – Main terms: IAM substituted to ATH in all its rights and obligations resulting from the agreements listed above signed between ATH and AT Niger. All amounts due by AT Niger under these agreements shall be paid to IAM. In accordance with these agreements, AT Niger is still engaged to IAM at the same level as previously to ATH. – Services provided: — Technical assistance services: the revenues booked by Itissalat Al Maghrib for 2017 amount to (after withholding taxes) 28.7bmillion dirhams (calculated on the basis of 5% of the restated net revenue). — Brand licenses: the revenues booked by IAM for 2016 amount to 5.2bmillion dirhams (calculated on the basis of 0.9% of the restated net revenue). – Amount paid: No amount was collected by IAM for the financial yearb2017. 2.2.5. AGREEMENTS SIGNED WITH ATLANTIQUE TELECOM CENTRAFRIQUE (AT RCA) – Parties concerned: Itissalat Al Maghrib is the major shareholder of Atlantique Telecom Centrafrique. – Agreement form: Written agreements. – Nature and purpose of the agreement: As of Januaryb26 th , 2015, IAM substituted to Atlantique Telecom SA (ATH) in all their rights and obligations resulting from the following agreements: — Technical assistance agreement between AT RCA and ATH on Julyb4 th , 2006. — Brand license agreement between AT RCA and ATH on Julyb1 st , 2011. — Shareholder loan agreement between AT RCA and ATH on August 1 st , 2013, with an initial amount of 2.6bmillion euros. — Loan agreements signed between AT RCA and ATH in January 2015. – Main terms: IAM substituted to ATH in all its rights and obligations resulting from the agreements listed above signed between ATH and AT RCA. All amounts due by AT RCA under these agreements shall be paid to IAM. In accordance with these agreements, AT RCA is still engaged to IAM at the same level as previously to ATH. – Services provided: — Technical assistance services: the revenues booked by Itissalat Al Maghrib for 2017 amounts (after withholding taxes) to 1.9bmillion dirhams (calculated on the basis of 5%of the restated revenue).

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MAROC TELECOM ____ 2017 Registration Document