MAROC_TELECOM_REGISTRATION_DOCUMENT_2017

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

2.2.2.5 DIVIDENDS AND DIVIDEND POLICY

2.2.2.5.1 Dividends paid out over the past fiscal years The following table shows the amounts of dividends (in MADbmillion) paid out by the Company for fiscalbyears 2004 to 2017:

Fiscal year

Payment date

Dividends

2004 2005

5/4/2005 5/2/2006 6/12/2006 5/15/2007 5/28/2008 6/3/2009 6/2/2010 5/31/2011 5/31/2012 6/3/2013 6/2/2014 6/2/2015 6/2/2016 6/2/2017 6/5/2018

4,395 6,119 3,516 6,927 8,088 9,517 9,063 9,301 8,137 6,501 5,275 6,065 5,591 5,590

Extraordinary dividend

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

5,697b (a) (a) Amount proposed to the Ordinary Shareholders’ Meeting of Aprilb24, 2018. This amount will be adjusted to take into account the number of treasury shares held on the dividend payment date.

2.2.2.5.3 Tax treatment of dividends MOROCCAN TAX TREATMENT

At Decemberb 31, 2017, the Company’s reserves totaled MADb4,389.6bmillion (excluding the earnings at end-Decemberb2016), ofbwhich MADb965bmillion are available for distribution. 2.2.2.5.2 Future dividend policy The Company is keen to reward its shareholders to their satisfaction, while also ensuring the means for its growth. This is why Maroc Telecom has decided to pursue a policy of regular dividend distribution in significant amounts, based on current conditions, the Company’s profits and its financing needs. However, the amount of dividends to be paid will be determined by taking into account the Company’s capital requirements, return on capital and current and future profitability. The Company cannot guarantee shareholders that they will receive the same dividend payment everybyear. This does not constitute a commitment by the Company. Notebthat Articleb16 of the Bylaws provides for the payment to the shareholders, in the form of dividends, of a total amount that is at least half the distributable profit, unless otherwise approved by a majority of three-quarters of the Supervisory Board. In addition, the provisions at the end Articleb331 of Law 17-95 as amended and supplemented by Law 20-05 and Law 78-12 state that it is prohibited to stipulate a fixed dividend for shareholders; Any contrary clause is deemed null and void unless the government grants shareholders a guaranteed minimum dividend. Moroccan company law requiresMarocTelecom,like any corporation, to allocate 5% of net income to the legal reserve until it reaches 10% of the share capital. Maroc Telecom reached the limit of its legal reserve in 2004 and may therefore, starting with fiscalbyear 2005, distribute all its distributable profit, if its shareholders consider this is advisable.

Shareholders should note that the Moroccan tax treatment is described below only for guidance and is not an exhaustive description of the tax situation applicable to each shareholder. Shareholders should therefore take advice from their tax advisers regarding the tax applicable to their specific situation and in particular concerning the acquisition, ownership or transfer of the Company’s shares. The tax rules applicable in Morocco for dividend distribution are governed by theGeneral Tax Code: Corporate IncomeTax applicable to legal entities and Individual Income Tax applicable to individuals. The income from shares (dividends) paid, made available to or entered into accounts belonging to individuals or legal entities, whether resident in Morocco or not, is subject to a withholding tax of 15%. The companies involved in the payment of this income are responsible for withholding the tax at source and paying it to the Treasury. However, companies that have their registered office in Morocco are exempt from this withholding, provided that they deliver to the paying agents a certificate of ownership of the shares showing their IS tax identification number in Morocco. Notebthat dividends and other income from investments resulting from the distribution of profits by companies within the scope of corporate income tax, even if those companies are specifically exempt from this, are included in the operating income of the beneficiary of the dividends and other income from investments with a 100% allowance.

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MAROC TELECOM ____ 2017 Registration Document