MAROC_TELECOM_REGISTRATION_DOCUMENT_2017

GENERAL INFORMATION ABOUT THE COMPANY Information about the Company and corporate governance

2.2.1.8 CORPORATE PURPOSE In accordance with its contract specifications as an operator and pursuant to Articleb2 of the Company’s Bylaws and the statutory and regulatory provisions in force, the Company’s corporate purpose is: – to provide all electronic communication services for domestic and international relations, and in particular to provide universal telecommunications service; – to establish, develop and operate all publicly available electronic communications networks that are necessary for the provision of the aforementioned services, and to ensure that said networks are interconnected with other networks available to users in Morocco and international users; – to provide all other services, facilities, equipment, handsets and electronic communication networks, and to establish and operate all networks that distribute audiovisual services, including audio, television and multimedia broadcasting. As part of the activities thus defined, the Company may: – create, acquire, own and operate all movable and immovable property and any business necessary, or just useful, for its activities and particularly those the transfer or use of which is provided for by law; – market and, as a secondary activity, assemble andmanufacture any telecommunication products, equipment and devices; – create, acquire or take on license and operate or sell any patents, processes or trade names; – participate, by any legal means, in any financial syndicates, businesses or companies, existing or being incorporated, with a purpose similar or related to that of the Company; – more generally, execute any commercial, financial, securities- related or real estate transactions and, if necessary, any industrial operations that could, directly or indirectly, in whole or in part, be connected with any of the Company’s corporate purposes, or with any similar or related purposes and even with any purposes that might promote its growth and development. Corporate, accounting and legal documents the disclosure of which is required by law and by the Company’s Bylaws to the shareholders and third parties may be inspected at the registered office of the Company. 2.2.1.10 COMPANY’S FINANCIAL YEAR The Company’s fiscalb year begins on January 1 and ends on December 31. 2.2.1.11 ALLOCATION OF PROFITS At each fiscalbyear-end, the Management Board establishes an inventory of the Company’s various assets and liabilities at that date and prepares the financial statements and the management report to be submitted at the Shareholders’ Meeting in accordance with the rules and regulations in force. The net profit generated by the Company, less prior net losses, if any, is subject to a five percent (5%) deduction allocated to a legal reserve fund; this deduction ceases to bemandatory when the amount of the legal reserve exceeds one-tenth of the share capital. 2.2.1.9 CONSULTATION OF LEGAL DOCUMENTS

– comply with the provisions of the AMF General Regulations relating to mandatory public disclosure; – comply with the various procedures described in theAMF General Regulations for publishing disclosures; – post all available regulated information on Maroc Telecom’s website and keep a record of such information for at least tenbyears; – inform the AMF and NYSE Euronext Paris of any proposed amendment of the corporate Bylaws. The Company is required to inform the AMF of any resolution by the Shareholders’ Meeting to authorize the Company to trade in its own shares, and must provide the AMF with periodic reports on the purchases or sales of shares by the Company by virtue of said authorization. The Company must publish identical information simultaneously in France and in other countries, in particular Morocco. All publications and disclosures referred to in this chapterbare published mainly through notices and press releases in national financial daily newspapers distributed in France. Information intended for the French general public is written in French. Like French issuers, the Company publishes a Registration Document providing legal and financial information relating to the issuer (shareholder structure, operations, management procedures, financial information). The Registration Document does not contain information relating to the issue of specific securities. In practice, the Company’s annual report may be used as the Registration Document, on condition that it contain all mandatory information. The Registration Document must then be filed or registered with the AMF and subsequently made available to the public. Annual and half-year reports in French are available to the public in France at the offices of the financial intermediary in charge of the Company’s financial services in France (currently BNP Paribas). In addition, the Company intends tomaintain an active policy towards all shareholders, including those whose shares are held through Euroclear France, to allow them to participate in all rights issues open to the public and, if applicable, carried out on international markets. However, because of the constraints arising from operations on international financial markets, in order to benefit from the optimal conditions of those markets, and in the interest of the Company and of its shareholders, the Company cannot guarantee that persons holding their shares through Euroclear France will be able to participate in any such rights issues where applicable. 2.2.1.6 INCORPORATION–REGISTRATION TheCompanywasfoundedinRabatbyacharterdatedFebruaryb3,b1998. The Company was registered with the Rabat Trade Registry on Februaryb10, 1998, under number 48b947. 2.2.1.7 TERM The term of the Company, subject to early liquidation or extension as provided for by law and the Company’s Bylaws, is ninety-nine (99)byears from the date of registration with the Trade Registry.

2

27

MAROC TELECOM ____ 2017 Registration Document

Made with FlippingBook HTML5