ANNUAL REPORT 2016

www.amenbank.com.tn

ANNUAL REPORT 2016

1/ GOVERNANCE OF AMEN BANK 4 2/HIGHLIGHTS 9 Economic Situation 10 Monetary and Financial Situation 11 Key Figures 12 Activity 14 3/OUR BUSINESS SPECIALITIES 27 3-1 Banking Activities 28 Automated Financial transactions 28 Commercial Activity 28 International Activities 29 Capital Markets 29 Securities and stock exchange activities 30 3-2 Information System 30 Risk management and social management 30 Information System 30 Risk Management 31 Audit 33 Environmental and social management 33 Fight against money laundering and the funding of terrorism 33 Human Resources 34 4/STRATEGY AND ORIENTATION OF THE BANK 35 Previsions Perspectives 37 5/EXTERNAL AUDITOR’S REPORTS 2016 INDIVIDUAL 38 AND CONSOLIDATED FINANCIAL STATEMENTS External Auditors’ General Report 39 Auditor’s Special Report 41 Individual financial statements 44 Notes to financial statements 49 Extracts from notes about Amen Bank consolidated financial statements 86 6/Financial performances of Amen Bank Group 116 7/Resolutions 122 8/Additional information 124 Capital distribution 125 Distribution of voting rights 126 Condition of access to the General Assembly 126 Rules applied to the nomination and replacement of members of the board of directors. 126 Other information 126 Branch Network 127 GOVERNANCE one member representing small shareholders. Independent directors chair the Risk Committee and the Permanent Audit Committee. 1/ GOVERNANCE OF AMEN BANK Similarly, a governance code was adopted by Amen Bank. This code mainly deals with issues related to the mission and prerogatives of the Board of Further to the approval of its Extraordinary General Assembly held on May Trustees, committees affiliated with the Board, the Board’s and Committees’ 31, 2012, Amen Bank has enforced a dualistic governance pattern based on regular evaluation procedures, conflict of interest management policy, a Board of Trustees and a Board of Directors. the policy to fight insider trading, internal control policy, rules regulating On the other hand, Amen Bank has implemented all actions required to compliance control and Amen Bank’s communication and information policy. reinforce pillars for good governance based on regulatory provisions and This code also includes in the Annex a chart designed for members of the best international practices. Board of Trustees and a Code of Ethics aimed for the banking sector’s Amen Bank’s Board of Trustees includes three independent members and operation.

Board of Trustees

Board of Directors Mission The Board of Directors holds all powers to act on behalf of the Company, to carry out and authorize acts and operations Mission pertaining to its mission and represent the Company in all countries, with third parties, public and private institutions The Board of Directors is in charge of the permanent control of the and administrations, and with all States. The Board’s scope management of the bank by the Board of Trustees. of prerogatives also includes all that is not explicitly reserved by Law or by Amen Bank’s Statutes for the General Assembly Composition and for the Board of Directors.

Mr. Rachid Ben Yedder : Chair of the Board of Directors Mr. Rached Fourati : Independent Member, Vice - Chair. Composition Mr. Nébil Ben Yedder : Member Ms. Zeineb Guellouz : Independent Member The Board of Trustees is made up of four members: Mr. Ridha Ben Gaied : Member representing small Mr. Ahmed El Karm, Chairman of the Board of Trustees shareholders Mr. Karim Ben Yedder, Director General, Member of the Mr. Mourad M’hiri : Member Board of Trustees Ms. Selma Babbou : Permanent Representative Mr. Mehrez Riahi, Member of the Board of Trustees of P.G.I. S.A: Participation, Mr. Néji Ghandri, Member of the Board of Trustees Management and Investment Company Mr. Hakim Ben Yedder : Permanent Representative Operation ofCOMAR S.A,Mediterranean Insurance and Reinsurance The Board of Trustees is assisted by the following Company committees: Mr. Mohamed El Fadhel Khalil : Permanent Representative Board of Trustees’ Committee ofPARENIN S.A, Industrial and Management Committee Agricultural Machinery High Financing Committee Mr. Zakaria Belkhoja : Permanent Representative High Risk Committee ofSociété Le Pneu. Recovery Committee Mr. John P. Khoury : Member appointed by Organization, Standards, Methods, and New Products the International Finance Committee Corporation, IFC Mr. Slaheddine Laajimi : Independent Member Amen Bank’s organization chart is structured as follows: Capital Market Central Director Mr. Hatem Zaara Members of the Board of Directors are appointed for a three-year Financing Central Director Mr. Zied Kassar renewable mandate. Customers Central Director Mr. Khaled Boukhris Legal Central Director Mr. Sami Gasmi  Organization and Information Mr. Slaheddine Beji System Central Director  Director, in charge of the Ms. Basma Babbou The Board met five times in 2016 Compliance Control Body Audit Director Ms. Houda Machat DATES 28/01/2016 28/04/2016 26/06/2016 25/08/2016 27/10/2016 ATTENDANCE Control Director Mr. Elyes Jrad OF THE RATE Mr. Mourad Trabelsi BOARD OF Financial Director TRUSTEES’ Risk Director Ms. Latifa Dahmen MEETINGS Current Operations Director Mr. Jalel Mankai Ms. Boutheina  Attendees 10 9 10 9 10 82.8% International Relations Director Bouhlel

Annual report Amen BANK 2016 I 5 Customers’ Operations Director Mr. Slim Jomaa The Committee provides advice to the Board of Trustees on the Payment Systems Director Mr. Taoufik Fourati following:  The annual report and financial statements; Marketing and Communications Mr. Khaled Mokaddem Director Appointment of the manager of the structure in charge of internal Guarantees Director Mr. Moncef Tahri audit, his promotion and payment; Juridical Management Director Ms. Sana Choukair Appointment of external auditors and advice about their control Engineering and Organization Director Mr. Lotfi Ben Jannet schedule and outputs of control missions. Quality Director Mr. Mohamed Safraoui Computer Projects Director Mr. Mounir Chtioui Computer Operations Director Mr. Belhassen Dridi Activities carried out in 2016 Human Resources Director Mr. Anis Braham Administrative Director Mr. Naoufel Darnaoui During FY 2016, the Audit Permanent Committee met six times at the Central Director, Tunis I Region Mr.Youssef Ben Ghorbel request of the Chair. During these meetings, the Committee examined Central Director, Tunis II Region Mr. Atef Khemiri quarterly, semi-annual and annual financial statements, and made Director, Tunis III Region Mr. Sami Hariga an evaluation of the periodical evolution of classified debts and of Director, Tunis IV Region Mr. Naoufel Hajji quarterly regulatory ratios as well as commitments of groups and other Director, Tunis V Region Mr. Nizar Boufi beneficiaries with amounts equal or exceeding 5 MTD. Mr. Zouheir Ben Director, Tunis VI Region Abdallah The Committee also stressed the progress in the implementation of Director, Tunis I VII Region Mr. Youssef Baatour recommendations made by the external co-auditors in their FY 2015 Director, North Region Mr. Naoufel Babbou Letters to the Management and expressed their appreciation of efforts Director, Cap Bon Region Mr. Imed Mahmoud made by the bank’s departments to readjust deficiencies observed. Director, Sousse Region Mr. Radhi Ben Ali Director, Sahel Region Mr. Taoufik Bellanes On the other hand, the Committee examined the activity report of the Director, Central Region Mr. Mohamed Karoui Audit Committee for the 2015 Fiscal Year and validated the 2015 Audit Director, Sfax Region Mr. Mohamed Mehdi Department’s Activity Report as well as the achievement rate of the Director, South Region Mr. Jamel Maaloul audit plan developed by the Audit Department for the period ranging between January 1, 2016 and June 1, 2016.

The Committee learnt about: Results of the audit report related to the internal control system for Specialized Committees the management of money laundering and finance of terrorism risks; Hypotheses selected for the development of the 2016-2020 Business Plan. PERMANENT AUDIT COMMITTEE Finally, the Committee reviewed and made comments of offers received from Chartered External Auditors and suggested to appoint Composition the accounting firm KPMG F.M.B.Z as the Bank’s External Auditor to look after fiscal years 2016 to 2018. This committee is made up of 3 members from the Board of Trustees, appointed for a renewable mandate of 3 years. CREDIT EXECUTIVE COMMITTEE The Committee includes the following members:

Mr. Rached Fourati : Independent Trustee: Chair Ms. Salma Babbou : Member Representative of PGI Composition Mr. Zakaria Belkhoja : Member Representative of Le Pneu Mr. Lotfi Haj Kacem : Advisor This committee is chaired by Mr. Ahmed El Karm, President of the Board of Trustees. It includes the following members: This committee reports to the Board of Trustees and independently carries out its activities. The secretariat is carried out by the Audit Mr. Nébil Ben Yedder, member Director of Amen bank Mr. Ridha Ben Gaied, member Mr. Mohamed Fadhel Khelil, Representing Parenin Company, member Mission Mr. Khelil Ammar, Advisor.

The Permanent Internal Audit Committee is regularly in charge of: Checking the clarity of information provided and assessing coherence Mission of the measurement, surveillance and risk control systems; Examining the good operation of the internal control system, and the The Credit Executive Committee comments on Amen Bank’s financing implementation of suggested corrective measures; activity, in compliance with requirements and ceilings defined by the Review of the main internal control reports and financial information Board of Trustees, based the Bank’s financing policy. before transmission to the Central Bank of Tunisia, The Committee meets at least six times a year and necessarily provides Providing the internal audit structure with human and logistical means feedback on: to efficiently perform its duties and tasks. New credits exceeding 10 million dinars; Credits to customers with engagements towards Amen Bank exceeding 15 million dinars;

Annual report Amen BANK 2016 I 6 Financial restructuring credits with amounts exceeding 5 million The Risk Committee regularly presents to the Board of Trustees minutes dinars; of its meetings and a detailed activity report. Credits granted to individuals connected with Amen Bank; Activity carried out in 2016 Credits higher than 100,000 Dinars granted to customers already having classified debts During Financial Year 2015, works of the Risk Committee mainly focused on integrating the risk activity in Amen Bank’s processes and The Committee also examines sectoral and strategic studies. business lines. Works primarily focused on: The Credits Executive Committee regularly submits minutes of its Study of regulatory and contractual ratios and monitoring risk meetings and a detailed activity report to the Board of Trustees indicators; Study of reports issued by the Internal Control and risk measurement and surveillance for 2016 designed for the Central Bank of Tunisia; Activity carried out in 2016 Examine the roadmap to implement Amen Bank’s internal quotation in response to the CBT’s Circular 2016-06 related to counterparts’ In 2016, Amen Bank’s Credits Executive Committee examined 130 internal quotation systems. The roadmap aims at integrating the funding requests part of its prerogatives, for a total amount of One internal quotation system in Amen bank’s decision making and Billion Dinars versus 135 requests in 2015 worth of 924 million dinars, management process in granting credits, assessing risks, delegation hence a progression of 8%. schemes, and price scaling operations; Monitor credit risk indicators, particularly the map of debts, On the other hand, the Committee also examined sectoral studies the evolution of the portfolio quality, follow up of the holding’s related to real estate development, agri-food industries, public regional engagements and the evolution of the portfolio’s internal rating, companies for people transportation, as well as a follow up note on monitor the holding’s engagements and the evolution of the portfolio’s commitments exceeding 20 million dinars. internal quotes; Examination of studies related to the quality of risks in the real estate and tourism sectors and in the individuals’ branch. These RISK COMMITTEE studies integrated crisis simulations and an estimate of additional provisioning efforts, resulting of these scenarios; Follow up the updating of ALM’s control board set up in 2016, offering various profitability and risk indicators related to marked risks and the Composition balance sheet; Examine several scores on the mapping of operational risks, The Risk Committee is chaired by Ms. Zeineb Guellouz, independent mainly related to recovery activities, follow up of payments, cash member of the Board of Trustees. It is made up of the following members management, market room, legal system and financing. Mapping of the Board of Trustees: is developed based on the analysis of processes, the typology of associated operational risksand the evaluation of those risks’ impacts Mr. HakimBen Yedder, representative of COMAR on the process’ objectives; Mr. John P Khoury, independent member appointed by SFI, Follow up major risks listed in the operational risks mapping and Mr. Walid Chaouch, advisor. monitor related incidents and action plans to mitigate identified risks.

Finally, to further reinforce assets and the development of tools and Mission analyses, the committee attended a technical assistance program offered by SANAD to strengthen the management of operational risks This committee advises the Board to properly perform its tasks related and ALM with the partnership of MAZARIS consulting firm. to risk management and surveillance, and compliance with related regulations and policies.

It is in charge of supporting the Board in the following tasks: NOMINATION AND REMUNERATION Design and update a strategy to manage all types of risks, and definition of exposure limits and operational ceilings; COMMITTEE Approval of risk measurement and monitoring systems; Control of the Board of Directors’ compliance with the defined risk management strategy; Analysis of the bank’s exposure to all sorts of risks including Composition credits, market, cash-flow, operational risk as well compliance with professional exposure standards in force; This committee is made up of the following members: Evaluation of the provisioning policy and the permanent adequacy of equities compared to the bank’s risk profile; Mr. Rachid Ben Yedder, Chair of the Board of Trustees; Study of risks identified by strategic decisions taken by concerned Mr. Rached Fourati, Member of the Board of Trustees; bodies; Mr. Nébil Ben Yedder, Member of the Board of Trustees; Approval of Activity Continuity Plans; Ms. Selma Babbou, Member of the Board of Trustees; Appointment of the Manager of the structure in charge of risk Mr. Ridha Ben Gaied, Member of the Board of Trustees. monitoring and follow up, and definition of the Manager’s payment scale; and Monitoring credits granted to customers, which commitments to Mission credit institutions exceed amounts provided for in Article 7 of the Tunisian Central Bank’s Circular n.91-24, related to the division, risk The Nomination and Remuneration Committee supports the Board of coverage and monitoring commitments. Trustees mainly in the design and follow up of the policies related to:

Annual report Amen BANK 2016 I 7 Nominations and remunerations; Dissemination of the CBT questionnaire related to internal control Replacing managers, senior staff and recruitment of new staff; rules to manage the risk of money laundering and financing terrorism; The management of conflict of interest situations Reinforce and control good governance rules and the management of ceilings by AMEN BANK’s structures; Respect deadlines in terms of reporting designed for the CBT and for the Financial Market’s Board; PERMANENT STRUCTURE IN CHARGE OF Send suspicion statements to CTAF COMPLIANCE CONTROL

It is in charge of identifying non-conformity risks in all various areas. It is mainly responsible to:Formalize procedures and modalities for the control of non-conformity risks;

Check and determine risks of non-conformity with regard to the law, rules and regulations for the good operation of the business, evaluate their consequences on the activity and implement all means to remedy to possible deficiencies; Share feedback on the conformity of new products; Send reports to the Board of Trustees and prepare actions to control and correct risks of non-conformities; Conduct training actions for the staff in charge of the control of conformities, and of the entire staff of the bank, including members of the Boards of Trustees and of Directors.

Activity carried out in 2016

In FY 2016, the compliance structure spent considerable effort in preparing a full study on the control of conformity within Amen Bank. The 2016 Activity mainly included the following aspects:

Studyded the following aspects: thin Amen Bank. members of the Boards of Trustees and of Directors.ll means to remedy to possibl of the report designed for the CBT on risk surveillance, particularly the money laundering risk and the fight against terrorism; Verification of circulars related to specific operations;

Annual report Amen BANK 2016 I 8 HIGHLIGHTS With regard to the industrial production’s general index, it has almost stagnated (-0.2%) after it dropped by 2.5% one year before, as a result 2/ HIGHLIGHTS of the production improvement in the manufacturing sector and the slight decrease of non-manufacturing production. The production of the manufacturing sector grew by 1.1%. The recovery of production in the chemical industries (13% versus -13.5%) and in the Situation mechanical and electrical industries (2% versus -0.5%) compensated the drop registered in the sector of agri-food industries (-2.2% versus 7.2%), the industries of construction materials, ceramics, and glass Economic situation (-0.7% against -1.4%) and the industries of textile, clothing, leather and shoes (0.5% versus -3.5%). The economic activity in 2016 was marked by an improvement of the main productive sectors with the exception of agriculture and fishing. In fact, As for the production of non-manufacturing industries, its slowing pace growth resumed at the level of some manufacturing industries, mainly a year ago slightly recovered this year (-3.5% versus -6.4%) mainly mechanical, electrical and chemical industries, as well as merchant sectors, explained by the resumption of mining production (13.7% against -13.8%), which benefited from the revival of tourism and transport. The economic but mitigated by the drop of energy production (-4.1% against -6.1%). growth rate roughly maintained the same level as the previous year’s, with 1% versus 1.1% in 2015.

As for the international commercial exchanges of the industrial sector, exports improved in 2016 in most sectors with the exception of agri- food industries and energy. Growth mainly concerned the exports of mechanical and electrical industries (15.7% versus -1.1%), phosphate and by-products (29.1% against -31.4%), textile, clothing and leather As a result of the lack of rainfall in the field of arboriculture, the production of (8.3% against -7.1%). Regarding the energy sector, commercial olive oil dropped by 30% to 100,000 tons during the 2016 campaign against exchanges continued to drop though with a less sustained pace, both 140,000 tons during the previous one, which is the lowest level over the last in terms of exports (-17,3% versus -46,9%) and imports (-19,2% versus decade. -27,1%). This reduced the energy deficit by 20,3%, which amounts to 2,703,8 million dinars. Globally, the commercial balance registered a The drop of production should be reflected in a decrease of export values by commercial deficit of more than 12,6 billion dinars versus 12,05 billion 27% to amount only to 600 million dinars. dinars in 2015.

The production of dates yielded 242,000 tons including 182,500 tons of With regard to tourism indicators, they continued to improve in 2016, Deglet Nour, hence 4,000 tons or 1,6 tons less than one year ago. particularly in terms of global overnights (+6,9%) as well as visits carried out by non-residents (+38,9%). However, revenues in the field However, the production of citrus fruits reached 560,000 tons, reflecting an of tourism dropped by 6.6%. increase of 47% compared to the previous year’s production. Consequently, the overall number of hotel overnights improved by Regarding the fishing and aquaculture sector, the 2016 production amounted 10.5% (versus -44.4% a year ago), registering about 17.8 million to 119,000 tons, which is 5.5% less than last year, mainly due to the overnights. In addition, a 13.3% increase of passengers’ air traffic production of blue fish which dropped by 12%. was registered in 2016. Air traffic grew to 9.1% against a drop of 32% in 2015, with a total number of 7.9 million passengers, as a result of As for the food trade balance, it marked a 1,095 million dinars deficit versus the increase of activities on international lines (+11.4%) against a 91 million dinars a year ago. The high increase of deficit can mainly be regression of 19.3% on domestic lines’ traffic.By airport, the evolution accounted for by the decrease of exports (-25% versus +78%) against a slight of air traffic concerned most airports, mainly that of Monastir (54.9%), increase of imports (2.5% versus 9%). Sfax (71,7%) and Tunis Carthage (7%).

Annual report Amen BANK 2016 I 10 Consequently, the current account marked a deficit of more than 8 billion other hand, funds mobilized trough public saving calls amounted to 501 dinars or 8,9% of the GDP (versus 8,8% one year before). Net inputs million dinars, reflecting a decrease of 69% compared to 2015, knowing from external capitals dropped by about 1.4 billion dinars to nearly 7 that 2015 was characterized by the mobilization of considerable billion dinars in 2016, which can cover 86% only of the current deficit. amounts required for the increase of public banks’ capitals as part of their restructuring process. On the other hand, the general balance of payments witnessed a deficit of 1,143 million dinars (versus a surplus of 783 million dinars one year The number of Operating Investments and Mutual Funds (OPCVM) before). The level of net assets in foreign currency decreased to 12,935 remained as it was a year ago i.e. 125 units at the end of December million dinars, or the equivalent of 111 import days against 14,102 2016. Net assets held by OPCVMs increased by 175,1 million dinars or million dinars and 128 days of import by the end of 2015. 4.0% compared to 2015, reaching a total amount of 4,543.000 million dinars at the end of December 2016. In this context of moderate economic activity, the unemployment rate slightly increased from 15,4% to 15,5%. The unemployment rate of The annual performance of operating OPCVMs was 4.2% against 3.2% university graduates also increased to 31,6% when it was 31,2% in one year before. The TUNINDEX reference rate closed the year 2016 at 2015. 5,488.8 points hence an annual performance of 8,9%, versus a negative performance of 0,9% in 2015. In terms of annual slide, inflation slightly increased in 2016 from 4,1% to 4,2%. This is mainly due to the price acceleration of food products (3,2% On the inter-banking market, the dinar exchange rate depreciated by against 2,5%) as well as cost of services, particularly communications 13.1% towards the US dollar, 8,7% compared to Euro, 14,9% to the ((0,4% against -3%) and transport (4,4% against 1,7%). Japanese yenand 10,4% to the Moroccan Dirham. of 2015. llion dinars at the end of 2016 against 5,417 million dinars e equivalent of 111 import days against 14,102

Monetary and Financial Situation

In 2016, the growth rate of M3 monetary mass increased (7.5% versus 5.3% in 2014) reflecting both greater contributions to the State’s net assets (9.8% versus 6.2%) and the increase of the State’s net credits (17.2% versus 20.7%).

Net external assets, however, further decreased (-2,552 million dinars versus -487 million dinars). The monetary market’s monthly average rate slightly changed, remaining close to the master rate. In fact, it reached 4.33% in October i.e. its highest level of the year than dropped to 4.26% at the end of 2016.

Needs of the bank for cash amounted to 7,231 million dinars at the end of 2016 compared to 5,417 million dinars at the end of 2015. On the

Annual report Amen BANK 2016 I 11 Key figures

Total balance (in thousanddinars) Credits to costumers (in thousanddinars)

8 242 917 7 940 054 7 994 877 5 893 685 5 971 463 6 116 034

2016 2015 2014 2016 2015 2014

2016/2015 Evolution: 3.8% 2016/2015 Evolution of -1.3%

Costumers deposits (in thousand dinars) Security holdings (in thousand dinars)

5 142 391 5 534 662 1 792 430 5 116 938 1 476 770 1 279 001

2016 2015 2014 2016 2015 2014

2016/2015 Evolution: -0.5% 2016/2015 Evolution: 21.4%

VARIATION (IN THOUSAND DINARS) 2016 2015 2014 AMOUNT % Base equity capitals (after distribution of profits) 705 049 644 284 610 803 60 765 9,43 Net equities capital 963 067 857 021 782 656 106 046 12,37 Capital Ratio (in %) 12,87 12,62 11,05 0,25 1,98 TIER I 8,30 8,33 7,70 (0,03) 0 Short term cash ratio (in %) 103,20 77,6 90,1 25,6 32,99 Reserved funds and charges 833 704 754 852 693 898 78 852 10,45 Rate of classified debts (in %) 15,40 15,15 12,30 0,25 1,65 Coverage rate of bad debts (in %) 64,11 62,00 69,72 2,11 3,40 Coverage rate of engagements (in %) 11,22 10,38 9,13 0,84 8,09

Annual report Amen BANK 2016 I 12 Turnover (in thousand dinars) Net result (in thousand dinars)

621 723 90 006 89 171 602 374 60 458 586 953

2016 2015 2014 2016 2015 2014

Evolution2016/2015: 3.2% Evolution2015/2016: 48.9%

Bank net product (in thousand dinars) Operations Coefficient (in%)

35,9 293 863 34,6 255 935 34,1 252 684

2016 2015 2014 2016 2015 2014

Evolution2016/2015: 14.8% Evolution2016/2015: -3.4%

2016 2015 2014

Operations coefficient 37,0 38,4 36,3 Operations coefficient without depreciation 34,6 35,9 34,1 Average returns on assets 1,1 0,8 1,2 Average returns on equities 14,0 9,9 16,3

Annual report Amen BANK 2016 I 13 Activity

At the end of December of 2016, the total balance amounted to 8 242,9 million dinars versus 7 940,1 million dinars at the end of December 201 5, reflecting an increase of 302,8 million dinars.

AMEN Bank’s activity was characterized by the following developments:

Increase of resources by 241.1 million dinars or 3.19%; Decrease of appropriations by 8.7 million dinars or 0,14%.

Resources

Outstanding resources mobilized by Amen Bank amounted to 6.143,3 million dinars, showing a regression of 8,7million dinars or 0,14% broken down as follows:

(in million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Customer’s deposits and assets 5 116,9 5 142,4 5 534,7 (25,5) (0,50) Loans and special resources 914,4 911,9 895,5 2,5 0,27 Total balance sheet resources 6 031,3 6 054,3 6 430,2 (23,0) (0,38) Commercial papers 103,0 88,7 157,0 14,3 16,12 TOTAL 6 134,3 6 143,0 5 978.2 (8,7) (0,14)

On the other hand, outstanding SICAV mutual fund shares subscribed through the network dropped by 35,0 million dinars, slipping down from 446,6 million dinars at the end of December 2015 to 411,6 million dinars at the end of December 2016.

1-Customers’ Deposits and Assets

The evolution of customers’ deposits was impacted by the combined effects of economic conditions, tighter liquidity and the strategy defined by Amen Bank to renounce to the remunerated deposits at high rates, in order to better control the cost of resources.

(in million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Sight deposits 1 368,4 1 368,1 1 336,7 18,3 1,34 Saving deposits 1 284,6 1 136,5 1 013,6 148,1 13,03 Fixed-term deposits 2 334,1 2 522,3 3 075,6 (188,2) (7,46) Customers’ other deposits 111,8 115,5 108,8 (3,7) (3,20) TOTAL 5 116,9 5 142,4 4964,5 (25,5) (0,50)

By economic agent, customers’ deposits and assets are broken down as follows: (in million dinars) NATURE 31/12/2016 Q.P (%) 31/12/2015 Q.P (%) 31/12/2014 Q.P (%) Institutions 760,1 14,85 1 215,6 23,64 1 466,0 26,49 Others 4 356,8 85,15 3 926,8 76,36 4 068,7 73,51 Private companies 1 331,4 26,02 1 313,1 25,53 1 351,7 24,42 Individuals and others 2 476,5 48,40 2 117,1 41,17 2 251,5 40,68 Non residents 548,9 10,73 496,6 9,66 465,5 8,41 TOTAL 5 116,9 100,00 5 142,4 100,00 5 534,7 100,00

The share of deposits collected from public companies and institutions amounted to 14,85 % reflecting a decrease of 8.79 points compared to 2015.

Compared to the end of 2015, term investments dropped by 188,2 million dinars, further to the reduction of term investments in dinars to 278,5million dinars, partially compensated by the increase of term investments in foreign currency for 66.3 million dinars.

Annual report Amen BANK 2016 I 14 On the other hand, the increase of sight deposits by 18.3 million dinars was induced by the increase of sight deposits in foreign currency by 35.0 million dinars, mitigated by the decrease of sight deposits in dinars and convertible dinars by 16.7 million dinars.

As for savings deposits, they grew by 148.1 million dinars or 13.03 %.

This progression can be explained by the increase of special savings accounts by 140.1 million dinars and savings accounts in foreign currency by 8.0 million dinars.

2-Budget funds and attached debts (in million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Special resources 622,3 654,8 675,1 (32,5) (4,96) Foreign lines 615,8 648,4 668,6 (32,6) (5,03) Budget funds and attached debts 6,5 6,4 6,5 0,1 1,56 Bond Loans 292,1 257,1 220,3 35,0 13,61 Loans 285,4 249,5 215,6 35,9 14,39 Related debts 6,7 7,6 4,7 (0,9) (11,84) TOTAL 914,4 911,9 895,4 2,5 0,28

Loans and special resources increased by 2,5 million dinars or 0,28%, running up from 911,9 million dinars at the end of December 2015 to 914,4 million dinars at the end of December 2016.

This variation is mainly explained by the launch of a subordinate loan for 70 million dinars, the amortization of Amen Bank’s loan for 34,1 million dinars and the regression of external and budgetary special resources by 32,5 million dinars.

3-Commercial papers

At the end of 2016, the outstanding balance of non-guaranteed commercial papers amounted to 103,0 million versus 88,7 million dinars at the end of December 2015, reflecting an increase of14,3 million dinars.

Equities and Provisions

1-Equities

VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT (%) Business capital 127.3 122.2 122.2 5.1 4.17 Reserves 516.6 488.1 423.4 28.5 5.84 Other equities 0.4 0.4 0.4 0.0 0.00 Result 90.0 60.5 89.2 29.5 48.76 TOTAL 734.3 671.2 635.2 63.1 9.40

At the end of December 2016, Amen Bank’s equities amounted to 734,3 million dinars hence reflecting an increase of 63.1 million dinars or 9.40%.

This increase comes further to the net result closed on December 31st, 2016 for 90,0 million dinars, partially compensated by the distribution of dividends for 26.9 million dinars.

2-Provisions

Outstanding provisions amounted to 670.2 million dinars at the end of December 2016, reflecting a net increase of 53.8 million dinars compared to their volume by the end of December 2015.

Annual report Amen BANK 2016 I 15 This increase was induced by: A net allocation of the financial year credits of 88.2 million dinars and a recovery of transferred and bad debts for 37.6 million dinars; A 3.8-million-dinar endowment on securities; A net recovery of 0.6 million dinars for risks and charges and other assets.

VARIATION NATURE 31/1/2016 31/12/2015 31/12/2014 AMOUNT (%) Provisions allocated to credit risks 593.3 542.7 514.2 50.6 9.32 Provisions allocated to classified credits 530.5 489.7 476.4 40.8 8.33 Collective provisions 62.8 53.0 37.8 9.8 18.49 Provisions allocated to securities 29.6 25.8 16.2 3.8 14.73 Provisions allocated to other assets, liabilities 47.3 47.9 41.3 (0.6) (1.25) and to risks and charges TOTAL 670.2 616.4 571.7 53.8 8.73

3-Reserved premiums

The total amount of reserved premiums grew from 212.3 million dinars at the end of December 2015 to 240.4 million dinars by the end of December 2016. This 28.1-million-dinar variation is the result of a 9.1-million-dinar net endowment related to classified debts and another net endowment of 19.0 million dinars related to credits for the tourism sector. We note that the fiscal year’s net endowment amounted to 47.0 million dinars and a recovery of 18.9 million dinars of reserved premiums on transferred or bad debts, with a net impact of 28.1 million dinars. ( In million dinars) VARIATION NATURE 31/1/2016 31/12/2015 31/12/2014 AMOUNT % Reserved premiums on classified debts 203.2 193.3 175.5 9.9 5.12 Reserved premiums on non-classified debts 1.0 1.7 1.8 (0.7) 41.18 Reserved premiums on restructured engagements 1.7 1.8 2.3 (0.1) (5.55) Reserved premiums on the tourism sector 34.5 15.5 - 19.0 122.58 TOTAL 240.4 212.3 179.6 28.1 13.24

Appropriations

The overall appropriations’ outstanding amount, net of provisions, reserved interests and depreciations, increased by 241.1 million dinars from 7,565.9 million dinars at the end of December 2015 to 7,807 million dinars at the end of December 2016.

This increase results of the following elements: A 77.8 million dinars regression on credits to customers; A 315,6-million-dinar progression on security holdings; And an increase of 3.3 million dinars of fixed assets free of depreciations

(in million dinars) 2015-2014 VARIATION NATURE 31/1/2016 31/12/2015 31/12/2014 AMOUNT % Credits to customers 5893.7 5971.5 6116.0 (77.8) (1.30) Security portfolio 1792.4 1476.8 1279.0 315.6 21.37 Fixed assets 120.9 117.6 113.0 3.3 2.81 TOTAL 1807.0 7565.9 7509.0 241.1 3.19

1-Credits to customers

Credits to customers went up from 5 971,5 million dinars at the end of December 2015 to 5 893,7 million dinars at the end of December 2016,

Annual report Amen BANK 2016 I 16 reflecting a decrease of 77,8 million dinars. The following table shows the main components of this variation: (in million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Customers’ debit accounts 948,2 932,5 864,0 15,7 1,68 Other contributions to customers on ordinary 4 329,4 4 451,4 4,666.8 (122,0) (2,74) resources Credits on special resources in foreign currency and 616,1 587,6 585,2 28,5 4,85 in dinars TOTAL 5 893,7 5 971,5 6 116,0 (77,8) (1,30)

Other credits to customers on ordinary resources are detailed as follows:

VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Debt discount portfolio 1 280,3 1 531,1 1 927,0 (250,8) (16,38) ST Arrangements, restructuring, and consolidations 41,5 6,1 23,0 35,4 580,33 MT debt discount portfolio 2 020,0 1 933,8 1 925,6 86,2 4,46 MT Arrangements, restructuring, and consolidations 227,9 156,7 157,2 71,2 45,44 LT debt discount portfolio 960,2 940,1 871,1 20,1 2,14 LT Arrangements, restructuring, and consolidations 72,0 74,9 73,9 (2,9) (3,87) Unpaid bills at less than three months 180,5 156,4 111,4 24,1 15,41 Other unpaid bills 330,3 304,9 227,2 25,4 8,33 Advances on term accounts and cash bonds 34,6 91,2 38,8 (56,6) (62,06) Interests paid in advance on short-term credits (-) 1,2 4,7 13,7 (3,5) (74,47) Outstanding interests to receive on MLT credits 15,8 15,8 16,1 - - Provisions assigned to classified and ordinary debts (-) 592,1 542,7 510,9 49,4 9,10 Reserved premiums on classified debts and on 240,4 212,2 179,7 28,2 13,29 restructured debts (-) TOTAL OF OTHER PARTICIPATION TO ORDINARY 4 329,4 4 451,4 4 666,8 (122,0) (2,74) RESOURCES

On the other hand, off-balance engagements by signature are as follows:

VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Guarantees, bonds and other securities 372,1 283,2 294,1 88,9 31,39 Import documentary credits 208,9 185,4 323,3 23,5 12,68 Confirmed export documentary credits 130,2 60,3 78,0 69,9 115,92 Total engagements by signature in favor of 711,2 528,9 695,4 182,3 34,47 clients Bank counter-guarantees 144,8 193,3 247,5 (48,5) (25,09) Guarantees in favor of local banks - 6,0 51 (6,0) (100,00) TOTAL POSSIBLE LIABILITIES 856,0 728,2 993,9 127,8 17,55

Annual report Amen BANK 2016 I 17 The bank’s commitments, as stated to the Central Liability Office, are listed below broken down by class: En Millions de dinars VARIATION NATURE FORMULA 31/12/2016 31/12/2015 31/12/2014 AMOUNT AMOUNT Classified commitments C0 et C1 A 6 284,0 6 171,9 6 665,3 112,1 1,8 Classified commitments C2, C3, C4 and C5 B 1 144,3 1 101,6 935,1 42,7 3,9 Total commitments C=a+b 7 428,3 7 273,5 7 600,4 154,8 2,1 Reserved premiums allocated to classified X 203,1 193,2 175,5 9,9 5,12 engagements Provisions allocated to classified Y 530,5 489,7 476,4 40,8 8,3 engagements Total provisions and reserved premiums Z=x+y 733,6 682,9 651,9 50,7 7,4 Coverage rate of classified commitments z/b 64,11% 62,00% 69,72% 2,11% 3,4 Classified engagements C2, C3, C4 and C5 d=b-x 941,2 908,4 759,6 32,7 3,6 excluding reserved premiums Coverage rate of of engagements y/d 56,36% 53,91% 62,72% 2,45% 4,6 excluding reserved premiums Rate of classified engagements b/c 15,40% 15,15% 12,30% 0,26% 1,7 Coverage rate of all commitments) 11,22% 10,38% 9,13% 0,84% 8,1

The rate of classified debts set at 15,40% versus 15.15% at the end of December 2015.

As for the coverage rate of classified debts at the end of December 2016, it was 64.11% versus 62.00 % at the end of December 2015.

The coverage rate of classified debts excluding reserved premiums amounted to 56.35% versus 53.91% at the end of December 2015.

On the other hand, the net endowment of the fiscal year amounted to 88.2 million dinars and a recovery of provisions on barred and transferred credits for an amount of 37.6 million dinars, hence a net impact of 50.6 million dinars.

Annual report Amen BANK 2016 I 18 Credits granted in the form of disbursements and engagements-by-signing are broken down by activity sector: (In million dinars)

31/12/2016 31/12/2015 31/12/2014 BUSINESS SECTOR AMOUNT % AMOUNT % AMOUNT %

I-Agriculture 126,5 1,70 128,4 1,77 149,5 1,97 II-Industry 1 603,0 21,58 1 618,5 22,25 1,803.3 23,73 Mining 24,8 0,33 24,1 0,33 12,3 0,16 Energy 33,5 0,45 32,2 0,44 46,8 0,62 Agro-food industries 261,2 3,52 266,5 3,66 316,1 4,16 Construction materials, ceramics and glass 308,8 4,16 315,8 4,34 349,7 4,60 Mechanical and electrical industries 279,3 3,76 289,2 3,98 359,5 4,73 Chemicals and rubber industries 223,9 3,01 222,2 3,05 242,1 3,19 Textile 31,9 0,43 30,1 0,41 28,5 0,37 Clothing and leather 61,6 0,83 62,0 0,85 67,1 0,88 Wood, cork and furniture 41,6 0,56 39,4 0,54 42,4 0,56 Paper, Printing and polygraph industries 175,0 2,36 171,6 2,36 157,1 2,07 Construction and public works 161,4 2,17 165,4 2,27 181,7 2,39 III-Services 5 698,8 76,72 5,526,5 75,98 5,647.7 74,31 Transport and telecommunications 406,5 5,47 423,1 5,82 474,9 6,25 Tourism 704,0 9,48 661,2 9,09 600,2 7,90 Agri-food commercial activities 116,1 1,56 97,1 1,33 119,8 1,58 Trade of constructions materials 125,1 1,68 132,2 1,82 139,4 1,83 Trade of hardware and related products 271,3 3,65 229,2 3,15 325,2 4,28 Trade of textile and leather 77,0 1,04 71,0 0,98 81,5 1,07 Various commercial activities 420,6 5,66 427,1 5,87 593,6 7,81 Healthcare 212,0 2,85 200,9 2,76 189,6 2,49 Finance 318,2 4,28 246,8 3,39 257,8 3,39 Leisure and cultural activities 54,8 0,74 55,7 0,77 56,3 0,74 Individual business services 1 728,5 23,27 1 683,0 23,14 1,520.6 20,01 Real estate 1 097,5 14,77 1 145,2 15,75 1,122.6 14,77 Miscellaneous 167,2 2,25 154,0 2,12 166,0 2,19 TOTAL 7 428,3 100 7273,5 100 7,600.4 100

Annual report Amen BANK 2016 I 19 In terms of installments, Amen Bank’s engagements grew as follows:

31/12/2016 31/12/2015 31/12/2014 FORM OF CREDITS AMOUNT % AMOUNT % AMOUNT % Short term credits 2 579,0 34,72 2 743,3 37,72 2 988,6 39,32 Middle and long-term credits 4 268,3 57,46 4 061,6 55,84 3 943,4 51,88 Credits by disbursement 6 847,3 92,18 6 804,9 93,56 6 932,0 91,21 Credits by signature (bonds, guarantees, other 581,0 7,82 468,6 6,44 668,4 8,79 guarantees and import documentary credit) Credits by disbursement 581,0 7,82 468,6 6,44 668,4 8,79 GENERAL TOTAL 7 428,3 100,0 7 273,5 100,00 7 600,4 100,00

2- Security Portfolio

2.1 Commercial security holdings

Commercial security holdings amounted to 599,2 million dinars at the end of December 2016, reflecting a decrease of 306,8 million dinars, as shown in the following table: (In million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Placement and transaction BTAs 370,0 707,2 539,0 (337,2) (47,68) Investment bond issues 211,8 185,1 142,7 26,7 14,42 Placement securities with variable revenue 17,4 13,7 10,0 3,7 27,01 TOTAL 599,2 906,0 691,7 (306,8) (33,86)

The BTA transaction and placement outstanding balance dropped by 337.2 million dinars compared to 2015. This decrease is die to the reclassification of the placement portfolio into an investment portfolio. We note that new acquisitions were registered as investment stocks. As for the bond issuing activity, the balance variation is mainly due to subscription in private bond issues with an amount of 43.6 million dinars, compensated by reimbursements for an amount of 16.1 million dinars and the decrease of associated debts of 0.8 million dinars. With regard to placement securities with variable revenues, they registered an increase of 3.7 million dinars.

2-2-Investment security portfolio

The investment security portfolio amounted to 1 193,3 million dinars reflecting an increase of 622,5 million dinars or 109,06% compared to end of 2015.

The detailed composition of the investment security holdings is described below: (In million dinars) VARIATION NATURE 31/12/2016 31/12/2015 31/12/2014 AMOUNT % Investment securities 893,8 304,8 344,8 589,0 193,34 BTA 623,4 33,9 55,1 589,5 1 738,94 Managed funds 264,3 264,5 288,7 (0,2) (0,08) Bond issues 0,6 0.8 1,0 (0,2) (25,00) Participating securities 5,5 5.5 - - - Participation bonds 96,1 72.4 51.7 23,7 32,73 Shares in the Holding’s companies 171,8 154.3 148.8 17,5 11,34 Participations with retrocession agreements 31,6 39.3 42.0 (7,7) (19,59) TOTAL 1 193,3 570.8 587,3 622,5 109,06

The variation of investment securities portfolio is primarily attributed to:

Transfer to BTA investments of a stock classified in 2015 as a placement The increase of all categories of outstanding participation securities to 33.5 million dinars Reduction of managed funds amounts by 0.2 million dinars

Annual report Amen BANK 2016 I 20 3-Fixed assets

Depreciation-free fixed assets grew from 117.6 million dinars at the end of December 2015 to 120,9 million dinars at the end of December 2015, due to amortization expenses amounting to 6,9 million dinars.

This increase is mainly due to:

The acquisition of new agencies (Ain Zaghouan, Menzah City …); The development works in some agencies; The acquisition of IT software and equipment

4- Legal Ratios 1-Short term ration STR

At the end of December 2016, the short term cash ratio for the month of January 2017 was 103,2 % exceeding by 80.0% the legal threshold defined by the CBT. 2-Concentration and risk division ratios

By the end of December 2016, all ratios related to the risk division and concentration complied with prudential rules defined by legislation in force. No holding contracted commitments exceeding the 25% ratio of equities, which is the ceiling defined by the CBT. Besides, the situation of commitments at the end of December 2016 did not include any outstanding risk on the same beneficiary exceeding 15% of Amen bank’s equities.

Risks taken on individuals connected with Amen bank according to article 23 of CBT Circular 91-24 as modified by by Article 43 of Law 2016-48 dated July 11? 2016 amounted to 410,012 million dinars or 43% of net equities, well below the 100% regulatory ceiling. Additionally, the total amount of risks contracted on beneficiaries, where individual commitments are equal to or more than 5% of the net equities, reached 283,119 million dinars, or 29% time of net equities while the ceiling authorized by legislation is 300%. 3-Capital Ratio

The capital ratio amounted to 12,87 % at the end of December 2016 versus a legal ratio of 10%. This ratio integrates the operational risks as stipulated in the BCT Circular. Taking into consideration the net base equities only (excluding additional equities), the TIER I ratio was 8,30 %, at the end of December 2016 while the Tunisian Central Bank set 7% as a minimal ratio.

Annual report Amen BANK 2016 I 21 Results

In 2016, Amen Bank’s turnover equaled 621,7 million dinars versus 602,4 million dinars in 2015 reflecting an increase of 19,3 million dinars or 3,21%. Along with this increase, bank operation charges also expanded by 18,6 million dinars or 5,36%, thereby boosting the net banking performance by 37,9 million dinars or 14,82%.

The main indicators of the balance results registered on December 31, 2016 are shown below: (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Turnover 621 723 602 374 586,953 19 349 3,21 Operation general charges 327 860 346 439 334 269 (18 579) (5,36) Net banking performance 293 863 255 935 252,685 37 928 14,82 Net result 90 006 60 458 89171 29 548 48,87

I/-Bank operating products

During 2016, bank operating products increased by 19,3 million dinars or 3,21% detailed as follow: (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Interests and related revenues 433 030 445 804 446,390 (12 774) (2,87) Commissions received 81 886 71 753 66,712 10 133 14,12 Revenues from security holdings and financial operations 106 807 84 817 73,851 21 990 25,93 PRODUCTS OF BANKING OPERATIONS 621 723 602 374 586,953 19 349 3,21

1/-Interests and related revenues

Interests and assimilated revenues totaled up 433,0 million dinars, taking into account a net allocation of reserved premiums amounting to 47,0 million dinars against 57,5 million dinars one year before.

Interests and assimilated revenues net of reserved premiums are broken down in the following table:

VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Interests and revenues on banking and financial 9 051 9 967 11 626 (916) (9,19) institutions and on the CBT Operations with customers 409 394 418 762 413 670 (9 368) (2,24) Other interests and related revenues 14 585 17 075 21 094 (2 490) (14,58) Total Interests and Assimilated Incomes 433 030 445 804 446 390 (12 774) (2,87)

Income earned on transactions with banks and financial institutions and the CBT dropped by 0,9 million dinars mainly induced by the decrease of interests on credits granted to leasing institutions.

Revenues generated by operations with customers totaled up 409,4 million dinars in 2016, versus 418,8 million dinars in 2015, reflecting a decrease of 9.4 million dinars or 2.24 %. This decrease comes mainly as a result of the following combined effects: A 10.72% regression of the period’s average monetary market rate representing 51 base points, the decrease of the Euro’s average interest rate by 1030 % and the increase of the dollar’s average interest rate by 136%. Increase of rates applied to some funding operations.

The drop of other revenues and interests including commissions in the form of interests paid on commitments by signing and the interest differential perceived on term and swap exchange operations.

Annual report Amen BANK 2016 I 22 2/-Commissions received

Received commissions amounted to 81,9 million dinars versus 71,8 million dinars in 2015, reflecting an increase of 10,1 million dinars or 14,12%. (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Commissions on checks, instruments, transfers and account 46 043 40 428 35 623 5 615 13,89 management Commissions on management, studies and engagement 10 587 7 351 8 407 2 434 29,85 Commissions on money transactions 8 537 6 970 6 691 1 186 16,13 Commissions on commercial exchanges and swaps 6 437 6 970 7 261 (533) (7,65) Commissions on direct banking 3 940 3 060 2 616 880 28,76 Commissions on placements and securities 2 588 2 734 3 346 (146) (5,34) Commissions on bank insurance 2 433 2 168 1 892 265 12,22 Commission on business banking 35 - - 35 100,00 Other commissions (releases of Bank Guarantees, inheritance…) 1 286 889 876 397 44,66 Total commissions perceived 81 886 71 753 66 712 10 133 14,1

The growth level of commissions received for the year 2016 was achieved thanks to the increase of commissions perceived on payment modes, on management, studies and engagement activities, on accounts, credits, electronic money operations, and the introduction of business banking.

3/-Product of security portfolio and financial operations

Revenues generated by security holding portfolios (commercial and investment security holdings and financial operations) reached 106,8 million dinars versus 84,8 million dinars in 2015, hence an increase of 22,0 million dinars or 25,93%. (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Profit on commercial security portfolio and on financial operations 49 800 62 821 49 670 (13 021) (20,73) Profits on investments security portfolio 57 007 21 996 24 181 35 011 159,17 TOTAL INCOMES OF SECURITIES PORTFOLIO AND 106 807 84 817 73 851 21 990 25,93 FINANCIAL OPERATIONS

3-1. Profits on commercial security holdings and financial operations

Revenues on commercial security holdings and financial operations totaled up 49,8 million dinars in 2016 against 62,8 million dinars in 2015, hence a 13,0-million-dinar regression mainly yielded by The amount of interests on treasury bonds reclassified to investment securities reached 27.3 million dinars. On the other hand, the amount of haircut amounts to 1.8 million dinars while the premium’s value was 0.4 million dinars, and they were reclassified to the chapter PR6/CH5. The increase of profits on exchange operations.

The evolution of profits on commercial security holdings and financial operations is detailed in the following table: (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Revenues generated by securities portfolio and 29 997 46 120 33 650 (16 123) (34,96) trading fixed income (BTA and bond Loans) Revenues generated by investment securities 591 (337) 78 928 (275,37) portfolio with variable income Net profits on spot foreign exchange 15 747 14 104 12 371 1 643 11,64 Net profits on foreign exchange BBE and other 3 465 2 934 3 571 531 18,10 currency gains Profits generated by the commercial securities 49 800 62 821 49 670 (13 021) (20,73) portfolio and financial transactions

Annual report Amen BANK 2016 I 23 3-2 Profits on investments security portfolio

Profits generated by the investments security portfolio amounted to 57,0 million in year 2016 thereby reflecting an increase of 35,0 million dinars compared to 2015.

Revenues from the investments security portfolio are broken down as follows: (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT %

Interests and related revenues on investment 43 184 11 691 12 283 31 493 269,38 securities

BTA 32 363 2 320 4 518 30 043 1 294,96

Managed funds 10 436 9 307 7 699 1 129 12,13

Bond loans 49 64 66 (15) (23,44)

Participation securities 336 - - 336 100,00 Dividends and similar income on investment 13 823 10 305 11 898 3 518 34,14 securities:

Participation securities 3 235 1 342 1 033 1 893 141,06

Shares in related and associated companies 10 436 9 678 11 246 758 7,83

Brokerage 152 (715) (381) 867 (121,26)

TOTAL INVESTMENT INCOME FROM 57 007 21 996 24 181 35 011 159,17 SECURITIES PORTFOLIO

The increase of interests and assimilated revenues generated by investment securities (BTA, bond loans and managed funds) can be accounted for by the following combined effects:

The amount of interests on treasury bonds reclassified in investment titles amounts to 27,3 million dinars, The increase of managed funds’ revenues, including capital gains, received dividends and interests gained on placed funds waiting for appropriation amounted to 1.1 million dinars; The increase of revenues generated by all sorts of securities for an amount of 3.5 million dinars

On December 31, 2016, dividends shown in the balance mainly come from: Dividends on MLAs for 5.5 million dinars; Dividends on TUNISIE LEASING for 2.9 million dinars; Dividends on ENNAQL for 1,7 million dinars; Dividends on TUNINVEST INNOVATION SICAR for 0,9 million dinars, and Dividends on AMEN FINANCE COMPANY for 0,5 million dinars.

II- Bank operating charges

Bank operating charges increased by 18,6 million dinars or 5,36 %, going up from 346,4 million dinars in 2015 to 327,9 million dinars in 2016. Components of bank operating charges are shown in the table below:

Annual report Amen BANK 2016 I 24 (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % INTERESTS BORNE AND RELATED CHARGES

a) Operations with bank and financial institutions 36 533 41 257 27 201 (4 724) (11,45) and with the CBT

b) Operations with customers 211 352 228 416 246 308 (17 064) (7,47) c) Loans and special resources: 29 894 33 878 31 244 (3 984) (11,76) Interests charged on loans 14 930 16 092 13 762 (1 162) (7,22) Interests charged on special resources 14 964 17 786 17 482 (2 822) (15,87) d) Other interests and charges: 42 101 35 649 22 287 6 452 18,10  Differential of interests on term and SWAP 29 702 22 640 10 389 7 062 31,19 exchange operations - Term exchange operations 2 275 5 848 1 630 (3 573) (61,10) - SWAP 27 427 16 792 8 759 10 635 63,33  Coverage commissions against exchange risks 12 399 13 009 11 898 (610) (4,69) and other commissions on external lines TOTAL OF INTERESTS CHARGED AND 319 880 339 200 327 040 (19 320) (5,70) ASSIMILATED CHARGES OUTSTANDING COMMISSIONS 7 980 7 239 7 229 741 10,24 TOTAL BANK OPERATING EXPENSES 327 860 346 439 334 269 (18 579) (5,36)

The decrease of interests and similar charges by 19,3 million dinars or 5,70% can be justified by the following combined effects:

Drop of the period’s average monetary market rate by 10,70% or 51 base points, Drop of the Euro average interest rate by 1 030% and increase of the dollar average interest rate by 136%

Given the balance’s outstanding liabilities, the average cost of resources stood at 4,45% against 4.79% for the same period in 2015. The average cost of analytical resources calculated based on the monthly average registered 3,95 % with no consideration to the exchange rate’s allowance, versus 4,29% in 2015.

The average performance of balance credits amounted to 7,08% versus 7,14%. As for the credits’ analytical average performance which takes in consideration average capitals, it reached 7,22% in 2016 when it was 7,30 % during the same period of 2015.

Thus, the balance net interest margin grew from 2,35 % in 2015 to 2,63 % in 2015. As for the analytical interests net margin, it increased from 3.01% in 2015 to 3.27% in 2016.

III- Banking net product

The banking net product registered 293,8 million dinars versus 255,9 million dinars in 2015, hence an increase of 37,9 million dinars or 14.82 %. (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Interest margin 113 150 106 603 119 350 6 547 6,14 Margin on commissions 73 906 64 515 59 483 9 391 14,56 Revenues on securities and financial operations 106 807 84 817 73 851 21 990 25,93 GDP 293 863 255 935 252 684 37 928 14,82 Turnover 621 723 602 374 586 953 19 349 3,21 GDP / TURNOVER (%) 47,27 42,49 43,05 5 11,25

When related to the net banking product, these margins are as follows:

Annual report Amen BANK 2016 I 25 (In thousand dinars) Q.P IN GDP Q.P IN GDP Q.P IN THE NATURE 31.12.2016 31.12.2015 31.12.2014 IN % IN % GDP IN % Interest margin 113 150 38,50 106 603 41,65 119 350 47,23 Margin on commissions 73 906 25,15 64 515 25,21 59 483 23,54 Revenues on securities and financial operations 106 807 36,35 84 817 33,14 73 851 29,23 GDP 293 863 100,0 255 935 100,0 252 684 100,0 IV- Operating charges

Operating charges totaled up 108,7 million dinars versus 98,2 million dinars one year before, reflecting an increase of 10,65 % or 10,5 million dinars.

Operating charges are made up of the following: (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Personnel expenses 81 852 73 842 68 872 8 010 10,85 General operation expenses 19 870 17 945 17 186 1 925 10,73

Allocations to depreciation and impairment of fixed assets 6 930 6 403 5 753 527 8,23

Total operating charges 108 652 98 190 91 811 10 462 10,65 GDP 293 863 255 935 252 684 37 928 14,82 OPERATION COEFFICIENT (%) 36,97 38,36 36,33 (1,39) (3,61) OPERATING COEFFICIENT EXCLUDING DEPRECIATION (%) 34,62 35,86 34,06 (1,25) (3,48)

The 8.0 million dinars or 10,85% increase in personnel costs is attributable to the combined effects of the sectoral wage evolution, and increased staffing.

As for the increase of general operating costs, it is primarily due to the cost of rent, outsourced operations, maintenance and the costs of studies, advice and counseling services. The operating coefficient excluding depreciation reached 34,62% in 2016 versus 35,86% in 2015. V- Operating gross result

The operating gross result, excluding endowment to provisions, value corrections, tax and endowment to liquidations, profits generated by ordinary elements, taxes and exceptional contributions amounted to 193,6 million dinars reflecting an increase of 29.2 million dinars or 17.76% compared to 2015. This gross result contains effects on endowment to provisions for 86,9 million dinars and amortization effects for 6,9 million dinars. Corporate tax amounted to 4,3 million dinars and an exceptional contribution of 6.4 million dinars. VI- Fiscal year’s net result

The net result performed by the Bank increased by 48.87 %, from 60.5 million dinars to 90.0 million dinars, taking in consideration the exceptional contribution provided for in the 2017 Finance Law, amounting to 6381 Thousand Dinars. (In thousand dinars) VARIATION NATURE 31.12.2016 31.12.2015 31.12.2014 AMOUNT % Operating result 99 726 65 775 99 216 33 950 51,62 Balance in gain / loss from ordinary items 957 (1 380) (1 507) 2 337 (169,35) Taxes on profits (4 296) (3 937) 8 538 (359) 9,12 Balance in gains / loss from extraordinary (6 381) - - (6 381) 100,00 items Fiscal year’s net results 90 006 60 458 89 171 29 548 48,87 EQUITIES AVERAGE PERFORMANCE 14,0 9,9 16,3 4,1 41,41 (%) ASSETS AVERAGE PERFORMANCE (%) 1,1 0,8 1,2 0,3 37,50

Annual report Amen BANK 2016 I 26 OUR BUSINESS SPECIALITIES others to purchase a property from a real estate agency, which projects 3/ OUR BUSINESS SPECIALITIES as funded by Amen bank. Relying on strong partnerships with several real estate companies, Amen Bank offers CREDIM EXPRESS beneficiaries with advantageous 3-1 Banking Activities funding conditions, simplified procedures and reduced processing times.

Automated Financial Transactions Opti_Max

The year 2016 witnessed major growth of automated financial In order to reinforce its financial innovation effort, Amen Bank launched transactions (monetics). Commissions generated by this activity grew a new placement product called OPTI-MAX, offering the opportunity by 8,5 million dinars reflecting an increase of 16%. both to individuals and legal entities to optimize the management of their treasury and to maximize the performance of their placements. Globally, the issuance of new cards was reduced by 9.8% bringing their number down to 44,954 cards in 2016. However, high range cards proportionally grew in number. Customer Relations Management - CRM

As for ATM movements, they grew from 505.4 million dinars in 2015 to In the framework of its commercial strategy aiming at improving 572.5 million dinars in 2016, with a progression of 13.7%. During the relations with customers and making the best use of sale supporting same year 2016, 5 new ATM machines were installed bringing their tools provided throughout its network, Amen Bank adopted the number up to 80, including 19 offsite. Microsoft DynamicsCRM solution, due to its engineering and integration rate in the Information System. In this perspective, the On the other hand, movements carried out on affiliate TPEs grew by project was broken down in various packages: canvassing and direct 100.7 million dinars, which constitutes an increase of 11.7 % compared sales with an integration of the Information System, 360° view of to the previous year, despite a drop in TPE activities with foreign cards customers, opportunity detection, sales and communication campaigns as a result of the decline in the number of tourists. Progression is due targeting multi-channels, service management and integration in a to important efforts made to set up TPEs at new affiliate members and customer-service approach, management of complaints and distant to reinforce the loyalty of old affiliates recovery. The implementation of the first package was completed in 2016. We note that a large-scale campaign was conducted in 2016 to ensure TPE applications comply with the new safety measures and Communication and loyalty reinforcement actions requirements. With the ambition of building confidence relations with young Tunisian students, Amen Bank renewed in 2016 partnership projects Commercial Activity with several private and public Tunisian universities. Through this partnership, specialized teams from Amen Bank moderate fair booths on campuses to promote Amen Bank’s services and products targeting New products and services students.

In order to further develop its digital strategy, AMEN BANK took Other communication campaigns were also conducted, including Amen several measures to make its banking products more attractive, mainly Bank’s sponsoring of several sociocultural and sports activities such as online services, and has in this regard launched two new services: the Tennis TUNIS OPEN 2016 tournament.

Budget Management: For the fourth consecutive year, AMEN BANK supported the “Flash Change” program on Express FM Radio, which offers a daily analysis AMEN BANK launched for the first time in Tunisia a new budget of the main currencies and provides a brief snapshot on international management service, available at @mennet (first Internet-based financial markets. Amen Bank also took part in the 6th International Fair banking site), offering free access to subscribers who may monitor for Banks, Monetics and Financial Services, organized by the General their budget and control their spending with full safety. We note that Fairs Organization Company SOGEFOIRES jointly with the Tunisian customers of Amen Bank First may also take full profit of this Budget Professional Association of Banks and Financial Institutions APTBEF. Management Service free of charge. This fair represents a reference event for the financial sector in Tunisia.

AMEN MOBILE On the other hand, Amen bank also signed on December 1st, 2016 with ESPRIT College an agreement to remove financial barriers facing In the framework of its permanent innovation, AMEN BANK launched deserving students with little resources and give them opportunity to a mobile application called “AMEN MOBILE”, that can be downloaded join the college. This project provides scholarships to young talents both from Google Play and App Store (Android and IOS tablets lacking the means to pay for good quality education. smartphones and tablets). Thanks to this new, simple, intuitive, secured and practical service, Amen Bank provides its customers Network Extension with the possibility to remotely manage their accountant using their smartphones or tablets, which saves them precious time. Amen Bank continued the extension of its commercial network by opening 6 new agencies bringing the total number up to 161. The new Credim Express six agencies are located in the following cities and neighborhoods: Lac Mall, Sousse Bouhsina, Gabes South, Nouvelle Medina, and Cité On the other hand, 2016 was marked by the launch of CREDIM Jardins EXPRESS, a housing credit that enables both the banks’ customers and

Annual report Amen BANK 2016 I 28 International Activities Capital Market’s Activity

At the end of the fiscal year 2016, transactions handled by Amen Foreign Currency Bank amounted to 4,052 million dinars showing an increase of 3,2 % compared to 2015. This increase is mainly due to import commercial The exchange activity remarkably grew with a 34.4 % increase mainly activities which grew by 4.4% and financial operations which increased due to the appointment of Amen Bank as a Market Maker for the dinar. by 12.4%. This progression was supported by the considerable 14.7 % increase of the volume processed on the local inter-banking market as well as the In 2015, domiciliation operations of external commerce securities important growth by 21.0% of flows realized on international markets. dropped by - 9% in number and by -14,6% in terms of volume. Ordered financial operations increased by 1,6 % while received financial As for the customers’ exchange activity, it increased by 4.8% of operations increased by 19.7%. The foreign currency financing of the forward agreement overall exchange volume induced by the foreign commercial activities dropped by 4.8%. technological contribution of the electronic exchange framework @ menfx which is recognized as a real reference for dinar pricing. Finally, the volume of commitments by signature dropped by 6,9 % and amounted to 646 million dinars.Amen Bank continued efforts to mobilize external resources, with a total balance reaching in the year Foreign currency deposits 2016, 648 million dinars. Funds mobilized were consolidated by new draws on credit lines granted by the European Investment Bank, the Foreign currency deposits held by customers registered a slight French Development Agency, the International Reconstruction and increase of 3.4 % at the end of FY 2016. Theprogression of Forex Development Bank, the African Development Bank, and SAND fund to liquidity reflects an important resilience capacity, mainly due to the promote VSME as well as draws on program support lines granted to diversified structure of the non-resident customers’ portfolio. SWAP Tunisia by France and Italy. volumes have also increased by 67 %.

In this regard, Amen Bank confirmed its leading position, receiving an important share of foreign currency funds provided to Tunisia by Manual exchange international funding agencies and donors. Leader on the market in this area, realizations of this activity were very encouraging in 2016. The end of year results grew by 22.6% thanks

to the better dynamic management of cash at the level of the various Capital Markets sales points.

FY 2016 was marked by the net improvement of results at the level of different profit centers in the market rooms. This excellent performance Sovereign security holding both in terms of quality and quantity makes of Amen Bank’s trading The Tunisian State’s sovereign security holding (BTA) went up onto room a real drive for the growth of the bank. the symbolic level of 1083,4 million, with an outstanding balance of 1083 million dinars. Performance of the BTA portfolio also considerably The 2016 fiscal year was also marked by the reorganization of money increased by 100 base points. market operations and the successful and efficient launch of the business bank activity.

Annual report Amen BANK 2016 I 29 Bond holdings portfolio 2016-2015 INDICATORS 2016 2015 VARIATION The year 2016 was greatly animated by the bond holding compartment. ABSOLUTE % The global balance of Amen Bank’s bond holdings portfolio developed Rate of Amen Bank’s by 18% and an annualized capital performance of 6.3 %. 24,2 23.4 0,8 3,4 Stock Exchange portfolio share(in dinars) Equities (after 27,7 26.4 1,3 4,9 The defensive strategy adopted in 2016 was marked by a 16.6 % allocation)/by share Price Earnings Ratio decrease of the balance of the shares portfolio. In spite of this 6,8 X 9.5 X -2,7 -28,4 decrease, results of the stock activity (shares + OPCVM) increased by (PER) Profit per share(in 0.7 % compared to 2015. 3,535 2,473 1,1 42,9 dinars) Stock capitalization (in 616,2 571,7 44,5 7,8 Activities of the business bank million dinars) Equities (in million 734,3 671,2 63,1 9,4 This activity started in July 2016 after 6 monthsof organizational and dinars) operational implementation efforts. The new business bank structure Stock capitalization / 0,8 X 0.9 X -0,1 -11,1 had a successful launch with an important fund raising operation that equities (in %) collected 111 MTD in the form of credits syndicated for ENDA, the local Dividends/Rate (%) 4,8 4.7 0,1 2,1 microfinance leader, subscribed 1.11 times by 13 local banks. Dividend/Nominal (%) 23,0 22 1,0 4,5

The following table shows some stock data concerning the evolution of Securities and stock exchange activities Aman bank’s share during 2016:

Trade Securities SOME FIGURES RELATED TO THE YEAR 2016 Highest rate of Amen Bank’s share (in dinars) 26,47 In the depositories business, Amen Bank consolidated its leading Lowest rate of Amen Bank’s share (in dinars) 19,84 position as the first depositary in the market in terms of the number of OPCs and deposited assets. Global exchanged quantity 603 186 Number of transactions performed 3 429 The number of OPCVMs deposited at Amen Bank by December 31, 2016 Exchanged capitals (in thousand dinars) 13 285 was 41 including 9 mutual funds and 32 investment funds, with a total net asset of 1,370.7 MTD. Liquidity Contract Amen Bank’s market share is 32% in terms of number and 30.2% in terms of net deposited assets. The liquidity of Amen Bank’s shares and the regularity of their rating are carried out based on a liquidity contract implemented by the main Amen Bank is also depository for 11 Risk investment funds and 5 SICAV shareholders. The liquidity contract is monitored by Amen Invest stock (mutual funds) are distributed throughout its agency network broker.

At its most recent closure, i.e. on July7, 2016, the Contract was made Forecasts up of 89 106 Amen Bank’s securities of old shares and 123,190.040 dinars of liquidity, taking I consideration the increase of Amen Bank’s Although depending on the market and on the general economic business capital through the incorporation of reserves on August 1, situation, the securities and stock exchange activities can further 2016, the final stock is 92 818 Amen Bank’s securities. improve in 2017 in terms of profitability. We note that Amen Bank’s main shareholders engaged as of September Amen bank’s security 21, 2016 in a new contract to ensure the liquidity of men bank’s securities and the regularity of their quotation. This contract is made up of 40,000 Between January 4, 2016 and December 31, 2016 Amen bank’s share securities of Amen Bank old shares and 1,000.000 dinars in liquidity. valueincreased from 23.4 dinars to 24.2 dinars, reflecting an increase of 3.4%.

During the same period, TUNINDEXincreased by 7.8 from 5089.89to 5488.7. The banks’ index increased by 10.6 %. The financial indicators 3-2 Information System, risk management and of Amen Bank’s share were as follows on December 31, 2016: social management

Information System

Amen Bank continued in 2016 the implementation of projects planned by its strategic plan for the development of the 2016-2020 strategic plan focused on the development of a multi-channel approach and the continuous improvement of processes.

Annual report Amen BANK 2016 I 30 The engagement and portfolio domain has known several improvements. In the field of risk-management, the “Operational-Risk & Collection of It was indeed reinforced by the setting up of a module for the automatic Incidents” application was improved by designing tools to maintain management of SOTUGAR guarantees. In order to control risks, a new mapping, the follow up of action plans and the exchange of these Issuing Central Desk was implemented for rigorous follow up. On the operations with the control and internal audit units. other hand, a new application was developed to automatically declare the bank’s debts to the Central platform of assets eligible for refinance In terms of ALM risk management, the automation risk continued “CAER”, set up by the Central Bank/ for the design of activity indicators and Liquid Assets Indicators. The management application of audit missions was enriched by the In developing products designed for individuals and reinforcing automatic generation of audit plans, used as the main working tool. activities targeting the real estate business, Amen Bank committed to initiate credit contracts to fund in record times acquisitions from real As for the improvement of the network infrastructure, a new estate companies supported by the bank. In this regard, a new fast architecture at the level of agencies was developed to secure the flow track was developed to help real estate promoters initiate the CREDIM of exchanges, operate smart screening, increase debits by upgrading EXPRESS application via an interface developed @mennet on behalf of access to optical fiber, and the deployment of a dynamic routing the property buyer, whether customer of the bank or not. configuration in all agencies in order to improve the automatic transfer process. As for the development of recovery, a project to upgrade the “recovery” activity was developed with the assistance of Ernst & Young. In Along with this, a “data cleansing” project aimed at ensuring the addition, a new process was set up to follow up and recover classified integrity and updating of data in the bank’s information system was debts not exceeding 50 thousand Tunisian Dinars. This process involves launched in 2016. In terms of online banking, AMEN BANK launched the agency, SOGEREC, and the Central Recovery Department. It is a new application called “Amen Mobile” which enables customers based on rules for the automatic transfer from one entity to the other, wherever they are to consult the standing balance and transactions on defined according to the maturity of bad pending debts. their accounts, to receive notifications in case of payments, to know rates if financial instruments and to locate the closest ATM using a The agencies’ management system EMERAUDE was further enhanced geo-localization tool. to facilitate and secure access some operations namely related to accounts in convertible dinars and customers’ associated accounts as On the other hand, the Internet site banking @mennet was further well as transactions on saving accounts. enriched by new functions: budget management enabling customers to better manage their budgets, the real estate clearinghouse for As for cash operations marked by considerable operational risks, eral estate companies to regularly update information about their the internal control system was reinforced by applying the rule of construction projects funded by Amen Bank. separating incompatible tasks, namely by reinitiating the cashier function in agencies, who are the only employees in charge of cash operations. Risk Management A new application to determine withholding tax on received commissions was developed to ensure the automatic handling of bills. Amen Bank carried out the development of its risk management system The new accounting platform was improved by automating the in accordance with prudential requirements and Basel good practices processing of daily positions of additional days at the level of flow with the aim of improving its risk-profitability risk and in compliance management. A set of controls to generate financial statements was with the legal provisions and financial covenants signed with external set up in order to avoid discordance between different versions. In donors. the same line, the generation and declaration of CBT annexes were automated. Governance and organization of risk management In terms of financial transactions, several actions have been conducted, mainly the development of a module for check deposits. A new process The organization of Amen Bank’s risk management is based on a to manage ceilings of international payment cards was also developed general policy for the management of risks and a risk typology. This to ensure better follow up of transactions overseas. Similarly, the is carried out along with the Board of Directors and the Surveillance Charge-Back and international compensation module was designed. Council, particularly the Higher Risk and Capital Committee with its three sub-committees: ALCO, capital and operational risks. The general In terms of securing banking operations with foreign institutions, policy defines the risk management principles within Amen Bank. the bank developed the electronic signature system for guaranteed It is designed to identify possible events that are likely to affect the obligations, the decentralization of school fees applications, the situation of Amen bank and to manage risks within predefined limits. deployment of a new international interface for levelling/corresponding payments, and the restructuring of the propagation circuit of foreign currency financing operations. Finally, a new procedure for the sale This risk management system is administered by the Risk Central of foreign bank notes was set up, in accordance with the CBT’s new Department, based on risk typology. It is in charge of performing circular. a global review of all risks initially defined in the Risk Management General Policy. Since 2015, the four divisions, respectively the credit On the other hand, several improvements were made on the human risk, the market risk and ALM, operational and emerging risks and resources management software, providing new features such as the the cross-sectional unit in charge of the follow up of risks, tools and automatic calculation leave days, the reimbursement of insurance fees, methods were assigned division managers. and discounts on taxes due on real on housing credits. The free service module for the management of human resources was reinforced by the Credit related risk development of new consultation services offering a structured view by service and better follow up by the manager and his/her co-workers. Amen Bank continues the development of its internal rating system launched in 2013. This project is implemented in the framework of its

Annual report Amen BANK 2016 I 31 strategic decision to use internal ratings in apprehending regulatory Internal rating scales elaborated for large companies and SMEs were ratios and equity requirements on counterparts’ credit risks. As for deployed at the level of the financing chain and reflect the assessment Basel II, the internal rating system covers all processes, methods, of the Risks Department of financing request applications. They are controls, IT systems and data collection, and aims at increasing Amen labelled in the form of scores and default probabilities. Amen Bank also Bank’s financial soundness and improve its risk-profitability profile. exploits the internal rating to improve the quality of its engagement portfolio, ensure better follow up of the engagements map and offer AMEN BANK adopted the basic internal rating approach “IRB- complementary readings of risks and exposures. Internal Rating Based Foundation” and works on estimating the In 2016, AMEN BANK revised the development axes of its internal rating project to comply with the CBT circular 2016-06 related to the counterparts’ internal rating system in order to rapidly integrate the internal rating system in Amen Bank’s decision making and management process when granting credits, assessing risks, in delegating patterns, and in the pricing of operations. In parallel, specifications initially planned in AEN BANk’s rating system concerning only corporates and SMEs, will be extended to sovereign counterpart categories, banks and financial institutions. Amen Bank Market Risk and ALM AMEN BAN continued in 2016 the exploitation and reinforcement continued in 2016 of risk indicators related to Assets-Liability Management. These the implementation indicators and their respective limits cover the liquidity risk, the interest rate global risk and the market risk. AMEN BANK also published its of projects planned ALM charter including all procedures, hypotheses, modelling rules by its strategic plan for the development of the 2016-2020 strategic plan focused on the development of a multi-channel approach and the continuous improvement of processes.

selected by the ALM structure. Regarding the liquidity risk, AMEN BANK follows in addition to the legal LCR ratio, various other liquidity internal indicators, particularly the static liquidity deadlock to measure unbalance between incoming and outgoing flows on different maturity periods, the evolution of inter-banking refinancing, and the evolution of the liquidity cushion composed of assets that can be rapidly transformed in cash. Amen Bank also classified indicators by liquidity stress scenarios: systemic, idiosyncratic and global. default provability following two complementary and non-exclusive Regarding the market risk, AMEN BANK monitors the limits of the approaches. market’s various activities. This system is covered by two internal circulars published in 2016. Amen Bank also continues the exploitation The first is a score-type statistics approach which directly associates of the VAR indicator (Value at Risk) for cash exchange and shares a default probability with counterpart, thanks to models based on portfolios. internal deficiency statistics when data are not available and not reliable. The second is an expert-type approach integrating pertinent As for the follow up of the interest rate’s global risk, AMEN BANK information selected by experts and not captured by the model in the is using static deficits of fixed rates and variable rates as well as absence of a data or when their quality is deficient. sensitivities of the interest net margin and the net current value.

Annual report Amen BANK 2016 I 32 Sensitivity studies help to assess respectively the impact of the During 2016, the network audit task fulfilled its mission and achieved interest rate variations on the Net Interest Margin and the impact of more than what was expected for the period. In compliance with the interest rate changes on the updated value of all treasury future flows. agencies’ auditing tasks, the auditing of central units and departments tried to identify the legal, procedural and operational weaknesses of various processes and business lines within the bank. Operational Risk

Regarding operational risks, AMEN BANK promoted the tool for the collection of incidents related to operational risks developed in 2015 Environmental and social management and deployed at the level of the bank’s central departments and agencies. This action helped to create a culture for the observation, AMEN BANK operates in its environment on the basis of a citizenship quantification and declaration of losses and incidents related to approach. It integrated in its strategy the implementation of an operational risks, as well as the elaboration of a common reference environmental and social management system aimed at applying framework of the type of risks for AMEN BANK’s various processes. standards and requirements stated in the institutional reinforcement plan defined with the International Finance Corporation (IFC). In 2016, AMEN BANK designed a full map of operational risks covering all activities and processes, broken down into 148 processes and The Board of Directors approved the environmental social management sub-processes. The mapping campaign mobilized operational and policy based on the values of AMEN BANK, of which mainly the strong business experts; they worked together on the identification of various commitment to develop small and medium enterprises (SMEs), the operational risks, both observed and potential. Amen Bank made promotion of innovative projects, support to regional development, use of this map to reinforce its policy aimed at securing operational improvement of the living conditions of underprivileged populations, processes and consolidating the coherence and integrity of the microfinance, participation in the country’s cultural and artistic life, internal control system, with the deployment of new procedures and respect of the environment and sustainable development. the implementation of corrective actions to control operational risks. In order to implement the environmental and social management plan, AMEN BANK will continue its operational risk management policy by AMEN BANK extended the funding chain to integrate environmental modelling risk key indicators to promptly send alerts about possible and social aspects in the study and estimation of the global risks of operational loss risks that may alter the operational risk profile of projects requesting funding. AMEN BANK’s different activities. This extension helped to automate the process used for the identification and evaluation of environmental and social impacts, as well as the generation of action plans to mitigate risks and the Audit integration of these elements in loan and credit contracts signed with the customers. AMEN BANK’s internal control system is organized based on the three defense lines described in the Basel committee’s texts. The third AMEN BANK continues the development of its E&S system, mainly by defense line is covered by the periodical control i.e. the Internal Audit. better classifying projects and the generation of more specific action The intervention modalities of the Audit Department are regulated by plans tailored to the various project categories. Along with this, AMEN an Audit Charter, a Code of Ethics and an Internal Audit Policy. BANK puts lots of emphasis on the training of agency managers and analysts to properly use the environmental and social management Objectives of the Internal Audit tool, take better consideration of this risk in the evaluation of projects and raise customers’ awareness about this type of risks. By adopting a risk based approach, the Audit Department aims at reaching the following objectives: On the other hand, AMEN BANK contributes to the creation of equal opportunities for access to private and good quality university studies, Check the existence and pertinence of legal provisions and internal hence offering new training and employment perspectives to deserving procedures; students coming from underprivileged families. In this framework, Check and comply with measures and procedures; AMEN BANK signed a partnership agreement with the Foundation Assess the efficiency and adequacy of the internal control system; of the Private Engineering and Technology College (ESPRIT) offering Check measures taken to protect assets and properties against all scholarships and loans enabling students to fund their studies at this types of loss; prestigious institute. Control the process used for risk analysis; Assess the efficiency of audited processes and detect possible In 2016, after being selected in a competition bringing together several dysfunctions; companies, AMEN BANK launched the gender diversity project in Make recommendations to ensure best practices and suggest the framework of a program initiated by the German International improvements or corrective actions; Cooperation and Development Agency (GIZ) in the MENA Region. Rigorously and systematically monitor recommendations to ensure AMEN BANK strives to promote an equitable working environment respect of execution deadlines based on prioritized corrective actions. regardless of gender. Scope of intervention and execution

The intervention scope of the internal audit covers central departments, Fight against money laundering and the funding of terrorism the network of agencies as well as the bank’s branches and subsidiaries. On the other hand, the Audit Department may conduct specific missions AMEN BANK further reinforced in 2016 the system used for the fight at the request of the Board of Directors and/or the Audit Committee, in against money laundering and the financing of terrorism (AML/CFT) addition to counselling missions and assignments. namely by: Optimizing the automated monitoring on customers’ operations; Reinforcing vigilance towards sensitive customers; Cleaning up and improving the quality of customers’ data.

Annual report Amen BANK 2016 I 33 The bank notified the Tunisian Financial Analysis Commission about structures included the promotion of two women as sales points suspicious operations and the AML/CFT system was subject to internal managers, which confirms the bank’s management to rely more on auditing missions based on provisions of CBT regulations. At the end of qualified and competent women by appoint them in the very demanding every quarter, monitoring control reportswere shared with the Board of and time requiring front office positions. Directors including AML/CFT indicators and actions performed.

AMEN BANK also actively participated in workshops held throughout Personnel Fees 2016 by the Tunisian Professional Association of Banks and Financial Institutions on upgrading the Tunisian banking system in the field of By the end of 2016, personnel fees amounted to 81,85 million dinars AML/CFT. versus compared to 73,85 million dinars in 2015, reflecting an increase of 10.85 % with regard to 2015.

Payment to the staff reached 56.56 MD in 2016 against 53.9 MD in Human Resources 2015 increased only by 9.4%, directly due to sectoral salary increase and end-of-year professional reclassifications in addition to new Evolution of the staff appointments and nominations made according to the bank’s new organization structure. The total number of the staff of Amen Bank grew by 1.25 %, going up from 1197 employees in 2015 to 1212 employees in 2016. Although higher than the 2015 increase compared to 2014 for reasons cited above, we note that the increase of personnel fees remains under In terms of stability, the turnover ratio, or the statutory employment control compared to practices in the sector. AMEN BANK continues rotation was 5.3 % in 2016 against 5.4 % in 2015, as for the staff to be the leader in terms of cost control with the best operation stability ratio, reflecting the relation between full time employees and coefficients of the market, decreasing from 35,9% in 2015 to 34,6% the overall number of the staff, it was 88.7 % in 2016 versus 88.1 % in 2016 (1,3% evolution), and productivity ration by employee going up in 2015. from 213, 813 TD in 2015 to 242,461 TDin 2016 (13,4% evolution).

Structure of the staff Staff Training

At the end of 2016, the staff of the bank included 873 statuary At the end of FY 2016, the spending budget on initial and in-service employees classified as managers or senior managers compared to training amounted to 0.54 million dinars versus 0.42 million dinars in 809 employees in 2015. The rate of supervisory positions was 74.5 % 2015, hence an increaseof 28.3%. in 2015 versus 70% in 2015. This increase reflects the bank’s commitment to invest in programs to adapt qualifications and to develop the skills of the staff in the bank’s At the end of 2016, there were 600 employees holding university degrees business areas and fields of interest. (B.S, M.S, Masters, Engineering Diplomas, Ph.D. …) representing During 2016, no less than 96 in-house training programs were held 49.5% of the staff, which reflects AEN BANK’s management desire to involving 3709 registrations, 3341 of which were made by supervisory improve HR skills and qualifications. staff, for a total number of hours of 1010 compared to 48 training sessions held in 2015 to the profit of 1357 registrations. To further reinforce the bank’s strategy to always be closer to the On the other hand, 86 senior staff members attended 38 inter-business customers by opening up new branches while diversifying outreach seminars totaling up 106 training days, versus 69 employees in 35 channels (Internet banking, digital agencies, and free service seminars during 2015. applications on mobile banking), the network continued to be the focus As for certifying training programs, the bank invested more in of most employees of the bank. professionalizing the supervisory staff, based both at the headquarters and in the agencies by registering 26 employees in special banking The bank’s headquarters host 480 employees or 39.6% of the staff, classes provided by the Banks and Finance Academy (ITB and CPFB), while 732 employees or 60.4% are based in agencies and in the bank’s and in MBA and professional master programs with total costs regional branches. amounting to 243,6 TD or 44.6% of the training overall budget.

Finally, the gender diversity promotion policy adopted by the bank at Social loans the beginning of 2016, namely after the launch of the Gender Diversity program supported by the German Federal Institution GIZ, increased In the framework of its social activity, the bank’s Human Resources the number of female staff to 29.3 % compared to 28.7% in 2015. Department granted in 2016 a total number of 1436 loans and credits to the staff versus 1434 loans in 2015, for a total number of 22,53 million dinars compared to 22,1 million dinars in 2015. Professional promotions As for loans granted to the staff from the social fund, they benefited In terms of professional promotions, the bank reclassified 82% of the 228 applications versus 380 loans in 2015, for approximately 7 million staff in 2016 for the execution, mid-level and supervisory categories dinars in 2016. versus 81% in 2015. As for the senior staff, 68.8% of them were promoted in 2016 versus In terms of social actions, the bank reinforced its policy to motivate 68.7% in 2015. and incite employees by granting them financial subsidies on religious holidays, at the beginning of the school year, as cost-shares in school Globally, the professionals’ reclassification rate for all different fees or as end-of-year premia and allowances. categories amounted to 82% in é016 versus 81 % in 2016. Finally, we note that the appointment of women on top of some divisions and departments at the level of the bank’s headquarters and other

Annual report Amen BANK 2016 I 34 STRATEGY AND ORIENTATION OF THE BANK STRATEGY AND ORIENTATION OF THE BANK The increasing trend is confirmed in 2016

The comparison between FY 2016 achievements and forecasts made in the 2016-2020 business plan shows discrepancies. Evolutions helped to achieve a business volume and a net banking product close to forecasts. (In thousand dinars) 2016 2016 ACHIEVEMENT COMMENTS FORECASTS ACHIEVEMENTS RATE (%)

The bank decided to disengage the most Customers’ deposits and 5 319 986 5 116 938 96,2% expensive resources to improve its cost of assets resources The bank started the negotiation of new external Loans and special resources 957 668 914 432 95,5% lines mobilized at the beginning of 2017 MAIN RESOURCES 6 277 654 6 031 370 96,1% The bank focused on rationalizing the credits Debts on customers 6 225 841 5 893 685 94,7% granting structure and the rigorous selection of funding opportunities The surplus of resources was mobilized as State Securities portfolio 1 737 412 1 792 430 103,2% security portfolio to improve the liquidity ratio MAIN EMPLOYMENTS 7 963 253 7 686 115 96,5% Bank operation products 636 584 621 723 97,7% Evolution in line with employments The reduction of bank charges is the result of the bank’s strategy for the reorganization of Bank operation charges 352 011 327 860 93,1% its deposit structure and disengagement of expensive resources NET BANKING PRODUCTS 284 573 293 863 103,3% Endowment to provisions 85 000 85 707 100,8% Personnel expenses 82 703 81 852 99,0% General operating charges 20 098 19 870 98,9% NET RESULT OF THE FISCAL 84 341 90 006 106,7% YEAR

2016-2020 Strategic Development Plan Consolidate the portfolio, improve financial soundness and performance and diversify services

AMEN BANK designed a five-year long strategy to rebalance its figures and accounts by, on the one hand, rationalizing the credits granting structure, the rigorous selection of funding opportunities and the increase of the coverage rate of suspicious and litigating debts, and on the other by diversifying the structure of deposits (increasing the portion of savings’ sight deposits), combined with a disengagement policy of the most expensive resources in order to improve their cost.

Along with this, the bank considers recovery at the heart of its strategy to reduce the number of new classified debts and improve the efficiency of bad debts. Improving the recovery activity constitutes a double-fold priority for the bank: it is a system to improve the quality of the bank’s portfolio and also a profit center with direct impact on growth results.

In terms of resources, the bank will gear its policy to collect resources on sight deposits and savings, and will try to reduce concentration on institutional entities in order to reduce the cost of resources. Several measures will be initiated to improve the attractiveness of some products more attractive and a large-scale communication campaign will be carried out mainly to attract a new category of individual customers. This campaign will have a direct and substantial impact improving sales.

In order to improve the quality of service and the sales power at the level of agencies, AMEN BANK reinforced its moderation system in agencies by training and coaching commercial managers. The bank also set up free service areas (3 in total) for the automation of low added value operations.

Annual report Amen BANK 2016 I 36 Perspectives

The (2016-2020) provisional accounts are determined based historical achievements and the bank’s development objectives.

Customers’ deposits and assets: average increase of 5.85 % over the 2016-2020 period Loans and special resources: launch of a 50 MD loan bond campaign and average annual progression of 4 % of the special resources further to advanced negotiations for new lines; Credits to customers: average increase of 5.49 % over the 2016-2020 period; Commercial securities and investment securities portfolio: an average evolution of 7.62% mainly under the effect of BTA increase. This possibility will give the possibility to the bank to refinance its cash accounts from the monetary market whenever needed; Credit performance: in 2017, the rate will be 7.20 % and will increase by 5 base points every year to reach 7.35 % in 2020; The weight if resources on the balance will be 4.45 % for 2017, 4,35% for 2018 and 4,25% for 2019 and 2020, Commissions received: a 10% increase per year; A capital increase by incorporating reserves for 5,1 MD will be performed in 2017.

Annual report Amen BANK 2016 I 37 EXTERNAL AUDITORS’ REPORTS 2016 INDIVIDUAL AND CONSOLIATED FINANCIAL STATEMENTS EXTERNAL AUDITORS’ GENERAL REPORT Financial Statements - Fiscal year closed out on December 31, 2016

Dear Amen Bank Shareholders,

Carrying out the assignment entrusted to us by your Assembly, we submit our report relating to the control of Amen Bank’s financial statements closed out on December 31, 2016 attached to this report, as well as specific verifications and information provided for by the Law and by professional standards.

1. Report on financial statements

We have audited Amen Bank’s financial statements, including the balance and out-of balance commitments as of December 31, 2016. Performance outcomes and treasury flows for subject fiscal year as well as a summary of the main accounting methods and other explanatory notes. Financial statements show positive capital stocks amounting to 734 331KTD, including the period’s beneficiary performance amounting to 90 006 KTD.

1.Management’s Responsibility for the Financial Statements

The management is responsible for the preparation and fair presentation of financial statements in accordance with the Accounting System for Corporate Businesses, this responsibility includes designing, implementing and maintaining internal control which it considers to be necessary to enable the preparation of financial statements that are free ofconsistent misstatement, whether due to fraud, or error, and the determination of reasonable accounting estimates in the circumstances. 2. Responsibility of External Auditors

Our responsibility is to express an opinion about these financial statements based on our audit. We carried out our audit in accordance with auditing standards applicable in Tunisia. Those standards require that we comply with ethical requirements and to plan and perform the audit so as to obtain reasonable assurance that the financial statements are free of significant misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures stated in the financial statements. The procedures selected depend on the judgment of the auditor, as well as assessing the risk that the financial statements contain significant misstatements, whether due to fraud, or error. In evaluating risks, the external auditor considers internal controls relevant to the entity for the preparation and fair presentation of financial statements in order to design audit procedures appropriate under the circumstances, not for the purpose of expressing an opinion on the effectiveness of it. An audit also includes evaluating the appropriateness of accounting methods used and the reasonableness of accounting estimates made by​​ the Management, as well as evaluating the overall financial statement presentation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion. 3.Opinion on financial statements

In our opinion, Amen Bank’s financial statements are true and fair and give in all material respects, an accurate picture of the financial position of Amen Bank as of December 31, 2016, and of the results of its operations and its cash flows, for the year closed out on that date, in accordance with corporate accounting principles enforced in Tunisia.

II. Report on the specific verification and information

We have also performed the specific verifications required by law and professional standards. Based on these audits, we have no comments to make on the fairness and consistency of the financial statements and of all accounting information given in the Management’s Report on the fiscal year’s exercise.

We also have, as part of our audit, conducted the review of internal control procedures related to the processing of accounting information and the preparation of financial statements. We note, in accordance with provisions of section 3 of Act No. 94-117 dated November 14, 1994, amended by Law No. 2005-96 dated October 18, 2005, that we have not noted based on our review major deficiencies that may affect our opinion on the financial statements.

Annual report Amen BANK 2016 I 39 In addition, and pursuant to provisions of Article 19 of Decree No. 2001-2728 dated November 20, 2001, we have completed the necessary checks and we have no comment to make about the conformity of account keeping of securities issued by the bank with regulations in force.

Tunis, April 03, 2017

External Auditors

Annual report Amen BANK 2016 I 40 AUDITORS’ SPECIAL REPORT Financial Statements - FYclosed out on December 31, 2016

Dear Amen Bank Shareholders,

In application of article 29, Law n.2001-65 related to credit institutions and article 200 and following articles, and article 475 of the Code of Commercial Companies, please find in the following a read out of conventions concluded and operations performed during Fiscal Year 2016.

Our responsibility is to ensure compliance with legal authorization procedures, approval of conventions and operations, and their appropriate accounting in financial statements. It is not our goal to specifically and extensively look for the possible existence of such conventions or operations, but to inform you, based on information and data provided to us or those resulting of audit procedures, about their characteristics and main modalities, without expressing our opinion about their use and real ground. It is your liability to assess the interest for the conclusion of these conventions and the realization of operations for them to be approved.

1. New conventions concluded during the fiscal year closed on December 31, 2016

1 A new Funds Management convention was signed on March 24, 2016 with SICAR Amen where Amen Bank holds 88.20 % of the capital. This convention covers the management of a fund for a total value of 34 MTD. In return, SICAR Amen receives an annual commission of 1 % of managed funds. The management commission during 2016 amounted to 262 KTND (Tax Free);

This convention was authorized by the Board of Directors meeting on January 28, 2016.

2 A new Fund Management convention was signed on March 24, 2016 with SICAR Amen where Amen Bank holds 88.20 % of the capital. This convention covers the management of a fund for a total value of 11,150 KTND, dated May 16, 2016, already subject to an Addendum, whereby the amount initially fixed increased to a total value of 4,850 KTND. In return, SICAR Amen receives an annual commission of 1 % of managed funds. The management commission during 2016 amounted to 37 KTND (Tax Free);

This convention was authorized by the Board of Directors meeting on January 28, 2016.

3 A new Fund Management convention was signed on May 16, 2016 with SICAR Amen where Amen Bank holds 88.20 % of the capital. This convention covers the management of a fund for a total value of 6 MTND, In return, SICAR Amen receives an annual commission of 1 % of managed funds. The management commission during 2016 amounted to 35 KTND (Tax Free);

This convention was authorized by the Board of Directors meeting on January 28, 2016.

4 During 2016, Amen Bank transferred debt bills to the profit of the RECOUVREMENT company for a total amount of 50,377 KTD, totally covered by provisions and reserved premia. The transfer price was fixed at 1 symbolic dinar per debt bill.

5 In 2016, AMEN BANK paid its share in an assistance mission for the preparation of the consolidated financial statements of AMEN GROUP for fiscal years 2013, 2014 and 2015

The share amounts to 54 KTND (Tax Free).

II. Operations related to agreements concluded in previous fiscal years:

The execution of the following agreements concluded in previous years, continued during the year closed out on December 31, 2016

PGI Holding Company

Amen Bank performed with the PGI Holding Company, which holds 20,31% of the bank’s capital, the following conventions and operations: 1 PGI Holding provides material, human and computer resources to support the bank in development areas, in the computing sector and in legal matters; In return, PGI receives an annual fee amounting to 0.5% of the bank’s overall turnover with a ceiling of 150 KTD excluding tax. The amount of fees borne by the bank for Fiscal Year 2016 was 160 KTD (tax-free).

Annual report Amen BANK 2016 I 41 2 Amen Bank leases from PGI Holding Company one portion of the ground floor of a building located at 150, Liberté Avenue in Tunis. The lease amount in Fiscal Year 2016 was 129 KTD (Tax Free).

COMAR Company

AMEN Bank signed with COMAR, which holds 27,93 % of the Bank’s capital, the following agreements and operations: Lease contracts authorizing COMAR to use three buildings owned by AMEN Bank. Revenues generated by this operation in 2016 amounted to 22 KTD (Tax free).

Various insurance contracts detailed as follows: Insurance of vehicles, multi-guarantees, theft, computer and monetics equipment, with an annual global contract amount of 1 055KTD in FY 2016; Insurance contracts to cover the bank personnel’s health, invalidity and death. The global amount disbursed to COMAR in Fiscal Year 2016 was 2 406 KTD.

SICAR Amen Company

AMEN Bank signed with SICAR Amen, where it holds 88.20 % of the shares, the following agreements and operations: Sixteen(16) fund-management agreements for assigned outstanding funds amounting to 219462KTD. The management commission for 2016, calculated on the basis of an annual rate of 1% of all managed funds, amounts to 2 298KTD (tax free). With reference to a management agreement dated June 18, 1999, Amen Bank is in charge of the financial, administrative and commercial management of the SICAR Amen Company. In return, the bank receives the following payments: A lump annual payment of 50 KTD excluding tax; A 500 dinar fixed commission excluding tax for every participation file submitted to the Board of Directors. This commission may go up to 4 KTD excluding tax (2007 codicil) if the file is transmitted for effective release. A 7% profit sharing excluding tax on the portfolio’s capital gains.

Payments made during Fiscal Year 2016 amounted to 108 KTD (tax free).

Le Recouvrement Company

On January 1, 2007, the Bank concluded with the “Recouvrement” Company, where it holds 99,88% of the shares, an accounting and fiscal management agreement, whereby Amen Bank is in charge of accounting record keeping, account closing, preparation of consolidation manifolds, and preparation of fiscal statements related to the “Recouvrement” Company. In return, the Bank receives an annual payment of 1,500 TD (tax free).

Tunisys Company

The Bank acquired from Tunisys Company, where it holds 29.85% of the shares, computer equipment and hardware. The amount disbursed for the purchase and maintenance of equipment in 2016 was 1 027 KTD (excluding tax).

SICAVs (Mutual Funds)

According to depositary agreements concluded with SICAV Amen première and SICAV Amen, payments due to Amen Bank in FY 2016 are detailed as follows:

2016COMMISSION (EXCLUDING OPCVM FUNCTIONS PAYMENT BASE VAT) Amen Bank perceives variable payments according Depository 25 KTD to net assets limited to 25 KTD tax free SICAV Amen première Distributor 0,5% of net assets tax free 989 KTD

Amen Bank perceives variable payments according Depository 25 KTD SICAV Amen to net assets limited to 25 KTD tax free Distributor 0,5% of net assets tax free 234 KTD

AMEN FINANCE COMPANY

A management agreement was concluded with the AMEN FINANCE COMPANY in which the bank holds 30% of the capital and shares common managers. Under this agreement, Amen Bank is responsible for the execution of all tasks related to the financial, administrative and commercial management of funds assigned to it by AMEN FINANCE COMPANY. In consideration for the services provided, AMEN BANK receives a fixed annual fee of 30 KDT excluding tax and a fixed return of 5 KDT excluding tax by participation documents presented to the board.

Annual report Amen BANK 2016 I 42 The amount of income certified by Amen Bank in respect of the year 2016was 30 KDT.

III. The Company’s obligations and commitments towards its Managers:

1 The Company’s obligations and commitments towards its leaders, as defined by Article 200 new II § 5 of the Commercial Companies Code is detailed as follows: Honoraria of the Chair of the Board of Trustees was defined by a decision of the Remuneration Committee dated July 30, 2012; Members of the Board of trustees, members of the Permanent Audit Committee and members of the Risk Committee are paid attendance fees, proposed annually by the Board of trustees and submitted to the approval of the Ordinary General Assembly. Honoraria and benefits provided to members of the Board of Directors are defined by the Remuneration Committee. Honoraria and benefits include a fixed annual salary, an additional balance allowance, an end of year bonus, a profit sharing allowance indexed to the fiscal year’s net result and attendance fees on behalf of branches. The President of the Board of Trustees and members of the Board of Directors each enjoys a business vehicle and a duty car, including the full coverage of operation and maintenance fees. 2 Amen Bank’s obligations and commitments towards its Managers (as shown in the financial statements related to the fiscal year ending on December 31, 2016 are presented in the following table: (in TND)

MEMBERS OF THE BOARD OF TRUSTEES AND OF CHAIR OF THE BOARD OF TRUSTEES DIFFERENT COMMITTEES

LIABILITIES ON 2016 CHARGE 2016 CHARGE LIABILITIES ON 31/12/2016 31/12/2016 Short term benefits 300 000 - 320 000 525 000 Post-employment benefits Other long term benefits End of work contract allowances Payment in shares TOTAL 300 000 - 320 000 525 000

CHAIR OF THE BOARD OF DIRECTORS MEMBERS OF THE BOARD OF DIRECTORS GROSS LIABILITIES GROSS SOCIAL SOCIAL LIABILITIES CHARGE ON CHARGE CHARGES 2016 CHARGES 2016 ON 31/12/2016 2016 31/12/2016 2016 Short term benefits 775 812 175 215 831 085 1 680 521 384 545 1 709 531 Post-employment benefits Other long term benefits End of work contract allowances Payment in shares TOTAL 775 812 175 215 831 085 1 680 521 384 545 1 709 531

In addition to agreements and operations cited above, our works have not identified any other agreements or operations provided for by article 29, Law n° 2001-65, related to credit institutions, articles 200 and following articles and 475 of the Commercial Companies Code.

Tunis, April 3, 2017

External Auditors

Annual report Amen BANK 2016 I 43 INDIVIDUAL FINANCIAL STATEMENTS CLOSED OUT ON DECEMBER 31, 2016

INDIVIDUAL FINANCIAL STATEMENTS 44 BALANCE 45 STATE OF OFF-BALANCE ENGAGEMENTS 46 RESULTS 47 STATE OF TREASURY FLOWS 48 (1) EXPLANATORY NOTES ON THE BALANCE - ASSETS 54 (2) EXPLANATORY NOTES ON THE BALANCE - LIABILITIES (3) EXPLANATORY NOTES ON THE BALANCE - EQUITIES 73 (4) EXPLANATORY NOTES ON THE STATE OF OFF-BALANCE ENGAGEMENTS 77 (5) EXPLANATORY NOTES ON THE STATE OF RESULTS (6) EXPLANATORY NOTES ON THE STATE OF TREASURY FLOWS 81 (7) OTHER NOTES 83 Balance closed out on December 31, 2016

DESCRIPTION NOTES 31/12/2016 31/12/2015 AC1 Cash and assets at the CB, CCP and TGT (1-1) 107 721 107 781 AC2 Credits to banking and financial institutions (1-2) 169 829 193 873 AC3 Credits to customers (1-3) 5 893 685 5 971 463 AC4 Commercial bonds portfolio (1-4) 599 200 905 996 AC5 Investment portfolio (1-5) 1 193 230 570 774 AC6 Fixed assets values (1-6) 120 854 117 566 AC7 Other assets (1-7) 158 398 72 601 TOTAL ASSETS 8 242 917 7 940 054 PA1 Central bank, CCP (2-1) 818 196 500 194 PA2 Deposits and assets of banking and financial institutions (2-2) 468 866 509 230 PA3 Customers’ deposits (2-3) 5 116 938 5 142 391 PA4 Loans and special resources (2-4) 914 432 911 881 PA5 Other liabilities (2-5) 190 154 205 186 TOTAL LIABILITIES 7 508 586 7 268 882 CP1 Capital 127 313 122 220 CP2 Reserves 516 585 488 066 CP4 Other equities 423 423 CP5 Reported results 4 5 CP6 Fiscal year’s results 90 006 60 458 TOTAL EQUITIES (3) 734 331 671 172 TOTAL EQUITIES AND LIABILITIES 8 242 917 7 940 054

Annual report Amen BANK 2016 I 45 State of off-balance commitments On December 31, 2016

(Units in Tunisian thousand dinars)

DESCRIPTION NOTES 31/12/2016 31/12/2015

Possible liabilities

HB 01 - bonds, securities and other guarantees provided (4-1) 516 942 482 485

HB 02 - Documentary credits (4-2) 339 146 245 703

HB 03 -Assets submitted as guarantees (4-3) 777 000 500 000

TOTAL POSSIBLE LIABILITIES 1 633 088 1 228 188

COMMITMENTS MADE (4-4)

HB 04 - Funding commitments made 239 342 276 873

HB 05 - Commitments on securities 6 588 9 380

TOTAL COMMITMENTS MADE 245 930 286 254

COMMITMENTS RECEIVED

HB 06 - Funding commitments received (4-5) 11 499 45 494

HB 07 - Guarantees received (4-6) 3 467 728 3 424 934

Annual report Amen BANK 2016 I 46 Results Period ranging between January 1st and December 31st, 2016

(Units in Tunisian thousand dinars) DESCRIPTION NOTES 31/12/2016 31/12/2015

Bank operation products

PR1 Interests and related revenues (5 - 1) 433 030 445 804

PR2 commissions received (5 - 2) 81 886 71 753

PR3 Profits on commercial securities portfolio and on (5 - 3) 49 800 62 821 financial operations

PR4 Revenues on investment security portfolio (5 - 4) 57 007 21 996 Bank operation charges 621 723 602 374

CH1 Interests borne and related charges (5 - 5) (319 880) (339 200)

CH2 Commissions borne (7 980) (7 239)

BANKING OPERATIONS TOTAL CHARGES (327 860) (346 439)

NET BANKING PRODUCT 293 863 255 935

PR5/CH4 Endowments to provisions and results of value (5 - 6) (85 707) (88 270) corrections on credits, off-balance and liabilities

PR6/CH5 Endowments on provisions and results of (5 - 7) (1 243) (5 300) value corrections on investment portfolio

PR7 Other operation products 1 465 1 600

CH 6 Personnel charges (5 - 8) (81 852) (73 842)

CH 7General operation charges (5 - 8) (19 870) (17 945)

CH 8 Endowments to liquidation s and fixed assets’ (5 - 8) (6 930) (6 403) provisions OPERATION RESULTS 99 726 65 775

PR8/CH9 Balance of loss /profit yielded by other (5 - 9) 957 (1 380) ordinary elements

CH11 Corporate income tax (4 296) (3 937) RESULT OF ORDINARY ACTIVITIES 96 387 60 458

PR9/CH10 Loss /profit balance generated by (5-10) (6381) extraordinary elements FISCAL YEAR’S NET RESULT 90 006 60 458 BASE RESULT PER SHARE (IN DINARS) (5-11) 3,535 2,473 DILUTED RESULT PER SHARE 3,535 2,473

Annual report Amen BANK 2016 I 47 Status of Treasury Flows Period ranging between January 1st and December 31st, 2016

(Units in Tunisian thousand dinars) DESCRIPTION NOTES 31/12/2016 31/12/2015 OPERATION ACTIVITIES (6-1) Received bank operation products( excluding investment portfolio (*) 529 397 524 823 revenues) Disbursed bank operation charges (320 057) (348 718) Deposits / withdrawals from banking and financial institutions 404 319 (5 329) Loans and advances / Reimbursement of loans and advances granted 333 310 68 946 to customers Deposits /withdrawals of customers’ deposits (32 709) (390 767) Placements securities 11 919 (154 615) Sums paid to personnel and various creditors (205 748) (73 842) Other treasury lows yielded by operation activities 28 138 (40 227) Tax on profits (4 295) (9 006)

NET TREASURY FLOWS YIELDED BY OPERATION ACTIVITIES 744 274 (428 735) INVESTMENT ACTIVITIES (6-2) Interests and dividends received on investment portfolio (10 791) 21 806 Acquisition / transfers on investment portfolio (555 901) 11 404 Acquisition transfers on fixed assets / (10 307) (10 946)

NET TREASURY FLOWS ALLOTTED TO INVESTMENT ACTIVITIES (576 999) 22 264 FUNDING ACTIVITIES (6-3) Issuing shares - - Loan issue 70 000 60 000 Loan reimbursement (34 031) (26 171) Increase / decrease of special resources (33 418) (19 496) Dividends disbursed (26 888) (24 444) Movements on social and retirement funds 41 (89)

NET TREASURY FLOWS GENERATED BY FUNDING ACTIVITIES (24 296) (10 200) Net variation of cash and cash equivalent during the period 142 979 (416 671) CASH AND CASH EQUIVALENT AT THE BEGINNING OF THE (836 511) (419 840) PERIOD CASH AND CASH EQUIVALENT AT THE BEGINNING OF THE (6-4) (693 532) (836 511) PERIOD

(*) Figures have been processed for accounting reasons

Annual report Amen BANK 2016 I 48 Notes to financial statements closed out on December 31, 2016 I. PRESENTATION OF THE BANK Amen Bank is a business corporation holding a capital of 127.312.500 dinars; it was created on June 6, 1967 according to Law n°67-51 dated December 7, 1967 regulating financial institutions.

The business capital of the bank increased from 122,220.000 dinars to 127,312.500 dinars by incorporating reserves and the distribution of 1,080.500 shares free of charge at the General Assembly’s Decision dated June 16, 2016.

The bank’s headquarters are located at Mohamed V Boulevard, 1002 in Tunis.

Amen Bank is a private deposit bank. Its corporate capital is divided into 25,462.500 shares, each worth of five (5) dinars, 11% of which are owned by foreign shareholders.

SHAREHOLDERS AMOUNT PERCENTAGE Tunisian shareholders 113 504 89% Foreign shareholders 13809 11% TOTAL 127 313 100% II. AUTHORITATIVE ACCOUNTING REFERENIAL FOR THE ELABORATION AND PRESENTATION OF FINANCIAL STATEMENTS Amen Bank’s financial statements are prepared and presented according to the corporate accounting system approved by Law n°96-112 dated December 30, 1996. III- PERTINENT ACCOUNTING METHODS AND PRINCIPLES APPLIED Financial statements are closed out on December 31, 2015 by applying accounting agreements and principles provided for by Decree n° 96-2459 dated December 30, 1996 approving accounting conceptual framework and methods mentioned in accounting standards, mainly sector-based standards related to banking institutions (standards 21 to 25). The most significant accounting methods can be summarized as follows:

1- Credits to customers

1-1 Rules for presentation of credits to customers

Short term management credits are presented in the balance with their nominal values, after deducting interests credited in advance and not yet due. Midterm and long-term credits are presented in the balance with their nominal values increased by outstanding interests not yet due. Midterm credits progressively used by installment are accounted in the balance’s assets for their released value. Reserved bank charges and customers’ credits are presented at the level of corresponding asset items in a subtractive way.

1-2 Classification and evaluation of credits

Provisions on engagements are determined according to risk prudential coverage standards and monitoring standards of commitments subject of circular 91-24 dated December 17,1991, as modified by subsequent texts defining risk categories as follows:

Annual report Amen BANK 2016 I 49 Current Assets:

Assets which recovery is ensured, held by companies with balanced financial situations, satisfactory management and activity perspectives, a financial contributions volume that is compatible with their activities and their real reimbursement capacities.

Classified assets:

Class B1: Assets requiring special follow up

Assets which recovery is still ensured, concerning companies which activity sector faces difficulties or which financial situation is deteriorating.

Class B2: Uncertain assets

Assets which recovery is not clear in time, concerning companies with difficulties, and to which one of the following factors at least is added up to characteristics specific to class 1:

• The volume of financial contributions not compatible with the volume of activities; • Absence of updated financial statements due to the lack of information; • Management problems and litigations between partners; • Technical, commercial or supplying difficulties; • Deterioration of cash-flow jeopardizing the reimbursement of debts on time; • Existence of delays in the payment of credit principals and interests between 90 and 180 days.

Class B3: Concerning assets

Assets which recovery is uncertain concerning companies with possible loss rates. These assets mainly concern companies having more serious characteristics than Class 2 or having delay problems for the payment of credits’ principals and interests ranging between 180 and 360 days.

Class B4: Jeopardized assets

Assets concerning companies having more serious problems than Class 3 or having delay problems for the payment of credits’ principals and interests exceeding 360 days.

The supply rate selected by Amen Bank corresponds to the minimal rate per class of risk, as mentioned in TCB’s Circular n° 91-24 of December 17, 1991, applied to uncovered net risks, hence the amount of engagements deducted by reserved bank charges and the value of guarantees obtained. Regarding commitments exceeding 15 KTD Provisions are determined according to rates provided for in the TCB circular after deducting guarantees considered to be valid. Provision rates per class of risk applied to the uncovered net risks are the following:

• Uncertain assets 20% • Concerning assets 50% • Jeopardized assets 100%

As for commitments below 15 KTD, the bank determines required provisions by applying the average provision rate of commitments exceeding 15 KTD to outstanding balances excluding pre-salary credits and CREDIM (housing credits for individuals), taking in consideration the quality of risks and recovery perspectives.

Guarantees that were considered to be legally valid are:

• Deposits made with Amen Bank (certificates of deposit, term deposit accounts, savings accounts, ...); • Guarantees received by the Tunisian State; • Guarantees received by banks and insurance companies; • Guarantees received from the NGF (National Guarantee Fund) and SOTUGAR; • REAL guarantees: According to rules established by the Tunisian Central Bank, real estate collaterals may be taken into account if they meet at least one of the following conditions: • It is registered on the land title; • It is listed by the intervention of two notaries on an Arabic title; • There is a promise of mortgage on land purchased from the following organizations: AFI, AFT, AFH.

Furthermore, since the Fiscal Year 2006, and under sections 327 and 328 of the Civil and Commercial Procedure Code, some guarantees were noted as provisional opposition. This form of guarantee has been chosen considering an underlying assumption, namely, a historical high level of achievement and given the following cumulative conditions:

Annual report Amen BANK 2016 I 50 • Commitments in the borrowing relationship are concentrated exclusively at Amen Bank; • The protective opposition is registered in the land title which must not have additional mortgage charges in favor of other creditors; • The registration of the protective opposition is dated within two years; • A recent evaluation of the title subject of the protective opposition; • A discount of 10% of value of the security subject of the protective opposition. 1-3.Accounting of non-recoverable credits as losses

Debts equal to or less than 500 dinars, that cannot be recovered and other non-recoverable credits having been subject to verdicts shall be held for lost. Along with this, related provisions and reserved bank charges shall be recovered. 1-4 Accounting of revenues from loans granted to customers

Interests on short term management credits are deducted in advance. They are considered as products for their total amount and are regularized to take in consideration non-due interests on the financial statements’ closing date.

Interests on midterm credits are materialized by credit instruments or securities and are perceived afterwards. They are transferred as products as per maturity. The portion of outstanding interest not yet due on the date of the financial statements’ closing date are subject to regularization.

Interests and bank charges which recovery has become uncertain, observed when assessing assets and covering risks, are hosted in a liabilities account referred to as “reserved bank charges”.

Interests and bank charges related to litigated credits are automatically reserved and are not transferred through the results account. As for other products related to classified credits, they are initially accounted as products of the Bank then processed with computer software to be later reserved.

The resumption of reserved bank charges and their attribution at the level of the fiscal period’s revenues depend on the decrease of direct engagements further to disbursements made. For this reason, disbursements made on credits are systematically assigned on reserved bank charges already constituted.

1-5 Follow up of the 2011 special situation measures:

1.5.1 Collective Provision:

The collective provision applied for fiscal year 2011 as a special situation measure has become a permanent enforceable provision to cover latent risks on Class 0 and 1 commitments.

Therefore, by applying provisions of the TCB’s circular 2012-20, the Bank aggregated general type provisions through draws from the balance results called “collective provisions” to cover latent risks on current commitments and commitments requiring special follow up as per Article 8 or Circular 91-24 dated December 17, 1991.

As for the evaluation of the requested provision’s amount, the bank applied the referential methodology instructed by the TCB.

This methodology provides for the following: • Combining commitments 0 and 1 in homogenous groups according to the type of debtors and business activity. • Calculating an average migration rate for each group corresponding to additional risks of the group considered for N year, reflected on engagements 0 and 1 of the same group in N-1; • Determining a scalar factor for each group reflecting the aggravation of risks in 2016. The scalar factor cannot be less than 1. • Determining an average provisioning rate on additional risk for each group and application of this rate on pending commitments 0 and 1 related to subject group.

The amount of collective provisions is reviewed whenever annual financial statements are closed out. The increase of the required collective provision results in an additional endowment taken from the year’s charges, and inversely the reduction of the required collective provision generates recovery corresponding to this reduction charged against the year’s products.

The application of these rules resulted in a collective provisional amount of 62 800 KTD. Consequently, due to the collective provision of 52 951 KTD aggregated in 2015, an addition provision of 9 849 KTD was allocated for Fiscal Year 2016.

1.5.2 Credits rescheduled in 2011 and follow up in 2016:

In 2011, by applying provisions of the TCB’s circular n. 2011-04, two measures were applied:

Annual report Amen BANK 2016 I 51 First measure:

Reschedules made by the bank in compliance with subject circular have neither resulted in classification of the subject company in Class 2, 3, or 4 as per Circular 91-24 nor in the revision of the classification assigned to the company on December 31, 2010. In 2016, this measure was no more in force. The bank made the classification of all engagements in accordance with provisions of circular 91-24.

Secondmeasure:

Products, bank charges on debts and unpaid interests on reschedules allocated in the framework of Circular 2011-04 were reserved. A 30 thousand TD recovery was observed in 2016. 1-6 Additional provisions:

Under the provisions of the BCT circular No. 2013-21 of December 30, 2013, credit institutions must make additional provisions on assets with seniority in grade 4 or above 3 years for net risk coverage and in accordance with the following minimum amounts: 40% for assets in grade 4, with 3 to 5 years seniority; 70% for assets in Class 4 with 6 to 7 years seniority; 100% for assets with higher seniority in the class 4 or equal to 8 years.

The application of these rules generated a provision amounting to118,003KTD.

1-7 Exceptional measures for the tourism sector

In accordance with provisions of CBT Circular n. 2015-12, credit institutions may postpone the payment of the main amount and interests of installments due for 2015 and 2016 related to credits granted to companies working in the tourism sector. The reimbursement may be made as of 2017 over a period taking in consideration companies’ specific capacities.

Similarly, credit institutions may grant new exceptional credits that can be reimbursed over 7 years including 2 grace years devoted to funding needs related to the attractiveness of tourism companies for the period stretching between July 1st, 2015 and December 31st, 2015.

Credit institutions having postponed reimbursement installments or having granted new exceptional credits may: Maintain the classification set up at the end of December 2014 in Article 8 of Circular 91-24 stated above; Freeze old years as per Article 10 of Circular 91-24 stated above.

Concerned credit institutions are required not to account in their revenues interests with postponed reimbursements and interests related to new loans granted in the last two grace years only if reimbursements are actually made.

The application of this rule generated an appropriation of reserved bank charges with an amount of 27,724 KTD. An additional stock of 18090 KTD of debts bills on the tourism sector was built up , including a net appropriation of 6050 KTD for fiscal year 2016.

2- Security Portfolio 2-1 Security portfolio presentation rules

Securities with fixed or variable revenues are presented in the balance statement either in the commercial portfolio item or in the investment portfolio column according to their validity and detention intentions. Applied classification rules are the following:

Commercial Securities Portfolio:

Transaction securities They concern fixed or variable revenue securities acquired in order to be shortly sold again; their negotiation market is considered to be fluid.

Placement securities They represent securities not responding to criteria selected for transaction or investment securities.

Investment Portfolio:

Investment Securities: Acquisitions with the firm intention to hold until expiry, and for which the bank holds sufficient resources to materialize this intention.

Annual report Amen BANK 2016 I 52 Participation securities Shares and other securities with variable revenues held to generate satisfactory profitability over a long period, or to enable sustainability of bank relations with the issuing company.

Shares in associated companies, partnerships and shares in interconnected companies Shares which durable ownership is considered to be useful to the bank’s activity, enabling or not to have a notable influence, a joint or exclusive control on the issuing company.

Participation with retrocession agreement

These commitments are materialized by securities and representing shares in the business capital. Essentially, these commitments establish a relationship of creditor - debtor between the bank and the issuer. 2-2 Security portfolio evaluation rules

Securities are accounted on their acquisition date based on their acquisition costs, excluding all fees and charges, with the exception of study and consulting fees engaged on the acquisition of investment securities, participation or shares in associated companies, partnerships and shares in inter-connected companies Underwritten and non-liberated participations are registered as engagements not included in the balance for their issuing value. On the closing date, the evaluation of securities is made as follows:

Transaction securities Securities are assessed based on the market value (average comparative stock price). The price variation, consecutive to their evaluation based on the market value, is reflected on results.

Placement securities Securities are valorized each separately based on the market value for listed securities, and at their right value for non-listed securities. There is no compensation between underlying premiums of some securities with underlying losses on other securities. The latent loss in value caused by the difference between the accounting value and the market value results in the constitution of provisions, as opposed to latent premiums that are not noted.

Investment securities The processing of latent premiums on these securities is the same as that of placement securities. Latent loss in value can receive provisions in the two following cases only:

• Strong probability that the institution will not keep securities until their term; • Existence of deficiency risks at the level of the issuer of securities.

2-3 Accounting revenues on security portfolio Interests are accounted taking in consideration the engagement accounting principle. Therefore, interests to receive on Treasury Bonds and their obligations are noted on the period’s results. Dividends on securities with variable revenues held by the bank are taken into account in results as soon as their distribution is officially approved. Transfer premiums related to investment securities acquired in the framework of brokerage agreements are assimilated to interests and taken in consideration as part of revenues as they are still due.

3- Consideration of products

Interests, assimilated products, commissions and other revenues are taken in consideration in results concerning the period ranging between January 1 and December 31, 2016. Products due but which deadline has not arrived yet are integrated in results while cashed products relating to periods later than December 31, 2016 are deducted from results.

4- Consideration of charges

Interests and borne commissions, personnel charges and other charges are taken in consideration in results concerning the period ranging between January 1and December 31, 2016. Products due but which deadline has not arrived yet are integrated in results while charges disbursed related to periods later than December 31, 2016 are added to results. 5- Fixed Assets 5-1 Operation buildings

Operation fixed assets are accounted based on their acquisition cost, linearly self-liquidating at the following rates:

Annual report Amen BANK 2016 I 53 FIXED ASSETS CATEGORY RATE IN FORCE Non-re-evaluated buildings 2% Re-evaluated buildings 5% Furnishing, improvements and installations 10% Elevators 10% Software from 10% to 33% Lease allowances 5% Computer equipment 15% Transportation equipment 20% Office furniture 10% Operation equipment 10% Air conditioners 20% Terminals and Electronic Payment Equipment 20% Safes 4% and 10%

5-2.Unexploited buildings acquired when recovering debts

In the framework of credit recovery, the bank acquired properties sold in the framework of real estate selling procedures. The acquisition price corresponds to prices defined in Tender documents prepared by juridical experts specifically appointed by the Court. Assets are classified as “unexploited” buildings under item AC6 – fixed asset values.

Unexploitedbuildings are accounted according to their acquisition price increased by incurred costs and fees. With dispensation of provisions of NCT 5 related to tangible assets, buildings are processed with reference to provisions of the international financial record standard 5 (IFRS 5) related to non-current assets held for resale and abandoned activities.

With reference to provisions of IFRS 5, unexploited buildings are not subject to depreciation. However, they are assessed each individually and are indicated in the annual financial statements, at the lowest value between their accounting value and the real value reduced by costs of sale. 6- Off-balance engagements accounting

Financing engagements are considered off- balance when contracted and are transferred to the balance as funds are released. 7-Foreign currency operations conversion rules

Charges and products stated in foreign currency are converted in dinars based on the exchange rate on their consideration date. 8-Reevaluation of foreign currency exchange positions

Hard currency exchange positions were converted in a reference currency based on the inter-bank exchange rate on the last day of December 2016. Resulting latent exchange rates were taken in consideration in results of Fiscal Year 2016. 9-Tax Charge

Tax charge is determined and accounted by using the tax-due-for-payment method.

IV.EXPLANATORY NOTES (FIGURES ARE EXPRESSED IN THOUSAND DINARS) 1- Explanatory notes on the balance - Assets Note 1.1:Cashand properties at the TCB, CCP et TGT

The balance of this item as of December 31, 2016 amounts to 107 721 KTD versus 107 781 KTD on December 31, 2015 broken down as follows:

Annual report Amen BANK 2016 I 54 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Cash in dinars, foreign currency and travelers checks 47 956 49 897 (1 941) (4%) TCB, CCP et TGT 59 765 57 884 1 881 3% Total 107 721 107 781 (60) (0%)

Details of each item are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Cash in dinars, foreign currency and travelers checks 47 962 49 990 (2 028) (4%) Provision on cash in dinars (6) (93) 87 (94%) Subtotal 1 47 956 49 897 (1 941) (4%) TCB 59 832 57 784 2 048 4% T C B Provisions (128) (62) (66) 106% Subtotal 2 59 704 57 722 1 982 3% CCP 61 193 (132) (68%) CCP Provisions - (31) 31 (100%) Subtotal 3 61 162 (101) (62%) Total 107 721 107 781 (60) (0%)

Note 1.2 : Credits to banking and financial institutions

The balance of this item as of December 31, 2016amounts to 169 829KTD versus 193 873KTD on December 31, 2015 and is broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Account assets in banking institutions 13 813 8 950 4 863 54% Loans to banking institutions 21 455 31 219 (9 764) 31% Credits related to loans granted to banking institutions (7) - (7) 100% Provisions on correspondents (63) (63) - 0% Total credits to banking institutions 35 198 40 106 (4 908) (12%) Account assets in financial institutions 8 323 23 946 (15 623) (65%) Loans to financial institutions 125 394 128 791 (3 397) (3%) Credits related to loans granted to financial 914 1 030 (116) (11%) institutions Total credits to financial institutions 134 631 153 767 (19 136) (12%)

Total 169 829 193 873 (24 044) (12%)

The bank did not hold as of December 31, 2016 suspicious or bad debts against banking and financial institutions

The distribution of credits on various banks and financial institutions excluding provisions and according to the residual period is as follows:

Annual report Amen BANK 2016 I 55 MORE THAN MORE THAN 3 MORE 1 YEAR AND DESCRIPTION <= 3 MONTHS MONTHS AND LESS THAN 5 TOTAL LESS THAN 5 THAN ONE YEAR YEARS YEARS Banking institutions 20 643 14 555 - - 35 198 Assets in accounts at banking institutions 13 813 - - - 13 813 Loans to banking institutions 6 900 14 555 - - 21 455 Provisions on correspondents (63) - - - (63) Debts associated with assets and loans to (7) - - (7) banking institutions Financial institutions 23 824 34 563 76 244 - 134 631 Account assets in financial institutions 8 323 - - - 8 323 125 394 Loans to financial institutions 14 587 34 563 76 244 -

Related credits on loans to financial 914 - - - 914 institutions TOTAL 44 467 49 118 76244 - 169 829

The distribution of credits between banking and financial institutions according to the type of relations is as follows:

RELATED ASSOCIATED ITEMS OTHERS TOTAL COMPANIES COMPANIES Banking institutions - - 35 198 35 198 Account assets in banking institutions - - 13 813 13 813 Loans to banking institutions - - 21 455 21 455 Provisions on the correspondents - - (63) (63) Debts linked to assets and loans granted to - - (7) (7) banking institutions Financial institutions - 2 983 131 648 134 631 Account assets on financial institutions - 2 983 5 340 8 323 Loans to financial institutions - - 125 394 125 394 Related credits on loans to financial institutions - - 914 914 TOTAL - 2 983 166 846 169 829

Debts due on banking and financial institutions are not eligible for refunding on the part of the TCB. Debts due on banking and financial institutions are not materialized in bonds issued on the inter-banking market. Note 1.3: Credits to customers

The comparative evolution of credits to customers between 2016 and 2015 is as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Customers’ debit accounts (1) 948 202 932 547 15 655 2%

Other contributions to customers on ordinary resources (2) 4 329 341 4 451 349 (122 008) (3%)

Credits on special resources (3) 616 142 587 567 28 575 5% TOTAL 5 893 685 5 971 463 (77 778) (1%)

(1) As of December 31, 2016, debtor accounts are presented as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Customers’ debit accounts 927 703 913 925 13 778 2% Related debts/customers’ debit accounts 20 499 18 622 1 877 10% TOTAL 948 202 932 547 15 655 2%

(2) )Other loans to customers on regular resources are divided into:

Annual report Amen BANK 2016 I 56 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Other contributions to customers in dinars 3 957 566 4 114 148 (156 582) (4%) Other contributions to customers in foreign 371 775 337 201 34 574 10% TOTAL 4 329 341 4 451 349 (122 008) (3%)

As of December 31 , 2016 customer’s pending debts eligible for refinancing was estimated at 241 millions dinars against 262 million dinars on 31 December 2015.

(3 )Credits on special resources consist of:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Debts on budget resources 23 540 15 684 7 856 50% Debts on external resources 592 602 571 883 20 719 4% TOTAL 616 142 587 567 28 575 0%

We note that the bank faces counterpart risks only in the case of credits charged against external resources.

(4) The net movements of questionable loans to customers and of the corresponding provisions are detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Classified debts gross amount 1 144 335 1 101 619 42 716 4% Provisions on 31/12/N-1 384 432 377 763 6 669 2% Fiscal year’s endowments 79 219 68 213 11 005 16% Resumption of fiscal year (16 222) (13 936) (2 286) 16% Resumption of provisions on cancelled or (34 948) (47 608) 12 660 (27%) transferred debts Provision on 31/12/N 412 481 384 432 28 048 7% Additional Provisions (Cir 2013- 21) 118 003 105 286 12 717 12% NET TOTAL OF DEBT 613 851 611 901 1 950 0%

(5) The amount of debts on customers at the end of the fiscal year for which corresponding revenues are included in the fiscal year’s products only when commitments are reduced after actual payment are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Gross amount of classified debt 1 144 335 1 101 619 42 716 4% Gross amount of non-classified debts 10 981 35 810 (24 829) (69%) Gross amount of tourism non-classified debts 381 015 355 874 25 141 7% Reserves bank charges on 31/12/N-1 (212 183) (179 668) (32 515) 18% Endowment to reserved bank charges (44 791) (47 980) 3 189 (7%) Endowment to reserved bank charges on tourism debts (19 464) (15 484) (3 980) 26% Recovery of reserved premia on tourism debts 414 - 414 100% Resumption of reserved bank charges from the Fiscal Year 16 793 5 917 10 876 184% Resumption of reserved bank charges on cancelled or 18 811 25 032 (6 221) (25%) transferred debts TOTAL OF RESERVED BANK CHARGES ON 31/12/N (240 420) (212 183) (28 237) (13%)

(6) The distribution of customers’ balance and off-balance commitments at the end of the fiscal year according to their classification is as follows:

Annual report Amen BANK 2016 I 57 DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Classified commitments C0 and C1 6 284 006 6 171 873 112 133 1,8% Classified commitments C2, C3, C4 and C5 (a) 1 144 335 1 101 619 42 716 3,9% Total commitments (b) 7 428 341 7 273 492 154 849 2,1% Reserved bank charges assigned to classified commitments (203 124) (193 235) (9 889) 5,1% Provisions allocated to engagements by signature (1 703) (1 311) (392) 29,9% Provisions assigned to classified commitments (410 778) (383 121) (27 657) 7,2% Additional provisions (Cir 2013- 21) (118 003) (105 286) (12 717) 12,1% Total provisions and reserved bank charges (c) (733 608) (682 953) (50 655) 7,4% Coverage rate of classified commitments (c/a) 64,11% 62,00% 2,11% 3,4% Coverage rate of classified commitments off reserved bank charges 56,36% 53.91% 2,45% 4,5% Rate of classified commitments (a/b) 15,40% 15.15% 0,26% 1,7% Reserved bank charges assigned to current commitments (Cir 2011- 04) (1 717) (1 747) 30 (1,7%) Reserved bank charges assigned to non-classified commitments (1 045) (1 717) 672 (39,1%) Current reserved bank charges on the tourism sector (34 534) (15 484 ) (19 050) 123,0% Collective provisions assigned to current engagements (Cir 2012- 02) (62 800) (52 951) (9 849) 18,6% Total provisions and reserved bank charges assigned to current (100 096) (71 899) (28 197) 39,2% commitments General total of provisions and reserved bank charges(d) (833 704) (754 852) (78 852) 10,4% COVERAGE RATE OF ALL COMMITMENTS (D/B) 11,22% 10,38% 0,84%

The stock of provisions other than those assigned to commitments by signature and interest reserve were all presented as a deduction under the section (2) and are as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Provisions on debts (AC 03) 591 581 541 358 50 223 9% Provisions on classified debts 410 778 383 121 27 657 7% Collective provisions 62 800 52 951 9 849 19% Additional provisions (Circular 2013-21) 118 003 105 286 12 717 12% Provisions on engagements by signature 1 703 1 311 392 30% Provisions on commitments by signature 1 703 1 311 392 30% Total provision on debts 593 284 542 669 50 615 9% Reserved bank charges assigned to classified commitments 203 124 193 235 9 889 5%

Interest reserve assigned to commitments not classified 1 045 1 717 (672) (39%) Reserved bank charges assigned to current commitments 1 717 1 747 (30) (Cir 2011- 04 et 2012- 02) (2%) Reserved bank charges assigned to commitments taken by the 34 534 15 848 19 050 123% tourism sector

Total reserved bank charges 240 420 212 183 28 237 13%

GENERAL TOTAL OF PROVISIONS AND BANK CHARGES 833 704 754 852 78 852 10%

Annual report Amen BANK 2016 I 58 (7) The distribution of the entire liabilities portfolio of the bank as of December 31, 2016by risk class and by type of commitment is as follows:

CLASS/NATURE COMMITMENTS CLASS 0 CLASS 1 CLASS 2 CLASS 3 CLASS 4 CLASS 5 TOTAL Overdraft 372 154 166 886 17 108 11 696 323 270 46 290 937 404 Discounts 209 343 93 847 5 316 1 995 9 926 2 001 322 426 Short-term credits 546 884 605 689 23 462 2 683 131 509 8 947 1 319 174 Average long-term credits 2 651 717 1 063 214 25 811 33 493 481 624 12 425 4 268 284 Commitments by signature 506 308 67 965 3 976 319 2 484 - 581 052 TOTAL 4 286 406 1 997 601 75 673 50 186 948 813 69 663 7 428 342 Including outstanding payments 333 179 383 10 068 6 742 314 988 25 686 537 200

(8) The breakdown by sector of credits granted in the form of disbursements and commitments by signature is as follows at December 31, 2015:

2016 % 2015 % Business sector I-AGRICULTURE 126 458 1,70% 128 449 1,77% II- INDUSTRY 1 603 127 21,58% 1 618 532 22,25% Mining 24 839 0,33% 24 149 0,33% Energy 33 504 0,45% 32 198 0,44% Agri-food industry 261 161 3,52% 266 448 3,66% Construction materials 308 835 4,16% 315 835 4,34% Mechanical and electrical industries 279 394 3,76% 289 215 3,98% Chemical and rubber industries 223 918 3,01% 222 175 3,05% Textile 31 919 0,43% 30 112 0,41% Clothing and leather industries 61 581 0,83% 61 950 0,85% Wood, cork and furniture 41 551 0,56% 39 403 0,54% Paper, printing and various industries 174 989 2,36% 171 645 2,36% Building and public works 161 436 2,17% 165 402 2,27% III- SERVICES 5 698 757 76,72% 5 526 511 75,98% Transport & Telecommunications 406 522 5,47% 423 081 5,82% Tourism 703 989 9,48% 661 171 9,09% Agro-food trade 116 106 1,56% 97 084 1,33% Commerce of construction materials 125 077 1,68% 132 248 1,82% Hardware and related items commerce 271 303 3,65% 229 218 3,15% Commerce of leather and clothing 77 038 1,04% 70 954 0,98% Various trade activities 420 636 5,66% 427 146 5,87% Healthcare 212 033 2,85% 200 906 2,76% Finance 318 184 4,28% 246 770 3,39% Leisure and entertainment 54 779 0,74% 55 743 0,77% Individuals 1 728 424 23,27% 1 682 993 23,14% Real estate promotion 1 097 458 14,77% 1 145 236 15,75% Miscellaneous 167 208 2,25% 153 961 2,12% TOTAL 7 428 342 100% 7 273 492 100%

Commitments (excluding those made to the public sector) related to the ten first business holdings represent 13% of the bank’s total commitments as of December 31, 2016.

Annual report Amen BANK 2016 I 59 (9) The distribution, according to residual period, of customers credits net of provision and interest reserve is as follows:

MORE THAN 3 MONTHS MORE THAN 1 YEAR MORE DESCRIPTION <= 3 MONTHS AND LESS THAN ONE AND LESS THAN 5 THAN 5 TOTAL YEAR YEARS YEARS Customers’ debited accounts 927 703 - - - 927 703

Other contributions to customers 678 075 995 194 2 034 732 621 340 4 329 341 on ordinary resources

Credits on special resources 48 977 80 867 344 216 142 082 616 142

TOTAL 1 654 755 1 076 061 2 378 948 763 422 5 873 186

(10) The breakdown by nature of the relationship of customer loans is as follows:

RELATED ASSOCIATED DESCRIPTION OTHERS TOTAL COMPANIES COMPANIES Customers’ debit accounts - 529 927 174 927 703

Other contributions to customers on ordinary resources - 39 660 4 289 681 4 329 341

Credits on special resources - - 616 142 616 142

TOTAL - 40 189 5 832 997 5 873 186

Note 1.4: Commercial Security Portfolio

On December 31, 2016, this item showed a balance of 599 200KTD versus 905 996KTD on December 31, 2015 as detailed in the following table:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Transaction securities 53 650 13 920 39 730 285% Treasury bonds 53 650 13 920 39 730 285% Placement securities 545 550 892 076 (346 526) (39%) Fixed revenue securities 528 141 878 341 (350 200) (40%) Treasury bonds 306 856 670 402 (363 526) (54%) Related debts 9 502 22 883 (13 381) (58%) Bond Loans 204 306 178 864 25 442 14% Related debts 7 477 6 192 1 285 21% Variable income securities 17 407 13 735 3 672 27% Shares 19 324 15 655 3 669 23% Provisions for latent share depreciation (1 917) (1 920) 3 (0%)

TOTAL 599 200 905 996 (306 796) (34%)

No transfer of bonds and securities was made in 2016 between transaction securities and placement bonds. However, a BTA stock amounting to 565,110 KTD was reclassified to the investment securities portfolio.

On December 31,2016, the unrealized gain on listed shares and securities of investments amounted to 69 KDT versus 621 KTD on December 31, 2015.

Annual report Amen BANK 2016 I 60 The breakdown of transactions and investments securities by nature of the issuer is detailed follows:

PUBLIC RELATED ASSOCIATED DESCRIPTION OTHERS TOTAL INSTITUTIONS COMPANIES COMPANIES Transaction securities 53 650 - - - 53 650 Treasury bonds 53 650 - - - 53 650 Investment securities 455 385 - 14 369 75 796 545 550 Fixed rate securities 455 385 - 14 369 58 389 528 143 Treasury bonds 316 358 - - - 316 358 Bond loans 139 027 - 14 369 58 389 211 785 Securities with variable revenues - - - 17 407 17 407 Shares - - - 17 407 17 407 TOTAL 509 035 - 14 369 75 796 599 200

Provisions movements on shares were as follows in 2016 compared to 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Gross amount of placement securities with variable revenues 19 324 15 655 3 669 23%

Provision on 31/12/N-1 (1 920) (727) (1 193) 164%

Financial year’s endowment (460) (1 376) 916 (67%)

Recovery of provisions 463 183 281 154% Provision on 31/12/N (1 917) (1 920) 3 (0%) NET TOTAL OF PLACEMENT SECURITIES 17 407 13 735 3 672 27%

Note 1-5: Investment security portfolio

The Investment security portfolio amounted on December 31, 2016to 1 193 230 KTD versus 570 774 KTD on December 31, 2015. The portfolio is broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Investment securities (1) 893 808 304 807 589 001 193% Participation securities (2) 96 081 72 426 23 655 33% Shares in associated companies (3) 135 065 121 507 13 558 11% Shares in related companies (4) 36 640 32 759 3 882 12% Shares with retrocession conventions (5) 31 636 39 275 (7 640) (19%)

TOTAL 1 193 230 570 774 622 456 109%

Annual report Amen BANK 2016 I 61 On December 31, 2016, the latent added value on listed shares and on investment securities amounted to 96 KTD. The table showing movements of the investments securities portfolio is the following:

DESCRIPTION WITH TOTAL MANAGED SHARES IN SECURITIES SECURITIES SECURITIES SECURITIES COMPANIES COMPANIES OFF-BUDGET ASSOCIATED ASSOCIATED INVESTMENT INVESTMENT CONVENTION PARTICIPATING PARTICIPATING PARTICIPATION PARTICIPATION RETROCESSION BUDGET MANAGED SHARES IN RELATED SHARES IN RELATED

Gross value on 12/31/2015 33 893 269 015 5 510 83 211 124 862 40 997 40 045 597 533 Remaining amount to release - - - (995) (556) (7 500) - (9 051) Associated debts 1 197 2 000 - - 84 - 2 918 6 199 Provision (300) (6 508) - (9 790) (2 883) (738) (3 688) (23 908) Net total on 12/31/2015 34 790 264 507 5 510 72 426 121 507 32 759 39 275 570 774 Acquisitions/reclassifications 602 030 44 850 - 24 911 13 259 - 1 600 686 650 2016 Property transfer 2016 (34 178) (48 043) - (26) - - (5 411) (87 658) Gross value on 12/31/2016 601 745 265 822 5 510 110 849 135 368 40 997 36 235 1 196 526 Remaining amount to release - - - (1 425) - (3 750) (1 200) (6 375) Associated debts 22 572 8 222 - - - - 17 30 811 Endowments - (4 128) - (1 228) (107) - (128) (5 591) Recovery - 872 - 359 2 132 400 1 765 Provision (300) (9 763) - (13 343) (303) (607) (3 416) (27 732) TOTAL 624 017 264 281 5 510 96 081 135 065 36 640 31 636 1 193 230

(1) Investment securities

This sub-item is detailed as follows on December 31, 2016 and on December 31, 2015

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Treasury bonds 623 448 33 949 589 499 1 736% Treasury bonds 600 920 32 790 568 130 1 733% Related debts 22 528 1 159 21 369 1 844% Obligations 569 841 (272) (32%) Gross obligations 825 1 103 (278) (25%) Provisions on obligations (300) (300) - 0% Related debts 44 38 6 16% Managed funds 264 281 264 507 (226) (0%) Gross pending amount on managed funds 265 823 269 015 (3 192) (1%) Provisions on managed funds (9 764) (6 508) (3 256) 50% Related debts 8 222 2 000 6 222 311% Participatory Securities 5 510 5 510 - 0% Gross amount of participatory securities 5 510 5 510 - 0%

TOTAL 893 808 304 807 589 001 193%

Annual report Amen BANK 2016 I 62 (2) Participation securities

This sub-item is detailed as follows on December 31, 2016 and on December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Participation securities 110 849 83 211 27 638 33% Provision on participation securities (13 343) (9 790) (3 553) 36% Amount still to be paid on securities holdings (1 425) (995) (430) 43% TOTAL 96 081 72 426 23 655 33%

Details of equity securities are as follows:

PROVISION PROVISION SECURITY SHARE % 31.12.2016 31.12.2015 31.12.2016 31.12.2015 Listed securities 16 223 (2 723) 11 002 (2 723) PGH 0,43% 5 093 - 5 093 - SYPHAX AIRLINES 3,59% 2 000 (2000) 2000 (2 000) HANNIBAL LEASE 3,50% 2 001 - 1957 - MIP 4,71% 973 (723) 973 (723) TAWASOL GROUP HOLDING 0,49% 701 - 727 - EURO-CYCLES 0,98% 1 000 - 252 - UADH (*) 1,58% 4 455 -- - - Non listed securities 94 626 (10 620) 72 209 (7 067) Tunisie SICAV 1,75% 10 380 (1) 10 002 (1) BATAM 13,71% 5 490 (5 490) 5490 (5490) FCPR AMEN CAPITAL 100,00% 5 000 (395) 5000 - FCPR AMEC CAPITAL 2 68,80% 6 880 - 6880 - FCPR FONDS DE DEVELOPPEMENT REGIONAL 12,50% 5 000 (197) 5000 - STE PRIVEE HOPITAL EL AMEN 4,50% 1 080 - 1080 - FIDELITY OBLIGATIONS SICAV 5,27% 26 256 (156) 13256 - FCPR TUNINVEST CROISSANCE 18,75% 3 000 - 3000 - FCPR SWING 18,60% 4 000 (202) 2000 - FCPR MAXULA ESPOIR 12,86% 1 500 - 1500 - ALTERMED APEF 7,38% 2 064 - 1980 (250)

UNION DE FACTORING 9,24% 1 387 - 1387 -

FCP SICAV MAC EPARGNANT 11,47% 1 183 - 1135 - FCPR TUNISIAN DEVELOPMENT 66,67% 1 003 (102) 1003 (25)

PHENICIA SEED FUND 10,07% 848 (366) 848 (190)

FINACORP OBLIGATION SICAV 14,87% 1 000 - 1000 - SOCIETE TUNIS CENTER 9,38% 938 - 938 - LA MARINE HAMMAMET SUD 3,59% 700 (338) 700 (346) COMPAGNIE TUNE ASSURANCE DU 3.22% 689 - 689 - COMMERCE EXTERIEUR COTUNACE FCP MAC CROISSANCE 23,49% 1 445 (18) 1100 (24)

Annual report Amen BANK 2016 I 63 LA MAISON DES BANQUES 7,16% 588 (215) 588 (234) FCP CAPITALISATION EN GUARANTIE 1,25% 500 - 500 - FCP SMART EQYUITY 2 0,00% 500 - 500 (27)

FCPR VALEUR DEVELOPPEMENT 16,67% 500 (29) 500 (26)

TAYSIR MICRO FINANCES 16,67% 1 167 - 833 - ADVANS TUNISIE 6,85% 446 - 446 - SOCIETE INTER-BANK SERVICE 3,10% 400 (212) 400 (190) STEG ENERGIES RENOUVELABLES 8,00% 100 (24) 100 (73) CLINIQUE EL AMEN GAFSA 6.29% 275 - 275 - CLINIQUE EL AMEN BEJA 5,38% 525 - 525 - SOCIETE DEVELOPPEMENT EXPOR. Z FRANCHE 5,02% 300 - 300 - ZARZIS MICROCRED TUNISIE SA 10,00% 1 200 - 800 - SOCIETE MONETIQUE TUNISIE 10,37% 280 - 280 - SIBTEL 6,75% 236 - 236 - MAXULA D’INVESTISSEMENT SICAV 1,93% 200 - 200 - SOCIETE TUNISIENNE DE GARANTIE 5,00% 150 - 150 - TUNISIE CLEARING 3,33% 185 - 157 - FCP MAC EQUILIBRE 27,66% 874 - 835 - SOCIETE TOURISTIQUE ET HOTELIERE DE - 193 - 193 - DJERBA SOCIETE INVESTISSEMENT NORD OUEST 0,21% 100 (25) 100 (19) S.O.D.I.N.O SAGES 15,10% 76 (76) 76 (76) El Khir (**) 31,64% 2 753 (2 685) - - FCP Mac Horizon 2022 - 1 000 - - - FCP Institutional values - 2 000 - - - FCP Mac El Houda - 113 (1) - - OTHERS - 122 (88) 227 (90)

110 849 (13 343) 83 211 (9 790)

(*) UADH share was reclassified from the Placements Securities to the Participations Securities Portfolio on December 31, 2016 (**) Shares in associated companies

(3) Shares in associated companies

This sub-item is detailed as follows on December 31, 2016 and on December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Shares in associated companies 135 368 124 862 10 506 8% Remaining amount to release on shares in associated companies - (556) 556 (100%) Related debts - 84 (84) (100%) Provisions on shares in associated companies (303) (2 883) 2 580 (89%) TOTAL 135 065 121 507 13 558 11%

The detail of shares in associated companies, whether listed or not, is as follows:

Annual report Amen BANK 2016 I 64 PROVISION PROVISION SECURITY SHARE % 31.12.2016 31.12.2015 31.12.2016 31.12.2015 Listed securities 63 814 - 63,814 - ENNAKEL 8,87% 32 341 - 32 341 - TUNISIE LEASING 32,48% 31 473 - 31 473 - Non Listed Securities 71 554 (303) 61 048 (2883) MAGHREB LEASING ALGERIE «MLA» 42,61% 30 415 - 30 415 - TLG Finance 22,06% 9 329 - 9330 - AMEN SANTE 16,00% 7 480 - 7480 - CLINIQUE EL AMEN NABEUL 28,79% 4 533 - 2925 - SOCIETE EL KHIR(**) - - - 2 753 (2685) CLINIQUE EL AMEN BIZERTE 28% 4 536 - 2400 - SOCIETE EL IMRANE 30,00% 2 100 - 2100 - HAYETT 25,00% 3 012 - 1013 - SOCIETE KAWARES 29,36% 969 - 969 - SOCIETE AMEN INVEST 36,90% 494 - 494 - SOCIETE TUNISYS 29,85% 448 - 448 - SUNAGRI 27,00% 216 (216) 216 (109) TUNINVEST INTER SICAR 30,00% 150 - 150 - SICAV AMEN 0,12% 146 (87) 146 (89) TUNINVEST INNOVATION SICAR 27,27% 136 - 136 - SOCIETE AMEN PREMIERE 0,04% 2 074 - 74 - ASSURANCE COMAR COTE D’IVOIRE 30,00% 5 516 - - - TOTAL 135 368 (303) 124 862 (2 883)

(**) El Khir security was reclassified from Shares in associated companies to Participation Securities on December 31, 2016

(4) Shares in related companies

This sub-item is detailed as follows on December 31, 2016 and on December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Shares in related companies 40 997 40 997 - 0%

Remaining amount to release on shares in associated companies (3 750) (7 500) 3 750 (50%)

Provisions on shares in related companies (607) (738) 131 (18%) TOTAL 36 640 32 759 3 881 12%

The detail of shares in related companies is as follows:

PROVISION PROVISION SECURITY SHARES HELD % 31.12.2016 31.12.2015 31.12.2016 31.12.2015 AMEN FINANCE COMPANY 30,00% 30 000 - 30000 - SOCIETE AMEN PROJECT 53,01% 4 790 - 4790 - SOGEREC 75,74% 3 402 (607) 3402 (738) SICAR AMEN 88,20% 2 205 - 2205 - SOCIETE LE RECOUVREMENT 99,88% 300 - 300 - AMEN CAPITAL 51,00% 300 - 300 - 40 997 (607) 40997 (738)

Annual report Amen BANK 2016 I 65 (5) Retrocession securities

This sub-item is detailed as follows on December 31, 2016 and on December 31, 2015: DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Participation with a retrocession convention 36 235 40 046 (3 811) (10%) Remaining amount to release on participation with (1 200) - (1 200) 100% retrocession convention Related debts 17 2 917 (2 900) (99%) Provisions on participation with retrocession convention (3 416) (3 688) 272 (7%)

TOTAL 31 636 39 275 (7 639) (19%)

Information about the bank’s subsidiaries are as follows:

NET PARTICIPATION EQUITIES SUBSIDIARY ADDRESS ACTIVITY RESULT HELD (%) 2016 2016 Sicar Amen Amen Bank SICAR 88,20% 12 717 2 456 Le Recouvrement Amen Bank Debt Collection Company 99,88% 2 858 131

Amen Project Amen Bank Investment Company 53,01% 10 389 257

124 Avenue de la liberté,1002 SOGEREC Debt Collection Company 75.74% 3 691 174 Tunis Belvédère 124 Avenue de la liberté,1002 Fund management Amen Capital 51,00% 915 138 Tunis Belvédère company Amen Finance Company Amen Bank Investment Company 30,00% 91 709 4 027 124 Avenue de la liberté,1002 Fund Management Amen Corporate Finance 0,00% 4 17 Tunis Belvédère Company

Note 1.6: Capital Assets

The balance of capital assets showed on December 31, 2016 a net balance of120 854 KTD versus an amount of 117 566 KTD on December 31, 2015 detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Intangibles assets 841 1 621 (780) (48%) Intangibles assets 8 351 8 351 - 0% Depreciation on intangibles assets (7 326) (6 546) (780) 12% Provision on intangibles assets (184) (184) - 0% Tangibles assets 116 442 111 577 4 865 4% Tangibles assets 175 517 165 623 9 894 6% Depreciation on tangibles assets (59 075) (54 046) (5 029) 9% Pending fixed assets 3 571 4 368 (797) (18%) Pending fixed assets 3 571 4 368 (797) 18% TOTAL 120 854 117 566 3 288 3%

No guarantee or security is granted to third parties on any of the bank’s capital assets.

Capital assets held by the bank and ready to be sold totaled at the end December 2016 the amount of 22 251 KDT.

The flows of fixed assets movements, including acquisitions and disposals, are as follows:

Annual report Amen BANK 2016 I 66 ACCUM DEPR ACCUM GROSS NET ACQUI- DISPOSAL/ DEPR OUTPUT DEPR ITEMS 31/12/2015 VALUE ON DOT VALUE ON SITION OUTPUT FIXED 31/12/2016 31/12/2016 31/12/2015 ASSETS 31/12/2016 1) Intangible fixed assets 8 351 - - 8 351 (6 730) (780) (7 510) 841 * Business good 184 - - 184 (184) - - (184) - * Software 7 202 - - 7 202 (5 919) (740) - (6 659) 543 * Right for lease 965 - - 965 (627) (40) - (667) 298 * Other intangible fixed ------assets 2) Tangible fixed assets 165 819 13 467 (3 572) 175 714 (54 245) (6 150) 1 122 (59 273 116 441 Operation fixed assets 92 097 6 632 (271) 98 458 (27 582) (3 040) 231 (30 391) 68 067 * Operation lands 3 710 - - 3 710 3 710 * Buildings 64 437 4 570 (58) 68 949 (12 496) (1 504) 18 (13 982) 54 967 * Building development 23 950 2 062 (213) 25 799 (15 086) (1 536) 213 (16 409) 9 390 Unexploited fixed assets 39 988 3 756 2 289 41 455 (3 787) (191) - (3 978) 37 477 * Unused lands - - - - * Buildings 39 988 3 756 (2 289) 41 455 (3 787) (191) - (3 978) 37 477 Office furniture and 6 596 395 (136) 6 855 (4 085) (557) 112 (4 530) 2 325 equipment Transport equipment 3 830 1 372 (702) 4 500 (1 757) (738) 605 (1 890) 2 610 Computer equipment 9 429 379 (157) 9 651 (6 985) (764) 157 (7 592) 2 059 ATM machines 6 356 241 - 6 597 (4 755) (334) - (5 088) 1 509 Safes 2 344 - (17) 2 327 (1 420) (137) 17 (1 541) 786 Others 5 179 692 - 5 871 (3 874) (389) - (4 263) 1 608 3) Pending fixed assets 4 368 6 034 (6 830) 3 572 - - - - 3 572 Pending tangible fixed 3 977 786 (2 233) 2 530 2 530 assets Pending intangible fixed 391 5 248 (4 597) 1 042 1 042 assets TOTAL 178 538 19 501 (10 402) 187 637 (60 975) (6 930) 1 122 (66 783) 120 854 Note 1.7 : Other assets

On December 31, 2016, other assets amounted to 158 398KTD versus an amount of 72 601KTD broken down as follows:

DESCRIPTION 31.12.2015 31.12.2016 VARIATION % Suspense and equalization accounts 75 205 (5 987) 81 192 (1 356% ) Suspense accounts 81 926 14 739 67 187 456% 13Suspense accounts of the trading room 70 759 (3) 70 762 (2 181 327%) Compensation suspense accounts 8 842 13 148 (4 306) (33%) Other suspense accounts 2 325 1 594 731 46% Equalization accounts (6 721) (20 726) 14 005 (68%) Others 83 193 78 588 4 605 6% Material stocks, equipment and stamps 289 310 (21) (7%) State, fiscal charges and taxes 3 925 5 645 (1 720) 30% Family allowances 197 289 (92) (32%) Deposits and guarantees 117 117 - 0% Operations with the staff 64 159 58 954 5 205 9% Various debtors 11 330 9 729 1 601 16% Credits on the state 1 154 1 360 (206) (15%) Others 2 022 2 184 (162) (7%) 158 398 72 601 85 797 (118%)

Annual report Amen BANK 2016 I 67 The net movements in provisions on accounts of section AC7 are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Suspense and equalization accounts (16 559) (19 944) 3 385 (17%) Suspense accounts of the trading room (7 331) (9 331) 2 000 (21%) Compensation suspense accounts (7 782) (9 122) 1 340 (15%) Other suspense accounts (1 446) (1 491) 45 (3%) Other accounts of the AC Article (19 417) (19 666) 249 (1%) Operations with the staff (751) (801) 50 (6%) Various debtors (3 298) (3 489) 191 (5%) Provisions on other accounts (15 368) (15 376) 8 0% TOTAL OTHER ASSETS (35 976) (39 610) 3 634 (9%)

Movements of provisions on the AC7 Article accounts are as follows:

DESCRIPTION 31.12.2015 ENDOWMENT RECOVERY 31.12.2016 Suspense and equalization accounts (19 944) (7) 3 391 (16 558) Suspense accounts of the trading room (9 331) - 2 000 (7 331) Compensation suspense accounts (9 122) (1) 1 341 (7 782) Other suspense accounts (1 491) (6) 50 (1 445) Other accounts of the AC Article (19 666) (9) 255 (19 418) Operations with the staff (801) - 49 (752) Various debtors (3 489) (9) 199 (3 298) Provisions on other accounts (15 376) - 7 (15 368) TOTAL OTHER ASSETS (39 610) (16) 3 646 (35 976)

2- Explanatory notes on liabilities balance Note 2.1: Central Bank of Tunisia and CCP

The balance of this corresponds to debts vis-à-vis the Central Bank of Tunisia. As of December 31, 2016, this section showed a balance of 818 196 KDT thus registering an increase of 318 002KDT compared to December 31,2015.

DESCRIPTION 31/12/2016 31/12/2016 VARIATION % Debit accounts at the CBT 40 733 17 40 716 239 506% Debts associated with loans from the CBT 463 177 286 162% Loans from the CBT Dinars 777 000 500 000 277 000 55% TOTAL 818 196 500 194 318 002 64% Note 2.2: Deposits and assets of banking and financial institutions

The balance of banking and financial institutions” deposits and assets amounted to468 866 KDT on December 31, 2016 versus509 230 KDT on December 31,2015;they are broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Deposits and assets of the banking institutions 463 754 490 658 (26 904) (5%) Deposits and assets of the financial institutions 5 112 18 572 (13 460) (72%)%

TOTAL 468 866 509 230 (40 364) (8%)

Deposits and assets of banking institutions are as follows:

Annual report Amen BANK 2016 I 68 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Assets of banking institutions 61 044 10 837 50 207 463% Loans from banking institutions 402 710 479 821 (77 111) (16%) Deposits and assets from banking institutions 463 754 490 658 (26 904) (5%)

The breakdown of deposits and assets of banking and financial institutions as per their residual maturity is as follows:

MORE THAN MORE THAN 3 MONTHS 1 YEAR AND MORE THAN DESCRIPTION > 3 MONTHS TOTAL AND LESS LESS THAN 5 5 YEARS THAN 1 YEAR YEARS Banking institutions 377 828 85 926 - - 463 754 Assets in accounts at bank institutions 61 044 - - - 61 044 Loans to bank institutions in dinars 52 000 - - - 52 000 Loans to bank institutions in foreign currency 264 387 85 926 - - 350 313 Debts related to loans to bank institutions 397 - - - 397 Financial institutions 5 112 - - - 5 112 Assets in accounts in financial institutions 5 112 - - - 5 112 TOTAL 382 940 85 926 - - 468 866

The breakdown of deposits and assets of banking and financial institutions as per their relationships is as follows:

RELATED ASSOCIATED DESCRIPTION OTHER TOTAL COMPANIES COMPANIES Deposits and assets of banking institutions - - 463 754 463 754 Deposits and assets of financial institutions - 908 4 204 4 204 DEPOSITS AND ASSETS FROM BANKING - 908 467 958 467 958 INSTITUTIONS

All debts from banks and other financial institutions are not materialized by interbank market securities. Note 2.3: Customer’ deposits and assets

Customers’ deposits and assets registered on December 31, 2016 a net balance of 5,116.938 KTD against a balance of 5,142.391KTD on December 31, 2015 derailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Sight deposits 1 368 357 1 368 092 18 265 1% Customers’ other deposits and estates 3 730 581 3 774 299 (43 718) (1%) Savings 1 284 653 1 136 508 148 146 13% Term deposits 2 334 150 2 522 267 (188 117) (7%) Term deposits in dinars 1 935 209 2 219 451 (284 242) (13%) Debts related to term deposits in dinars 11 205 5 380 5 824 108% Term deposits in foreign currency 385 979 296 986 88 993 30% Debts related to term deposits in hard currency 1 757 450 1 307 291% Other amounts due to customers 111 778 115 524 (3 746) (3%)

TOTAL 5 116 938 5 142 391 (25 453) (0%)

The breakdown of customers’ deposits and deposits by maturity is as follows:

Annual report Amen BANK 2016 I 69 MORE THAN 3 MORE THAN 1 MONTHS AND MORE THAN 5 YEAR AND LESS TOTAL <= 3 LESS THAN 1 YEARS DESCRIPTION THAN 5 YEARS MONTHS YEAR Sight deposits 1 386 357 - - - 1 386 357 Savings 1 284 653 - - - 1 284 653 Term deposits 1 935 209 20 016 8 820 - 1 935 209 Other amounts due to customers 111 778 - - - 111 778 Related debts 192 750 195 348 10 843 - 398 941 TOTAL 4 881 911 215 364 19 663 - 5 116 938

The breakdown of deposits and customer assets by nature of the relationship is as follows:

RELATED ASSOCIATED SECTIONS OTHERS TOTAL COMPANIES COMPANIES Sight deposits 2 523 16 397 1 367 437 1 386 357 Savings - - 1 284 653 1 284 653 Term deposits 11 500 86 720 1 836 989 1 935 209 Other amounts due to customers - 111 778 111 778 Related debts - - 398 941 398 941 14 023 103 117 4 999 798 5 116 938

Note 2.4: Loans and special resources

On December 31, 2016, the balance of this item amounted to 914 432 KTD versus 911 881 KTD on December 31, 2015, detailed below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Materialized loans 292 141 257 038 35 103 14% Special resources 622 291 654 843 (32 552) (5%) TOTAL 914 432 911 88 2 551 0%

The balance of materialized loans was subdivided as follows on December 31, 2016 and a year before:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Materialized loans 285 443 249 474 35 969 14% Debts related to materialized loans 6 698 7 564 (866) (11%) TOTAL 292 141 257 038 35 103 14%

The table of the materialized loans movements December 31, 2016 is as follows

Annual report Amen BANK 2016 I 70 OUTSTANDING OUTSTANDING INITIAL EMISSION REFUND/ LOANS RATE DUE DATE ON DECEMBER ON DECEMBER CAPITAL DATE EMISSIONS 2015 31, 2016 Bond Loan Amen 40 000 8 000 (4 000) 4 000 Bank

AMEN BANK 2006 40 000 TMM+1% 01/01/2005 29/01/2017 8 000 (4 000) 4 000

Subordinate loans 410 000 237 974 40 469 278 443

AMEN BANK 2008(1) 20 000 7% 01/05/2008 21/05/2023 10 666 (1 333) 9 333

AMEN BANK 2008(2) 20 000 7% 01/05/2008 21/05/2028 13 000 (1 000) 12 000

AMEN BANK 2009(1) 30 000 5% 30/09/2009 30/09/2024 17 994 (4 002) 13 992

AMEN BANK 2009(2) 30 000 TMM+0,85% 30/09/2009 30/09/2024 17 994 (0) 17 994

AMEN BANK 2010 80 000 TMM+0,85% 01/08/2010 31/08/2025 53 320 (5 336) 47 984

AMEN BANK 2011 40 500 6% 26/09/2011 25/09/2021 24 300 (4 050) 20 250 (1) AMEN BANK 2011 9 500 TMM+1% 27/09/2011 25/09/2021 5 700 (950) 4 750 ( 2)

AMEN BANK 2012 (1) 40 000 TMM+1,3% 26/09/2012 17/09/2022 28 000 (4 000) 24 000

AMEN BANK 2012 10 000 6,25% 27/09/2012 17/09/2022 7 000 (1 000) 6 000 (2) AMEN BANK 2014 A 38 800 7,35% 28/02/2015 27/02/2022 38 800 (7 760) 31 040 fixed categories AMEN BANK 2014 B 500 7,45% 28/02/2015 27/02/2022 500 20 200 20 700 fixed categories AMEN BANK 2014 20 700 TMM+1,9% 28/02/2015 27/02/2022 20 700 (20 300) 400 Variable Categories AMEN BANK 2016 46 655 7,45% 21/09/2016 21/11/2021 - 46 655 46 655 Categories A AMEN BAN 2016 23 345 7,50% 21/09/2016 21/11/2023 - 23 345 23 345 Categories B Loans by private 5000 3 500 (500) 3 000 agreement Loans by private 5 000 TMM+2% 3 500 (500) 3 000 agreement TOTAL 455 000 249 474 35 969 285 443

The balance of special resources is subdivided as follows on December 31, 2016, and December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Budget resources 6 500 6 404 96 1% External resources 615 791 648 439 (32 648) (5%) TOTAL 622 291 654 846 (32 552) (5%)

The breakdown of external resources by line excluding related debts is as follows:

31.12.2016 31.12.2015 VARIATION % External lines in dinars 579 743 611 311 (31 568) (5%) BIRD Line 795 795 - 0% Italian Line 9 757 12 650 (2 893) (23%) «FOCR ED»S German Line 36 77 (41) (53%) Line CFD (UPGRADE) 17 081 16 958 123 1%

Annual report Amen BANK 2016 I 71 Line CFD financial restructuring 7 174 8 958 (1 784) (20%) Line WORLD FOR BANK FINAN. MICROS AND SMEs 7 227 8 000 (773) (10%) SPANISH line (BCT 2002/7) 3 008 3 754 (746) (20%) Line AFD HOTEL 46 478 52 028 (5 550) (11%) Line EIB INVESTMENT 407 367 426 936 (19 569) (5%) 0BM line EFFECACITE ENERG 39 250 33 385 5 865 18% BAD-MPME Line 5 000 5 000 - 0% LIGNE SANAD 31 815 37 600 (5 785) (15%) Special Resources World Bank Energy Efficiency 4 755 5 170 (415) (8%) External currency lines 31 971 33 061 (1 090) (3%) Line EIB EURO «BEI» 31 970 33 026 (1 056) (3%) KFW Line IN EURO 1 1 - 0% INTER ARABE Line - 34 34 (100%) TOTAL 611 714 644 372 (32 658) (5%) Associated debts 4 077 4 067 10 0% TOTAL 615 791 648 439 (2 893) (0%)

The breakdown of loans and special resources by residual maturity is as follows:

MORE THAN 3 MORE THAN 1 YEAR MORE THAN DESCRIPTION <= 3 MONTHS MONTHS AND LESS AND LESS THAN 5 TOTAL 5 YEARS THAN 1 YEAR YEARS Materialized loans 18 558 31 502 184 826 57 255 292 141 Materialized loans 11 860 31 502 184 826 57 255 285 443 Related debts 6 698 - - - 6 698 External resources 11 370 41 891 356 373 206 157 615 791 External resources in dinars 6 483 36 415 335 573 201 272 579 743 External resources in foreign 810 5 476 20 800 4 885 31 972 Related debts 4 077 - - - 4 077 Budget resources 2 965 347 1 638 1 550 6 500 Budget resources 2 931 347 1 638 1 550 6 466 Related debts 34 - - - 34

TOTAL 32 893 73 740 542 837 264 962 914 432

The distribution of loans and special resources as per relation with the bank is explained below:

ASSOCIATED SECTIONS RELATED COMPANIES OTHERS TOTAL COMPANIES Materialized loans - 76 588 215 553 292 141 Budget resources - - 6 500 6 500 External resources - - 615 791 615 791 TOTAL - 76 588 837 844 914 432 Note 2.5: Other liabilities:

Other liabilities were subdivided as follows on December 31, 2016 and December 31, 2015:

Annual report Amen BANK 2016 I 72 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Provisions on commitment by signature 1 703 1 311 392 30% Other provisions for liabilities and charges 2 699 2 092 607 29% Provisions for liabilities and charges 4 402 3 403 999 29% Suspense and equalization accounts 185 752 201 783 (16 031) (8%) Suspense accounts 2 158 2 688 (530) (20%) Equalization accounts (4) (4) - 0% Various creditors 161 802 182 973 (21 171) (12%) Various creditors on compensation accounts 102 736 127 769 (25 033) (20%) Personnel deposits 5 043 3 748 1 295 35% Charges to pay 54 023 51 456 2 567 5% State, taxes and fiscal dues 19 254 14 422 4 832 34% Others 2 542 1 704 838 49%

Total other liabilities 190 154 205 186 (15 032) (7%) 3- Explanatory notes about Balance-Equities

Amen Bank’s corporate capital amounted on December 31, 2016 to 734 331KTD, reflecting an increase of 63 159 KTD compared to that of December 31, 2015. This increase comes from: - The allocation of 2015earnings with dividends to be distributed for (26 888) KTD; - Movements on social and pension funds for 41KDT. - Results closed out on December 31, 2016 for an amount of 90 006 KTD;

The variation of shareholders’ equities is shown in table below: GAP RESULT TOTALS CAPITAL ISSUING RESULTS RESERVES RESERVES REPORTED CORPORATE CORPORATE SOCIAL AND ALLOWANCE FISCAL YEAR REEVALUATION REEVALUATION LEGAL RESERVE PENSION FUNDS SPECIAL REGIME EXTRAORDINARY EXTRAORDINARY AND INVESTMENT Balance on 31/12/2015 122 220 12 222 323 130 - 120 979 31 735 423 5 60 458 671 172 Allocation of 2015 Results - - 25 178 - - 3 300 - 31 980 (60 458) - Distribution of dividends ------(26 888) - (26 888)

Increase of capital in cash ------

Reclassification and other 5 093 - - - - (5 093) - - variations (***) Accounting modifications ------Other operations on social ------41 fund - 41 Result of 2016 Fiscal Year ------90 006 90 006 BALANCE ON 127 313 12 222 348 308 - 120 979 35 076(*) 423(**) 4 90 006 734 331 DECEMBER 31, 2016

(*) The social and retirement fund item was as follows on December 31, 2016

• Social fund (reimbursable use) for 34 835KTD • Retirement fund (non-reimbursable use) for 241KTD

(**) The balance of the reevaluation gap item corresponds to reserves for the reevaluation of tangible fixed assets for an amount of 423 KTD. (***) The bank’s business capital increased from 122,222.000 dinars to 127,312.500 dinars by incorporating reserves and the distribution of 1008,500 shares free of charge according to decision of the General Assembly dated June 16, 2016.

Annual report Amen BANK 2016 I 73 4- Explanatory notes on off-balance commitments

Note 4.1: Guarantees, endorsements and other warranties

On December 31, 2016, the balance of this item amounted to 516 942 KTD versus 482 485 KTD at the end of FY 2015 and was broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Guarantees 457 570 427 352 30 218 7% Endorsements 37 743 39 347 (1 604) (4%) Other warranties provided 21 629 15 786 5 843 37%

TOTAL 516 942 482 485 34 457 7%

Outstanding guarantees as of December 31, 2016 amounted to:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Guarantees in favor of banks 144 816 193 255 (48 439) (25%) Guarantees in favor of financial institutions 20 178 20 178 - 0% Guarantees in favor of customers 292 576 213 919 78 657 37%

TOTAL 457 570 427 352 30 218 7%

Outstanding endorsements as of December 31, 2016 amounted to:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Endorsements in favor of local banks - 6 000 (6 000) (100%) Endorsements in favor of customers 37 743 33 347 4 396 13%

TOTAL 37 743 39 347 (1 604) (4%)

The breakdown of deposits by nature of the relationship is as follows:

RELATED ASSOCIATED DESCRIPTION OTHERS TOTAL COMPANIES COMPANIES Guarantees in favor of banks - - 144 816 144 816 Guarantees in favor of financial institutions - 20 178 - 20 178 Guarantees in favor of customers - 15 043 277 533 292 576

TOTAL - 35 221 422 349 457 570

Note 4.2: Documentary credits

Documentary credits increased from 245 703KTD on December 31, 2015 to 339 146KTD on December 31, 2016 and are broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Import documentary credits 208 925 185 372 23 553 13% Export documentary credits 130 221 60 331 69 890 116%

TOTAL 339 146 245 703 93 443 38%

The distribution of commitments related to documentary credits according to the type of relation is as follows:

Annual report Amen BANK 2016 I 74 RELATED ASSOCIATED DESCRIPTION OTHERS TOTAL COMPANIES COMPANIES

Import documentary credits - 72 476 136 449 208 925 Export documentary credits - - 130 221 130 221 TOTAL - 72 476 266 670 339 146

Note 4.3: Assets granted as guarantees

The balance of this item corresponds to the accounting value of treasury bonds and fundable bills provided by the bank as a refinancing guarantee shown in the liabilities. On December 31, 2016, the balance of this item showed the following data:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Re-financeable effects pledged as security 241 000 262 000 (21 000) (8%) BTA pledged as security 439 000 144 000 295 000 205% National loan pledged as guarantee 97 000 94 000 3 000 3%

TOTAL 777 000 500 000 277 000 55%

Note 4.4: Commitments made

Commitments made amounted on December 31, 2016 to 245 930 KTD and are detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Financing commitments made 239 342 276 873 (37 531) 14% Confirmed inter-bank loans in hard currency but not yet - 20 225 (20 225) (100%) disbursed Credits to customers confirmed not yet released 229 116 247 087 (17 971) (7%) Credits to customers not yet disbursed in the short term 205 663 192 014 13 649 7% Credits to customers not yet disbursed in the middle and 11 867 10 321 1 546 15% long terms Credits to customers confirmed not yet disbursed in favor 2 500 - 2 500 100% of banking and financial institutions MT Credits to customers confirmed not yet disbursed in favor 9 086 44 752 (35 666) (80%) of banking and financial institutions ST Credit authorization by card 10 226 9 561 665 7% Commitments on securities 6 588 9 380 (2 792) (30%) Non released equities 6 375 8 982 (2 607) (29%) Securities to be received - 362 (362) (100%) Securities to be delivered 213 36 177 495% TOTAL 245 930 286 253 (40 323) (14%)

Annual report Amen BANK 2016 I 75 The distribution of commitments made according to the type of parties with which operations are concluded are shown in table below:

RELATED ASSOCIATED ITEMS OTHERS TOTAL COMPANIES COMPANIES Funding commitments made - - 239 342 239 342 Inter-banking loans in hard currency, made - - - - and not yet delivered Funding commitments made - - 229 116 229 116 Credit authorizations by card - - 10 226 10 226 Commitments on securities 3 750 68 2 770 6 588 Non released equities 3 750 68 2 557 6 375 Securities to be received - - - - Securities to be delivered - - 213 213

TOTAL 3 750 68 242 112 245 930

Note 4.5 : Received commitments for funding

The balance of this item corresponds to foreign currency placements that have been confirmed and not yet disbursed. This item’s balance was 11 499 KTD on December 31, 2016 detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Received commitments of financing 11 499 45 494 (33 995) (75%) With banking institutions 11 499 45 494 (33 995) (75%) With financial institutions - - - With the insurances - - - With the customers - - - TOTAL 11 499 45 494 (33 995)

The breakdown of commitments received according to the nature of the parties with which transactions are conducted is as follows:

RELATED ASSOCIATED SECTIONS OTHERS TOTAL COMPANIES COMPANIES Received commitments of financing - - 11 499 11 499 With banking institutions - - 11 499 11 499 With financial institutions - - - - With the insurances - - - - With the customers - - - - TOTAL - - 11 499 11 499

Note 4.6 : Guarantees received

On December 31, 2016, outstanding guarantees received amounted to 3 467 728 KTD against3 424 934KTD at the end of 2015. They correspond to guarantees accepted and taken in consideration according to provisions of theCBT Circular 91-24 not to exceed the commitment.

Annual report Amen BANK 2016 I 76 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Guarantees received from the State 97 591 85 820 11 771 14% Guaranties received from other banking, financial and insurance 9 722 12 803 (3 081) (24%) institution Guaranties received from customers 3 360 415 3 326 311 34 104 1% TOTAL 3 467 728 3 424 934 42 794 1%

The distribution of guarantees received from the bank’s customers on December 31, 2016 by class of risk and by nature of guarantees is as follows:

GUARANTEES GUARANTEES GUARANTEES CLASS/ RECEIVED TOTAL REAL RECEIVED FINANCIAL RECEIVED ON NATURE OF FROM OTHERS GUARANTEES GUARANTEES FROM THE ASSETS INSURANCE GUARANTEES BANKING RECEIVED STATE CONTRACTS INSTITUTIONS Class 0 1 932 812 66 703 9 145 39 809 1 269 3 355 1 524 147 Class 1 796 724 12 287 - 27 437 167 589 1 412 901 Class 2 52 952 2 755 - - - 248 46 549 Class 3 33 724 1 462 - 240 33 1 180 32 368 Class 4 414 345 2 614 715 375 - 208 443 750 Class 5 9 220 - - - - - 8 013 GENERAL 3 239 777 85 821 9 860 67 861 1 469 5 580 3 467 728 TOTAL

Note on foreign exchange transactions

Unsettled cash exchange transactions as of 31/12/2016 totaled 19 795 KDT and are presented as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Currencies sold to deliver for cash (46 013) (30 849) (15 164) 49% Currencies bought to receive for cash 65 808 41 126 24 682 60% TOTAL 19 795 10 277 9 518 93%

Foreign exchange forward contracted for hedging purposes and not settled on the date of December 31, 2015 amounted to 505 761 KTD as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Currencies sold forward to deliver (123 956) (156 005) 32 049 (21%) Currencies bought eventually to receive 686 665 661 766 24 899 4% TOTAL 562 709 505 761 56 948 11%

5- Explanatory notes about the status of results Note 5.1: Interests and assimilated revenues

The total amount of interests and assimilated results in 2016 was 433030 KTD and are detailed below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Operations with banking and financial institutions and with CBT 9 051 9 967 (916) (9%) Operations with customers 409 394 418 762 (9 367) (2%) Other interests and assimilated revenues 14 585 17 075 (2 490) (15%) Difference of interest on change operations 6 501 8 004 (1 503) (19%) Commissions with an interest character 8 084 9 071 (987) (11%)

TOTAL 433 030 445 804 (12 773) (3%)

Annual report Amen BANK 2016 I 77 Note 5.2: Commissions collected

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Bank checks, transfers, account maintenance and other payment 46 043 40 428 5 615 14% instruments Operations on investments and securities 2 588 2 734 (146) (5%) Exchange operations 1 704 1 823 (119) (7%) External trade operations 4 733 5 147 (414) (8%) Management, study and commitments 10 587 8 153 2 434 30% Monetics and direct bank operations 12 477 10 411 2 066 20% Insurance banking 2 433 2 168 265 12% Other commissions 1 322 889 432 49%

TOTAL 81 886 71 753 10 133 14%

Note 5.3: Net profit on commercial security portfolio and on financial operations

The net profit on the commercial security portfolio and on financial operations is broken down as follows for 2016 and 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Net profit on transaction securities 1 650 36 1 614 4 483% Net profit on placement securities 28 938 45 747 (16 809) (37%) Net profit on exchange securities 19 212 17 038 2 174 13% TOTAL 49 800 62 821 (13 021) (21%)

The net profit on placement securities is shown in detail below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Fixed revenue placement securities 28 347 46 083 (17 736) (38%) Interests and assimilated revenues on placement treasury bonds 15 421 34 766 (19 345) (56%) Interests and assimilated revenues on placement bonds loans 12 926 11 317 1 609 14% Variable revenue placement securities 591 (336) 927 (276%) Dividends on investment securities 413 348 65 19% Transfer surplus value 456 732 (276) (38%) Loss in the sale of placement securities (281) (224) (57) 25% Endowment to provisions due to depreciation of investment (460) (1 376) 916 (67%) securities Recovery of provisions for depreciation of investment securities 463 184 279 152%

TOTAL 28 938 45 747 (16 809) (37%)

The net profit on exchange operations is detailed below:

Annual report Amen BANK 2016 I 78 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Net profit on BBE exchange operations 3 356 2 843 513 18% Net profit on account exchange operations 15 747 14 104 1 643 12% Other net exchange results 109 91 18 20% TOTAL 19 212 17 038 2 174 13%

Note 5.4: Revenues of investment portfolio

Revenues generated by the investment portfolio amounted in 2016 to 57 007 KTD versus 21996 KTD in 2015. They are shown in detail in the following table:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Interests and assimilated revenues from investment securities 43 184 11 691 31 493 269% Dividends and assimilated revenues from participation securities, related 13 671 11 020 2 651 24% companies, associated companies and co-companies Dividends and assimilated revenues on shares in participations with 152 (715) 868 (121%) retrocession conventions

TOTAL 57 007 21 996 35 011 159%

Interests and assimilated revenues from investment securities are shown below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Interests and assimilated revenues from treasury bonds 32 363 2 320 30 043 1 295% Interests and assimilated revenues from managed funds 10 436 9 307 1 129 12% Interests and assimilated revenues from bond loans 49 64 (15) (24%) Interests and assimilated revenues from 336 - 336 100% TOTAL 43 184 11 691 31 493 269%

Note 5.5: Incurred interests and assimilated charges

The amount of incurred interests and assimilated charges in 2016 was 319 880 KTD. They are detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Interests incurred and assimilated charges (277 779) (303 551) 25 772 (8%) Operations with banking, financial institutions and BCT (36 533) (41 257) 4 724 (11%) Operations with customers (211 352) (228 416) 17 064 (7%) Loans and special resources (29 894) (33 878) 3 984 (12%) Other interests and charges (42 101) (35 649) (6 452) 18% Difference of interest on change operations (29 702) (22 640) (7 062) 31% Coverage commissions against exchange risks and other (12 399) (13 009) 610 (5%) commissions on external lines TOTAL (319 880) (339 200) 19 320 (6%) Note 5.6: Endowments to provisions and result of corrections on debt values, off-balance and liabilities

The cost of risk related to debts , other assets and liabilities in 2016 to 85 707 KTD , reflecting an decrease of 2 563 KTD compared to Fiscal year 2015 readjusted . It is broken down as follows:

Annual report Amen BANK 2016 I 79 DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Endowment in reserves on bad debts (79 219) (68 213) (11 006) 16% Endowment in collective reserves Cir BCT 2012-02 (9 850) (15 135) 5 285 (35%) Endowment in reserves on additional debts Cir BCT 2013-21 (31 851) (19 099) (12 752) 67% Endowment in reserves on other elements of assets, other (16 473) (6 432) (10 041) 156% risks and charges Total endowments (137 393) (108 879) (28 514) 26% Loss on debts (54 476) (79 386) 24 910 (31%) Total endowments and losses on debts (191 869) (188 265) (3 604) 2% Recovery of provisions on bad debts 16 222 (13 936) 2 286 16% Recovery of provisions on additional debts Cir BCT 2013-21 16 426 (5 592) 10 834 194% Recovery of provisions on additional debts Cir BCT 2013-21 2 708 (6 872) (4 164) (61%) further to cancellation or transfer Recovery of provisions on cancelled or transferred debts 34 948 (47 608) (12 660) (27%) Recovery of provisions on other elements of assets, other risk 17 048 (955) 16 093 1685% and charges Recovery of reserved bank charges on cancelled and 18 810 (25 032) (6 222) (25%) transferred debts Total recovered allowances 106 162 (99 995) 6 167 6% Total reversals and recoveries on loans 106 162 (99 995) 6 167 6% TOTAL (85 707) (88 270) 2 563 (3%) Note 5.7: Endowments to provisions and result of value corrections in the investment portfolio

Endowments to provisions and the result of corrections made on the investment portfolio totaled up in 2016 the amount of 1 243 KTD, reflecting a variation of4 057 KTD compared to financial year 2015. They’re detailed as follows:

DESCRIPTION 31.12.2016 31. 12.2015 VARIATION % Endowments to provisions due to investment security (5 590) (9 015) 3 425 (38%) depreciations Recovery on provisions due to security depreciation 1 765 622 1 143 184% Disposal gains on securities of investment 910 3 027 (2 117) (70%) Spreading bonuses and treasury bonds BTA discount 1 672 (66) 1 606 2433%

TOTAL (1 243) 5 300 4 057 77%

Note 5.8: Operating charges

In 2016, Operating charges amounted to 108 652 KTD, reflecting an increase of 10 462 KTD compared to 2015. They are shown in detail below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Personnel fees (81 852) (73 842 (8 010) 11% Personnel salaries (62 583) (57 206) (5 377) 9% Social charges (15 129) (12 922) (2 207) 17% Tax on salaries (1 173) (998) (175) 18% Other charges related to personnel (2 967) (2 716) (251) 9% General operating charges (19 870) (17 945) (1 925) 11% Non-banking operating charges (9 021) (7 595) (1 426) 19% Other operating charges (10 849) (10 350) (499) 5% Endowments to depreciations (6 930) (6 403) (527) 8% TOTAL (108 652) (98 190) (10 462) 11%

Annual report Amen BANK 2016 I 80 Note 5.9: Balance of profits resulting of other ordinary elements

The balance of profits resulting of other ordinary elements amounted in 2016 and 2015 to the following:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Gains on the sale of fixed assets 105 96 9 9% Situational contributions (194) - (194) 100% Other exceptional results 1 046 (1 476) 2 522 (171%) TOTAL 957 (1 380) 2 337 (169%) Note 5-10: Gain balance resulting from other extra-ordinary elements

The balance of gains resulting from other extraordinary elements is as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Exceptional contribution (6 381) - (6 381) 0% TOTAL (6 381) - (6 381) 0% Note 5-11: Result by share

The net result by share on the fiscal year closed on December 31, 2016 amounted to 3,535dinars versus 2 473 dinars on December 31, 2015.

DESCRIPTION 31.12.2016 31.12.2015 VARIATIONS Net result in KDT 90 006 60 458 29 548 Average number of shares 25 462 500 24 444 000 1 018 500 BASE RESULT PER SHARE (IN DT) 3,535 2,473 1,062 DILUTED RESULT PER SHARE (IN DT) 3,535 2,473 1,062

Results per share are calculated by dividing the net fiscal year’s result attributable to ordinary shares by the weighted average number of circulating shares during that fiscal year. Diluted results per share were calculated based on the weighted average number of ordinary shares increased by the weighted average number of shares recently issued when converting all potentially dilutive shares into ordinary shares.

The bank’s business capital increased from 122,222.000 dinars to 127,312.500 dinars by incorporating reserves and the distribution of 1008,500 shares free of charge according to decision of the General Assembly dated June 16, 2016 Therefore, Earnings per share are calculated based on the total number of circulating shares on December 31, 2016, including shares at no cost as if they existed from the beginning of the year.

6- Explanatory notes on the state of the treasury flow

The state of the treasury flow is defined in order to highlight the bank’s cash flow through operation, investment and funding activities and other factors likely to affect its liquidity and solvency. The bank’s treasury including all cash and cash equivalent went up from -836,511 KTDto -693 532 KTD reflecting anincrease of 142,979KTD or 17.09%. This increase can be explained by operation treasury flows amounting to 744,274 KTD and financing flows of -24,296 KTD, as well as by investment treasury flows amounting to -576,999KTD. The study and analysis of all three flows have shown the following: Note 6.1: Treasury flows allocated to operating activities

Treasury flows allocated to operating activities amounted to 744 274 KTD on December 31, 2016. This is mainly explained by the following:

Net Positive Flows:

* The net flow of collected products compared to operating disbursed charges was 209,340 KTD; * Variation of deposits from banking and financial institutions net of withdrawals for 404 319 KTD; * Variation of loans to customers net of reimbursements for 333 310 KTD; * Net disbursements on placement titles for 11,919 KTD; * Treasury flows allocated to other operation activities for 28,138 KTD;

Net Negative Flows:

* Variation of customers’ deposits net of withdrawals for -32,709 KTD; * Net disbursements made to the profit of the staff and various creditors for -205,748 KTD; * Disbursements related to tax on profit for -4,295 KTD

Annual report Amen BANK 2016 I 81 Note 6.2: Treasury flows allocated to investment activities:

The treasury flow allocated to financing activities amounted to -24 296 KTD on December 31, 2016 and can be mainly explained by the following:

Positive net flows:

* Issuing loans net of reimbursements for 35,969 KTD * Variation of special resources for 33 418 KTD * Social funds movements for 41 KTD

Negative net flows:

* Payment of dividends for -26 888 KTD Note 6.3: Treasury flows yielded by funding activities.

The treasury flow allocated to financing activities amounted to -24 296 KTD on December 31, 2016 and can be mainly explained by the following:

Positive net flows:

* Issuing loans net of reimbursements for 35,969 KTD * Variation of special resources for 33 418 KTD * Social funds movements for 41 KTD

Negative net flows:

* Payment of dividends for -26 888 KTD Note 6.4: Cash and cash equivalent

This item is mainly made up of money collections made in dinars and in foreign currency, estates held by the Central Bank and the Postal Checks Center, sight estates in banking institutions, loans and inter-banking grants performed in less than three months and the security transaction portfolio.

On December 31, 2016, cash and cash equivalent amounted to -693 532 KTD versus -836 511 KTD on December 31, 2015.

The reconciliation of cash and cash equivalents as of 31.12.2016was established as follows:

DESCRIPTION 2016 2015 ASSETS 190 346 172 913 Cash register and assets from the BC, CCP ET TGT 107 721 107 781 DEBTS ON THE BANKING AND FINANCIAL INSTITUTIONS 28 973 51 212 Debts on banking institutions for less than 90 days 20 649 26 933 Debts on financial institutions for less than 90 days 8 323 24 279 SECURITIES OF TRANSACTION 53 650 13 920 LIABILITIES (883 878) (1 009 424) CENTRAL BANK, C.C.P (817 733) 500 194 Debited accounts at CBT (40 733) (17) Loans from the CBT (777 000) (500 000) DEPOSITS AND ASSETS OF BANKING AND FINANCIAL INSTITUTIONS (66 145) 509 230 Deposits and assets of banking institutions for less than 90 days (61 044) 490 658 Deposits and assets of financial institutions for less than 90 days (5 101) 18 572 LIQUID ASSETS AND EQUIVALENTS OF LIQUID ASSETS AT THE END OF PERIOD (693 532) (836 511)

Annual report Amen BANK 2016 I 82 7- Other notes

Identification of related parties

The following are considered related parties in accordance with Accounting Standard NCT39:

• PGI Holding company as a result of holding 20.31% of Amen Bank’s capital. • COMAR company as a direct holder of 27.93% of the voting rights in Amen Bank. • PARENIN Company as it directly holds 4.66% of Amen Bank’s capital • Companies controlled by Amen Bank, or companies over which the Bank exercises significant influence. • Members of the Board of Trustees of Amen Bank, members of the Executive Board and close members of their families; Description of transactions with related Parties in the course of 2016

PGI Holding Company

• Amen Bank leases from PGI Holding Company one portion of the ground floor of a building located at 150, Liberté Avenue in Tunis. The lease amount in Fiscal Year 2016 was 129 KTD (Tax Free).

• Amen Bank partly contributes to fees related to the material, human and computer means of PGI Holding to favor the exchange, development and assistance with the holding’s different companies. Amen Bank’s share in this convention amounts to 0.5% of PGI’s turnover without exceeding 160 KTD (tax free). The amount of fees borne by the bank for fiscal year 2016 was 160 KTD (tax-free).

COMAR Company

AMEN Bank signed with COMAR the following agreements and operations:

1-Total commitments of COMAR towards Amen Bank amount to 515 KTD 2-Lease contracts authorizing COMAR to use three buildings owned by AMEN Bank. Revenues generated by this operation in 2016 amounted to 22 KTD (Tax free). 3- Various insurance contracts detailed as follows:

• Insurance of vehicles, multi-guarantees, theft, computer and monetics equipment, with an annual global contract amount of 1 055KTD in FY 2016;

• Insurance contracts to cover the bank personnel’s health, invalidity and death. The global amount disbursed to COMAR in Fiscal Year 2016 was 2 406KTD.

PARENIN

Total commitments of PARENIN towards Amen Bank amount to 43 248 KTD

SICAR Amen Company

AMEN Bank signed with SICAR Amen, where it holds 88.20 % of the shares, the following agreements and operations:

• Nineteen(19) fund-management agreements for assigned outstanding funds amounting to 264 312KTD. The management commission for 2016, calculated on the basis of an annual rate of 1% of all managed funds, amounts to 2 632 KTD (tax free). • With reference to a management agreement dated June 18, 1999, Amen Bank is in charge of the financial, administrative and commercial management of the SICAR Amen Company. In return, the bank receives the following payments: • A lump annual payment of 50 KTD excluding tax; • A 500-dinar fixed commission excluding tax for every participation file submitted to the Board of Directors. This commission may go up to 4 KTD excluding tax (2007 codicil) if the file is transmitted for effective release. • A 7% profit sharing excluding tax on the portfolio’s capital gains. Payments made during Fiscal Year 2016 amounted to 108 KTD (tax free).

TUNISIE LEASING

AMEN Bank signed with TUNISIE LEASING, where it holds 32.48 % of the shares, the following operations

• Total commitments of TUNISIE LEASING towards Amen Bank amount to 40 944 KTD • The outstanding balance of bank loans granted by Amen Bank to TUNISIE LEASING amounts to 21248 KTD

Annual report Amen BANK 2016 I 83 • The balance statement of TUNISIE LEASING shows a debt amounting to 883 KTD corresponding to the remaining amount from Amen Bank’s participation for TUNISIE LEASING to the capital increase of Maghreb Leasing Algeria (MLA).

This amount is considered as a loan and shall be paid back within 5 years.

Le Recouvrement Company

On January 1, 2007, the Bank concluded with the “Recouvrement” Company, where it holds 99,88% of the shares, an accounting and fiscal management agreement, whereby Amen Bank is in charge of accounting record keeping, account closing, preparation of consolidation manifolds, and preparation of fiscal statements related to the “Recouvrement” Company. In return, the Bank receives an annual payment of 1,500 TD (tax free).

In 2016, Amen Bank sold debts to the profit of LE RECOUVREMENT for a total amount of 50 377 KTD fully covered by provisions and reserved bank charges i.e. one dinar per debt. This operation has had no effect on the end of year statements.

TUNISYS

The Bank had with TUNISYS, where it holds 29.85% of the shares the following operations:

1.TUNISYS received a credit from Amen Bank for an amount of 500 KTD with an outstanding balance of 139 KTD on December 31, 2016; Financial charges borne by the company in FY 2016 amounted to 14 KTD.

2.Amen Bank engaged its liability and endorsed this company for guarantees related to three contracts respectively amounting to 20 KTD, 8 KTD, and 24 KTD, blocked by the bank;

3.Amen Bank acquired and maintained computer equipment and hardware for a total amount of 1027 KTD.

“AMEN FINANCE COMPANY”

A management agreement was concluded with the AMEN FINANCE COMPANY in which the bank holds 30% of the capital and shares common managers. Under this agreement, Amen Bank is responsible for the execution of all tasks related to the financial, administrative and commercial management of funds assigned to it by AMEN FINANCE COMPANY. In consideration for the services provided, AMEN BANK receives a fixed annual fee of 30 KDT excluding tax and a fixed return of 5 KDT excluding tax by participation documents presented to the board. The amount of income certified by Amen Bank in respect of the year 2016 was 30 KDT

EL IMRANE

Amen Bank had with EL IMRANE where it holds 30% of the shares various commitments for a total amount of 17 889 KTD as of December 31, 2015.

SICAVs (Mutual Funds)

According to depositary agreements concluded with SICAV Amen première and SICAV Amen, payments due to Amen Bank in FY 2016 are detailed as follows:

SICAV AMEN SICAN AMEN PREMIERE NET ASSET on December 31, 2016 in KTD 52 663 185 165 Rate 0.07% TTC of NET ASSETS 0.07% TTC of NET ASSETS Minimum 7 080 DT TTC 7 080DT TTC DEPOSITORY COMMISSION Max 29 500 DT TTC 29 500 DT TTC Annual amount perceived 25 000 DT HT 25 000 DT HT Rate 0.59% TTC of NET ASSETS 0.59% TTC of NET ASSETS DISTRIBUTION COMMISSION Annual amount perceived 234 167 DT HT 989 101 DT HT

Obligations and commitments of the company towards the managers

Amen Bank’s commitments and engagements towards its managers (including related social charges) as shown in the financial statements for the

Annual report Amen BANK 2016 I 84 fiscal year closed on December 31, 2016 are as follows:

MEMBERS OF THE BOARD OF TRUSTEES CHAIR OF THE BOARD OF TRUSTEES AND OF DIFFERENT COMMITTEES 2016 charges Liabilities on 31/12/2016 2016 charges Liabilities on 31/12/2016 Short term benefits 300 000 - 320 000 525 000 Post-employment benefits Other long term benefits Compensation for end of work contract Payments in shares 300 000 - 320 000 525 000

CHAIR OF THE BOARD MEMBERS OF THE BOARD 2016 GROSS 2016 LIABILITIES ON 2016 2016 LIABILITIES ON CHARGES SOCIAL DECEMBER 31, GROSS SOCIAL DECEMBER 31, CHARGES 2016 CHARGES CHARGES 2016 Short term benefits 775 812 175 215 831 085 1 680 521 384 545 1 709 531 Post-employment benefits Other long term benefits Compensation for end of work contract Payments in shares TOTAL 775 812 175 215 831 085 1 680 521 384 545 1 709 531

Note 7-2: Short term liquidity ratio:

The new short-term liquidity ratio “LCR” has been enforced at the beginning of January 2015 in accordance with the CBT’s circular n. 2014-14 dated November 10, 2014; it measures the coverage rate of the treasury net spending (over 30 days) by the bank’s cash assets.

As of December 31, 2016, the short-term liquidity ratio LCR for the month of January 2017 amounted to 103.2% exceeding the legal level of 80.00 % determined by the CBT for 2017. Note 7-3: Events happening after the close-out date:

No major event has taken place after December 31, 2016. The present financial statements are authorized for publication by the Board of Trustees as of March24, 2017. Consequently, they do not reflect events happening after this date.

Annual report Amen BANK 2016 I 85 EXTRACTS FROM NOTES ABOUT AMEN BANK’S CONSOLIDATED FINANCIAL STATEMENTS

Dear Amen Bank shareholders,

In fulfillment of the mission you have entrusted to us with, we present our report on the audit of financial statements of Amen Bank Group for the fiscal year closing out on December 31, 2016, as annexed to the present report as well as the specific verifications and information required by law and professional standards.

I. Report on the financial statements

We have audited the financial statements of Amen Bank Group, which includes the consolidated balance sheet, and the consolidated balance sheet off -commitments, ending on December 31, 2016, the state of consolidated results and the consolidated cash flows statements for the year closing out on the same date, as well as a summary of the main accounting methods and other explanatory notes.

These financial statements show positive equities of 782 385 KTD including profit results generated at the end of this fiscal year amounting to 91 960 KTD.

1. Corporate responsibility on consolidated financial statements

The management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Corporate Accounting System. This responsibility includes designing, implementing and maintaining internal control procedures which it considers necessary for the preparation of consolidated financial statements not including and major misstatements whether due to fraud or errors, and the determination of reasonable accounting estimates with regard to prevailing conditions.

2. Auditors’ responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in Tunisia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free of major misstatements.

An audit involves performing procedures to obtain audit evidence about amounts and data provided in the consolidated financial statements. The choice of procedures is at the discretion of the auditor, as well as the evaluation of the risk that consolidated financial statements may contain major misstatements, whether due to fraud or errors. In making those risk assessments, the auditor considers internal control procedures used by the entity to prepare and make a fair presentation of consolidated financial statements in order to determine audit procedures that may be the most appropriate with the circumstances, and not for the purpose of expressing an opinion on the effectiveness of the latter. An audit also includes evaluating the appropriateness of accounting methods used and the reasonableness of accounting estimates made by the management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit elements we have collected are sufficient and appropriate to provide a basis for our qualified audit opinion.

3. Opinion

In our opinion, the consolidated financial statements of AMEN BANK GROUP are true and fair, in all material respects. They fairly reflect AMEN BANK GROUP’s financial position, results of its operations and its cash flows for the year closed out on December 31, 2016 in accordance with the accounting principles currently in force in Tunisia.

4- Observation Note

We would like to draw your attention to the fact that some financial statements of companies included in the consolidation perimeter and having been considered in designing the Group’s consolidated situation have not been audited.

Our opinion inche new short non anking sector,ludes no reservation concerning this issue.

Annual report Amen BANK 2016 I 86 II. Report on specific verifications and information

We have also performed specific verifications required by law and professional standards.

Based on these audits, we have no comments on the accuracy and consistency with the consolidated financial statements of specific accounting data and information given in the Management’s Report about subject fiscal year’s operation.

Tunis, April 17, 2017

External Auditors

Annual report Amen BANK 2016 I 87 CONSOLIDATED FINANCIAL STATEMENTS CLOSED OUT ON DECEMBER 31, 2016

CONSOLIDATED FINANCIAL STATEMENTS 88 CONSOLIDATED BALANCE 89 CONSOLIDATED STATE OF OFF-BALANCE ENGAGEMENTS 90 CONSOLIDATED STATE OF RESULTS CONSOLIDATED STATE OF TREASURY FLOWS CONSOLIDATED NOTES ON FINANCIAL STATEMENTS 93 (1) EXPLANATORY NOTES ON THE BALANCE- ASSETS 101 (2) EXPLANATORY NOTES ON THE BALANCE – LIABILITIES 105 (3) EXPLANATORY NOTES ON THE BALANCE –MINORITY INTERESTS 107 (4) EXPLANATORY NOTES ON THE BALANCE - EQUITIES 107 (5) EXPLANATORY NOTES ON OFF-BALANCE ENGAGEMENTS 109 (6) EXPLANATORY NOTES ON THE STATE OF RESULTS 111 (7) EXPLANATORY NOTES ON THE STATE OF TREASURY FLOWS 114 (8) OTHER NOTES 115

Annual report Amen BANK 2016 I 88 CONSOLIDATED BALANCE ON DECEMBER 31, 2016 (Units: in Thousands Tunisian Dinars)

DESCRIPTION NOTES 31/12/2016 31/12/2015 AC1 Cash and deposits at the CBT, CCP and TGT (1-1) 107 733 108 636 AC2 Credits to banking and financial institutions (1-2) 169 949 193 873 AC3 Credits to customers (1-3) 5 895 136 5 973 519 AC4 Commercial securities portfolio (1-4) 602 377 914 748 AC5 Investment portfolio (1-5) 978 407 401 344 Equity accounting shares (1-5) 154 205 129 608 AC6 Capital assets(*) (1-6) 200 586 202 027 AC7 Other assets (1-7) 169 569 82 578 TOTAL ASSETS 8 277 962 8 006 333 PA1 Central Bank (2-1) 818 196 500 194 PA2 Deposits and holdings of financial and banking institutions (2-2) 483 538 509 230 PA3 Customers’ deposits (2-3) 5 045 332 5 042 826 PA4 Loans and special resources (2-4) 914 432 935 808 PA5 Other liabilities (2-5) 191 114 211 031 TOTAL LIABILITIES 7 452 612 7 199 089 MINORITY INTERESTS (3) 42 965 57 621 CP1 Capital 127 313 122 220 CP2 Reserves(*) 563 108 564 666 CP5 Results brought forward 4 5 CP6 Fiscal year’s result 91 960 62 732 TOTAL EQUITIES (4) 782 385 749 623 TOTAL EQUITIES AND LIABILITIES 8 277 962 8 006 333

(*) figures have been re-processed for accounting purposes

Annual report Amen BANK 2016 I 89 CONSOLIDATED OFF-BALANCE COMMITMENTS AS OF DECEMBER 31, 2016

DESCRIPTION NOTES 31/12/2016 31/12/2015

POSSIBLE LIABILITIES

HB01 Security, endorsements and other given guarantees (5-1) 516 942 482 485

HB02 Documentary credits (5-2) 339 146 245 703

HB03 Assets provided as guarantees (5-3) 777 000 500 000

TOTAL POSSIBLE LIABILITIES 1 633 088 1 228 188

COMMITMENTS GRANTED (5-4)

HB04 Commitments for standing funding 239 342 276 873

HB05 Commitments on securities 6 588 9 380

TOTAL COMMITMENTS GRANTED 245 930 286 253

COMMITENTS RECEIVED

HB06 Funding commitments received (5-5) 11 499 45 494

HB07 Guarantees received (5-6) 3 467 728 3 424 934

Annual report Amen BANK 2016 I 90 CONSOLIDATED INCOME STATEMENT PERIOD RANGING BETWEEN JANUARY 1STAND DECEMBER 31ST, 2016

DESCRIPTION NOTES 2016 2015

BANK OPERATING REVENUES PR1 Interests and assimilated revenues (6-1) 433 332 447 751 PR2 Commissions (6-2) 82 895 72 361 Profits on commercial securities portfolio and financial PR3 (6-3) 50 277 62 956 transactions PR4 Revenue from investment securities portfolio (6-4) 45 103 12 709 TOTAL BANKING OPERATION REVENUES 611 607 595 777 BANK OPERATING CHARGES CH1 Due interests and assimilated expenses (6-5) (320 927) (340 944) CH2 Due commissions (4 813) (5 537) TOTAL BANKING OPERATION CHARGES (325 740) (346 481) NET BANKING PRODUCT 285 867 249 296 Endowments to provisions and results of value adjustments, PR5/CH4 (6-6) (85 826) (88 344) contingent accounts and liabilities Endowments to provisions and results of value adjustments PR6/CH5 (6-7) (1 260) (5 443) on investment portfolio PR7 Other operating revenues 1 437 1 606 CH6 Personnel expenses (6-8) (82 547) (74 830) CH7 General operating expenses (6-8) (20 408) (18 203) CH8 Depreciation Allowance (6-8) (12 307) (6 449) OPERATING REVENUES 84 956 57 633 Share in the revenues of companies subject to equity 14 326 10 360 accounting PR8/CH9 Profit/loss balance resulting from ordinary elements (6-9) 959 (1 392) CH11 Tax on profits (6-10) (4 406) (4 655) REVENUES FROM ORDINARY ACTIVITIES 95 835 61 946 Balance of profits/ losses generated by extraordinary PR9/CH10 (6 644) - elements FISCAL YEAR’S NET REVENUES 89 191 61 946

Effect of accounting modifications (2 769) (786) NET RESULT AFTER ACCOUNTING MODIFICATIONS 91 960 62 732 BASE RESULT BY SHARE (IN DINARS) (6-11) 3,612 2,566 DILUTES RESULT BY SHARE( IN DINARS) (6-11) 3,612 2,566

Annual report Amen BANK 2016 I 91 CONSOLIDATED CASH FLOW STATEMENT PERIOD RANGING JANUARY 1ST AND DECEMBER 31ST, 2016

DESCRIPTION NOTES 31/12/2016 31/12/2015 OPERATING ACTIVITIES (7-1) Received banking operation revenues (excluding investment portfolio’s products) (*) 530 817 543 449 Out-paid banking operation expenses (318 163) (359 108) Deposits/withdrawals from other banking and financial institutions 404 319 (5 329) Loans and advance payments/reimbursement of customers’ loans and advances 339 250 68 946 Deposits/withdrawals of customers’ deposits (46 727) (386 563) Investment securities 12 454 (154 595) Sums paid to personnel and various creditors (209 475) (74 226) Other cash flows from operating activities 28 176 (40 291) Corporate tax (4 585) (11 755) NET CASH FLOW FROM OPERATING ACTIVITIES 736 066 (419 472) INVESTMENT ACTIVITIES (7-2) Cashed interests and dividends on investment portfolio (22 675) 25 610 Acquisition/ transfers on investment portfolio (528 523) 12 494 Acquisition/ transfers on fixed assets (10 324) (10 924) NET CASH FLOWS GENERATED BY INVESTMENT ACTIVITIES (561 522) 27 180 FUNDING ACTIVITIES (7-3) Issue of shares - 8 900 Issue of loans 70 000 60 000 Reimbursement of loans (34 031) (35 114) Increase/decrease of special resources (33 418) (20 932) Dividends disbursed (29 554) (29 021) Movements on Social and Retirement Funds (164) (89) NET TREASURY FLOW YIELDED BY FINANCING ACTIVITIES (27 167) (16 256) Incidence of the exchange rate variation on cash and cash equivalent - - Net variation of cash and cash-equivalent during subject period 147 377 (408 548) CASH AND CASH-EQUIVALENT AT THE BEGINNING OF THE PERIOD (*) (853 274) (444 726) CASH AND CASH-EQUIVALENT AT THE END OF THE PERIOD (7-4) (705 897) (853 274)

(*) Figures have been processed for accounting purposes

Annual report Amen BANK 2016 I 92 Notes about Amen Bank’s Consolidated financial statements Fiscal Year closed out on December 31, 2016

1 - REFERENTIAL FOR THE DESIGN AND PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS

Amen bank Holding’s financial statements are prepared and presented according to accounting principles and standards commonly applied in Tunisia, mainly described in:

Conceptual framework of the corporate accounting system; General accounting standard n.1; Technical standards (NCT 1 to NCT 20); Banking accounting standards (NCT 21 to 25); Accounting standards related to OPCVM (NCT 16 to NCT 19); Consolidation accounting standards (NCT 35 to 37); Accounting standard related to joint ventures (NCT 38); and Rules of the Central Bank of Tunisia stated by the circular letter 91-24 dated December 17, 1991 and amended by subsequent circulars 2 - CLOSING DATE Consolidated financial statements are established based on financial statements of companies covered by the consolidation perimeter closed on December 31, 2016. When financial statements of companies covered by the consolidation perimeter are calculated at different closing dates, adjustments shall be carried out in order to take into account effects of transactions and other important events taking place during the period separating these dates and the calculation date of the parent company’s financial statements. 3 - BASES FOR MEASUREMENT AMEN BANK Group’s financial statements are calculated based on the measurement of property holdings at their historic cost. 4 - CONSOLIDATION PERIMETER AND METHODS Amen Bank Bank’s consolidation perimeter includes: - Mother Company: AMEN BANK - Subsidiaries: Companies over which Amen Bank holds exclusive control; - Associated companies: Companies over which Amen Bank has a significant influence.

Methods used for the consolidation of companies covered by the perimeter are the following:

4.1 Global Integration

This method consists in substituting the cost of equity shares held in subsidiaries by the subsidiaries’ assets and liabilities while releasing the share of minority shareholders’ interest in the equity capital and revenues. This method applies to financial companies and to debts recovery companies exclusively under the control of AMEN BANK

4.2Equity Accounting

Annual report Amen BANK 2016 I 93 According to this method, the stake is initially entered at acquisition cost, and then it is adjusted in order to take into account changes taking place before the acquisition of the investor’s share in the net asset of the consolidated company.

This method applies to companies over which AMEN BANK has significant influence.

The following table summarizes consolidation perimeter and methods used for the calculation of Amen Bank Holding’s consolidated financial statements:

CONSOLIDATION COUNTRY OF COMPANY NATURE CONTROL % INTEREST % TECHNIQUE RESIDENCE AMEN BANK Parent company GI 100,00% 100,00% Tunisia LE RECOUVREMENT Subsidiary GI 99,88% 99,88% Tunisia SICAR AMEN Subsidiary GI 88,20% 88,20% Tunisia SOGEREC Subsidiary GI 99,97% 88,59% Tunisia AMEN CAPITAL Subsidiary GI 51,00% 52,57% Tunisia AMEN PROJECT Subsidiary GI 53,01% 53,01% Tunisia AMEN FINANCE COMPANY «AFC» Subsidiary GI 30,00% 33,00% Tunisia AMEN CORPORATE FINANCE SARL Subsidiary GI 99,90% 52,52% Tunisia MAGHREB LEASING ALGERIE Associated company EA 42,61% 52,35% Algeria AMEN INVEST Associated company EA 36,90% 36,90% Tunisia TUNISIE LEASING Associated company EA 32,48% 32,48% Tunisia ENNAKL Associated company EA 34,08% 17,71% Tunisia TUNINVEST INTERNATIONAL SICAR Associated company EA 30,00% 38,12% Tunisia CLINIQUE EL AMEN NABEUL Associated company EA 28,79% 28,91% Tunisia CLINIQUE EL AMEN BIZERTE Associated company EA 28,00% 28,07% Tunisia EL IMRANE Associated company EA 30,00% 30,00% Tunisia TUNISYS Associated company EA 29,85% 29,85% Tunisia EL KAWARIS Associated company EA 29,66% 29,52% Tunisia TUNINVEST INNOVATION SICAR Associated company EA 27,27% 36,13% Tunisia HAYETT Associated company EA 25,00% 25,00% Tunisia AMEN SANTE Associated company EA 23,24% 20,29% Tunisia TLG Finance Associated Company EA 22.06% 32.34% Tunisia SICAV AMEN Associated company EA 0,12% 0,12% Tunisia SUNAGRI Associated company EA 27,00% 29,21% Tunisia AMEN PREMIERE Associated company EA 0,04% 0,04% Tunisia COMAR Côte d’Ivoire Associated company EA 30,00% 32,27% Ivory Coast

IG: Global Integration ME: Equity Accounting

We note that AMEN BANK Holding does not include joint ventures.

In 2016, AMEN BANK Group was joined by COMAR Côte d’Ivoire and no company or affiliate left the Group.

Annual report Amen BANK 2016 I 94 5. PERTINENT ACCOUNTING PRINCIPLES AND METHODS

5.1 Credits to Customers

5.1.1 Rules for the presentation of credits to customers

Short term management credits are shown in the balance based on their nominal value, after deducting interests calculated in advance not yet due. Midterm and long-term credits are shown in the statement based on their nominal value increased by interests due but which deadlines have not arrived yet. Midterm credits progressively used by installment are accounted in the statement’s assets based on their released value. Reserved bank charges and provisions on customers’ debts are presented at the level of corresponding asset items based on a subtractive method. 5.1.2 Classification and evaluation of debts

Provisions on commitments are determined according to prudential standards related to risk coverage and to the follow up of commitments subject of Circular 91-24, as modified by subsequent texts defining classes of risks as follows:

Current assets:

Assets which coverage is secured concerning companies having a well-balanced financial situation, satisfactory management and activity perspectives, a financial contribution volume that is compatible with their activities and real reimbursement capacities.

Classified assets:

ClassB1:Assets requiring specific follow up Assets which coverage is still secured for companies acting in sectors facing difficulties or with deteriorating financial situations.

ClassB2: Uncertain assets Assets which timely debt coverage in uncertain, concerning companies facing difficulties, which in addition to Class 1 characteristics, face at least one of the following situations: - - A financial contributions volume not compatible with the activity volume; - Absence of an updating process of the financial situation due to the lack of information; - Management problems and conflicts between partners; - Technical, commercial or supply difficulties; - Deterioration of the cash flow impeding debt reimbursements within deadlines; - Presence of payment delays of the main amount or of interests, ranging between 90 and 180 days.

Class B3: Concerning assets Assets which coverage is threatened, concerning companies threatened by potential loss. These assets concern companies, which in addition to Class 2 characteristics, face delays in the payment of main debts and interest ranging between 180 and 360 days.

Class B4: Jeopardized assets Assets concerning companies facing serious conditions, and which in addition to Class 3 characteristics know payment delays of their mains and interests exceeding 360 days.

The provisioning rate adopted by Amen Bank corresponds to the minimal rate per class of risk as provided for by the CBT circular n° 91-24 dated December 17, 1991, applied to the non-covered net risk, i.e. the commitment’s amount deducted by reserved bank charges and the value of received guarantees. Regarding commitments exceeding 15 KTD, provisions are determined according to rates mentioned in the CBT Circular after deducting guarantees considered to be valid. Provision rates per class of risk applied to the uncovered net risk are as follows: Uncertain assets20%, Concerning assets50%, Jeopardized assets 100%.

Concerning commitments that are less than 15 KTD, the bank determines the required provisions by applying the average provision rate of commitments exceeding 15 KTD, with outstanding dues not included pre-salary and CREDIM credits (housing credits to individuals), taking in consideration the quality of these risks and coverage perspectives. Guarantees taken in consideration by the bank are detailed as follows:

Annual report Amen BANK 2016 I 95 Guarantees received from the Tunisian State;  Guarantees received from banks and insurance companies; Guarantees received by FNG (Guarantee National Fund) and SOTUGAR, Deposits allocated by Amen Bank (cash bills, term accounts, saving accounts …) Real guarantees: based on rules issued by the CBT, mortgages can be taken in consideration only if they fill at least one of the following conditions: When registered in the real estate log,  Registered and witnessed by two notaries on the Arabic Log;  In the presence of a mortgage promise on a parcel of land acquired from one of the following:AFI,AFT, and AFH.

On the other hand, some guarantees have been accepted since FY 2006 by applying Articles 327 and 328 of the civil and commercial procedures code, in the form of protective oppositions. This form of guarantee was adopted based on an underlying hypothesis, i.e. a historical rate of high achievements and taking in consideration the following cumulative conditions.

Commitments taken by the borrowing relation are fully concentrated at the level of Amen Bank;  The protective opposition is inscribed on the real estate certificate, which shall not contain other mortgage charges to the profit of other creditors; The registration date of the conservatory opposition is at least two years old; A recent evaluation of the title subject of the protective opposition; A 10% decrease in the value of the title subject of the protective opposition.

5.1.3 Accountability of debts that cannot be recovered considered as loss

Debts that cannot be recovers and which are less than 500 dinars and other non-recoverable debts having been ruled out shall be considered as loss. Along with this, related provisions and bank charges shall be resumed.

5.1.4 Accountability of revenues generated by loans granted to customers

Interests on short term management credits are accounted for in advance. They are considered to be products for their total amount and shall be regularized to take in consideration interests not yet due on the financial statements’ closing out date. Interests on mid-term credits are materialized by credits instruments or securities and are disbursed on time. They are accounted as products as their installments are due. The portion of ongoing interests but not yet due on the financial statements closing out date shall be regularized. Interests and bank charges which recovery has become uncertain, noted in the evaluation of assets and covering risks, will be hosted in a liabilities account called “reserved bank charges”. Interests and bank charges related to contentious debts are automatically reserved and shall not be accounted for in the results’ accounts. As for other products related to classified debts, they are initially accounted for in the Bank’s products than calculated by a computer application to be reserved. The recovery of reserved bank charges and their attribution in the fiscal year’s revenues depend on the reduction of direct commitments further to cash collection. For this reason, the collection of debts shall be automatically attributed to the already constituted reserved bank charges.

5.2 Follow up of short-term measures enounced in 2011 5.2.1 Collective Provisions

The collective provision applied for FY 2011 as a temporary measure has become a permanent provision to observe and cover latent risks on commitments of Class 0 and 1. Therefore, in applying provisions of the CBT Circular N° 2012-20, the bank withdrew from general provisions referred to as “collective provisions” to cover latent risks on current commitments and on commitments requiring specific follow up as per Article 8 of circular 91-24 dated December 17, 1991.

To evaluate the required provision amount, the bank applied the referential methodology dictated by the CBT. This methodology provides for:

Consolidate commitments 0 and 1 in homogenous groups by nature of debtor and by activity sector; Calculation of the average migration rate for each group corresponding to the considered group’s additional risks for N year reported to commitments 0 and 1 of the same group of year N-1. Determine a scaling factor per group reflecting the aggravation of risks in 2016. This scaling factor cannot be less than 1: Determine an average provisioning rate on the additional risk per group and apply this rate on outstanding commitments 0 and 1 of subject group;

The amount of collective provisions is reviewed when annual accounts are closed out.

The increase of the required collective provision induced an additional endowment charged against the fiscal year and reversely, the reduction of the required collective provision induces recovery corresponding to the decrease charged on the fiscal year’s products.

Annual report Amen BANK 2016 I 96 The application of these rules resulted in collective provisions amounting to 62 800KDT. Therefore, with consideration to the collective provision of 52 951KDT constituted in 2015, a net additional provision of 9 849 KTD was allocated for FY 2016.

5.2.2 Credits rescaled during 2011 and follow up in 2016:

In 2011, with the enforcement of provisions stated in the CBT Circular N° 2011-04, two measures were applied:

First measure:

Reschedules undertaken by the bank according to subject circular have neither classified the concerned company in Class 2, 3 or 4 as per circular 91-24 not have they reviewed classifications allocated to the company as f December 31, 2010. In 2016, this measure is no more in force. The bank proceeded with the classification of all commitments in compliance with provisions of circular 91-24.

Second measure:

Products, debts’ bank charges and unpaid interests on reschedules granted in the framework of Circular 2011-04 have been reserved. A recovery of 30 KTD has been made in 2016.

5.3 Additional provisions

As per provisions of the CBT circular n°2013-21 dated December 30, 2013, credit institutions must constitute additional provisions on assets that are at least 3 years in Class 4 to cover net risks, according to the following minimal quotas:

40 % for Class 4 assets that are 3 to 5 years old; 70% for Class 4 assets that are 6 to 7 years old; 100% for Class 4 assets that are at least 8 years old.

5.4 Exceptional measures for the tourism sector

In accordance with provisions of the CBT circular n. 2015-12, credit institutions may postpone the payment of principal installments and their interests due or to be due in 2015 and 2016 representing credits granted to companies operating in the tourism sector.

Reimbursement may be made as of 2017 over a period taking in consideration companies’ specific capacities. Credit institutions may also grant new credits that can be paid back over a period of 7 years including 2 grace years to finance tourism activities performed between July st1 , 2015 and December 31st, 2016.

Credit institutions postponing the payment of installments or granting new exceptional credits may: Keep the classification defined at the end of December 2014 in article 8, Circular 91-24 mentioned above; Freeze the age of credits according to Article 10 fourth of Circular 91-24 stated above.

Credit institutions concerned by these measures are required not to account as part of their revenues, interests which reimbursement is reported and interests on new loans granted during the two grace yearsunless they are actually received.

The application of the two rules stated above led to the constitution of reserved bank charges amounting to 27 72 KTD. In addition, a collective provision allocation of the tourism sector’s debts amounting to18,090 KTD was also constituted, including a net endowment for FY 2016 worth of 6,050 KTD. 5.5Securities portfolio

5.5.1 Basis for the presentation of portfolio securities

Fixed income or variable-income securities are reported on the balance sheet either in the commercial portfolio section or in investment portfolio section, according to their duration and intended holding. The classification rules are the following:

Commercial securities portfolio:

Trading securities These are fixed or variable income securities purchased for resale in the short term,with a trading market considered to be fluid.

Annual report Amen BANK 2016 I 97 Investment securities Securities that do not meet criteria for transaction or investment securities.

Investment portfolio:

Investment securities Securities acquired with the intention of being held to maturity and for which the bank has sufficient means to fulfill that intent.

Equities Shares and other variable-income securities held to earn satisfactory returns over a long period, or to allow the continuation of banking relationship with the issuer.

Participation with sell-down convention Commitments reflected in securities representing shares in the company’s capital when in substance, they set up a creditor/debtor relationship between the bank institution and the issuing company.

5.5.2 Rules for the evaluation of the investment portfolio

Securities are accounted on the date of acquisition at their cost of acquisition, all costs and expenses excluded, with the exception of study and consultancy fees incurred during the acquisition of investment securities, participation or shares in associated companies and joint ventures, and investments in affiliates.

Unpaid subscribed stakes are registered off balance for their face value. On reporting date, titles are assessed as follows:

Trading securities These securities are assessed at market value (average weighted market price). Changes in the rate, following their assessment at market value, are charged to income.

Placement securities These securities are valued separately for each title, at market value for listed securities and at the fair value for unlisted securities. No compensations are to be made between unrealized gains on certain securities with unrealized losses on other securities.

The unrealized loss resulting from the difference between the book value and market value results in the creation of a provision, unlike unrealized gains which are not recognized.

Investment securities The acquisition cost of investment securities is compared with the market value for listed securities and with fair value for unlisted securities. Unpaid added-values on investment securities shall not be accounted.

Unpaid loss of value resulting of the difference between the accounting value (possibly adjusted with depreciations, bonuses or haircuts) and the market value or the securities’ real value shall be accounted for only in the two following cases:

When due to new circumstances, there is a high probability that the institution does not hold securities until maturity. the possibility for the existence of default risk on the part of the issuer of securities.

5.5.3 Accountability of income on securities portfolio

Interestsare recognized taking into account the principle of accrual accounting. Thus, interest receivable on Treasury bills and bonds are recognized as profit of the period.

Dividends on equity securities held by the bank are included in the income statement as soon as their distribution has been officially approved. Capital gains on investment securities purchased under porting agreements are treated as interest and reflected in income as they are run.

5.6 Consideration of products

Interest, related products, commissions and other incomes are included in the statement for the period between January the 1st and December 31, 2016.

The payable and not due products are integrated to the result while income received and relating to a period after December 31, 2016 are deducted from earnings.

Annual report Amen BANK 2016 I 98 5.7 Consideration of charges

Interest and commissions incurred, staff costs and other expenses are included in the result for the period between January the 1st and December 31, 2016.

Accrued andnon-matured expenses are included in the result, while cash costs, related to a period subsequent to December 31, 2016 are added to the result. 5.8 Fixed assets

Operating property

Operating assets are accounted for at their acquisition cost and amortized on a straight cost at the following rates:

CATEGORY OF FIXED ASSETS PRACTICED RATE Not revalued buildings 2% Revalued buildings 5% Set up, arrangements and Installations 10% Elevators 10% Software 10% to 33% Right to lease 5% Computer hardware 15% Transport equipment 20% Office furniture 10% Operating equipment 10% Air conditioners 20% Electronic payment terminals 20% Safes 4% and 10%

Non-operated facilities

In recovering debts, the bank has acquired building properties put on sale in the framework of property selling procedures; the acquisition price corresponding to the price determined in the Specifications prepared by a judicial expert assigned by the Court for that matter. Assets are classified as non “operated facilities” under AC6 item – Fixed Assets.

Non-operated facilities are accounted for at their purchase price increased by related costs and fees. With a dispensation from provisions of NCT 5 related to tangible fixed assets, these facilities are treated with reference to provisions of the financial information international standard 5 (IFR 5) related to noncurrent assets designed for resale and abandoned activities.

In applying provisions of IFRS 5, non-operated facilities are not subject to depreciation. However, they must be assessed on an individual basis and must appear on the annual financial statements at the lower rate between the accounting value and the real value, decreased by selling costs.

5.9 Accounting off-balance commitments

Funding commitments are accounted off-balance when they are contracted and are transferred to the balance as funds are released for their nominal value.

5.10 Règlesdeconversiondesopérationsendevises

Charges and products stated in foreign currency are converted in Tunisian dinars based on the cash exchange rate on the date of their consideration.

Annual report Amen BANK 2016 I 99 5.11 Reevaluation of foreign exchange positions

Foreign exchange positions have been converted in a reference currency based on the average inter-banks exchange rate on the last day of December 2016. Results of unrealized exchanges have been taken in consideration in FY 2016.

5.12Tax Charge

In 2016, the Group took into accounts deferred taxes in accordance with provisions of accounting standards NCT35 and NCT38. 6. SPECIFIC CONSOLIDATION METHODS

6.1 Processing deviations of the first consolidation

6.1.1 Goodwill

The surplus on the acquisition cost of investors’ shares in the actual value of identifiable assets acquired on the date of transaction shall be calculated as assets. It is amortized over an estimated utility life. This term shall never exceed 20 years.

Nevertheless, the surplus of investors’ shares in the actual values of identifiable assets over the acquisition cost shall be accounted as negative goodwill.

The negative goodwill is fully or partially amortized over the term for future expected losses or expenses, if not over the remaining average utility life of acquired identifiable and redeemable assets, the balance is immediately counted as incomes.

Endowments to Goodwill liquidations related to the running fiscal year is stated at the level of the CH8 Result “Endowments to Liquidations and to Provisions on Fixed Assets”.

6.2 Balances and reciprocal transactions

Reciprocal balances as well as revenues and expenses resulting of transactions carried out within the Group not affecting consolidated profits are removed when concerning entities subject of global or proportional integration.

On the other hand, balances and reciprocal transactions which have an impact on consolidated profits are removed when they relate to companies subject to global and proportional integration with an equity accounting. 7. MAIN REPROCESSING OPERATIONS PERFORMED IN CONSOLIDATED ACCOUNTS 7.1 Homogenization of accounting methods

Accounting methods used to settle accounts of companies covered by the consolidation perimeter have been brought into line with methods adopted for the Group’s consolidated accounts.

Nevertheless, financial statements of Maghreb Leasing Algeria, designed according to international standards (IAS/IFRS) have not been reprocessed when homogenizing accounting methods.

Annual report Amen BANK 2016 I 100 7.2 Elimination of intra-bank accounts and transactions

Internal transactions are removed in order to neutralize their effect. Removal mainly concerns:

Current accounts between companies of the Group; Commissions between companies of the Group Dividends paid to AMEN BANK by consolidated companies; Intra-group provisions (provisions on holding securities). Funds managed by SICAR Amen on behalf of the Group’s companies; Loans received by the Group’s companies from the parent company Amen Bank. 8- EXPLANATORY NOTES (figures are expressed in thousand dinars)

1- Explanatory notes on balance- Assets

Note 1.1: Cash and balances with the Central Bank, CCP and TGT

The balance of this item has reached on December 3, 2016 the amount of 107 733 KTD versus 108 636 KTD on December 31,2015, broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Cash in dinars, foreign currencies and travelers checks 47 968 49 897 (1 929) (4%) CBT, CCP and TGT 59 765 58 739 1 026 2% TOTAL 107 733 108 636 (903) (1%)

Details of each item are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Cash in dinars, foreign currencies and travelers checks 47 974 50 845 (2 871) (6%) Provisions on box in dinars (6) (93) 87 (94%) Subtotal 1 47 968 50 752 (2 784) (5%) CBT 59 832 57 784 2 048 4% Provisions CBT (128) (62) (66) 106% Subtotal 2 59 704 57 722 1 982 3% CCP 61 193 (132) (68%) Provisions CCP - (31) 31 (100%) Subtotal 3 61 162 (101) (62%) TOTAL 107 733 108 636 (903) (1%)

Note 1.2: Credits on banks and other financial institutions

The balance of this item has reached on December31,2016 the amount of 169 949 KTD versus 193 873 KTD on December 31,2015, broken down as follows:

Annual report Amen BANK 2016 I 101 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Assets in accounts on banking institutions 13 932 8 950 4 982 56% Loans for banking institutions 21 455 31 219 (9 764) (31%) Debts related to loans granted to banking institutions (7) - (7) 100% Reserves on correspondents (63) (63) - 0% Total debts on banking institutions 35 317 40 106 (4 789) (12%) 8 323 23 946 (15 623) (65%) Loans for financial institutions 125 394 128 791 (3 397) (3%) Debts related to loans granted to financial institutions 915 1 030 (115) (11%) Total debts on financial institutions 134 632 153 767 (19 135) (12%) TOTAL 169 949 193 873 (23 924) 12%

Note 1.3: Customers’ debts

The comparative analysis of receivables to customers between 2016 and 2015 is as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Customer’s debit accounts 948 202 932 547 15 655 2% Customers’ debit accounts 927 703 913 925 13 778 2% Associated debts / customers’ debited accounts 20 499 18 622 1 877 10% Other contributions to customers on ordinary resources 4 330 792 4 453 405 (122 613) (3%) Other contributions to customers in dinars 3 959 017 4 116 204 (157 187) (4%) Other contributions to customers in foreign currency 371 775 337 201 34 574 10% Credits on special resources 616 142 587 567 28 575 5% Debts on budget resources 23 540 15 684 7 856 50% Debts on external resources 592 602 571 883 20 719 4% TOTAL 5 895 136 5 973 519 (78 383) (1%)

Note 1.4: Trading securities portfolio

This section has reached on December 31, 2016 the amount of 602 377 KTD versus 914 748 KTD on December 31,2015, broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Transaction securities 56 828 22 672 34 156 151% Fixed-income securities 54 735 13 920 40 815 293% Variable-income securities 2 093 8 752 (6 659) (76%) Placement securities 545 549 892 076 (346 527) (39%) Fixed-income securities 528 141 878 341 (350 200) (40%) Treasury bonds 306 856 670 402 (363 546) (54%) Debenture loans 9 502 22 883 (13 381) (58%) Commercial papers 204 306 178 864 25 442 14% Connected debts 7 477 6 192 1 285 21% Variable-income securities 17 408 13 735 3 673 27% Shares 19 325 15 655 3 670 23% Reserves for depreciation of the shares (1 917) (1 920) 3 (0%) TOTAL 602 377 914 748 (312 371) (34%)

Note 1.5: Investment securities portfolio

The investment securities portfolio has reached on December 31, 2016 the amount of 978 407 KTD versus 401 344 KTD on December 31,2015, broken down as follows:

Annual report Amen BANK 2016 I 102 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Investment securities 619 864 40 664 579 200 1 424% Participation securities 100 795 184 160 (220 610) (69%) Participation with retrocession convention 257 748 39 275 218 473 556% Total 978 407 401 344 577 063 144%

Note 1.5: Equity affiliates

The item “Equity affiliates” is the share of Amen Bank Group in the net assets of companies at equity. It has reached a balance of 154 205 KDT on December 31,2016 against a balance of 129 608 KDT on December 31,2015 and is detailed as follows:

COMPANY 31.12.2016 31.12.2015 ENNAKL 19 301 11 575 MLA 52 940 42 025 TUNISIE LEASING 32 505 39 013 AMEN SANTE 8 847 10 177 TLG Finance 14 707 8 979 HAYETT 4 407 3 748 ELIMRANE 3 530 3 420 CLINIQUE EL AMEN BIZERTE 3 369 2 400 CLINIQUE EL AMENNABEUL 2 938 2 398 TUNNVEST INNOVATION SICAR 2 124 2 014 AMEN INVEST 1 070 1 490 KAWARIS 1 153 1 028 TUNISYS 917 781 TUNNIVEST INTERNATIONAL SICAR 117 377 SUNAGRI 99 82 AMEN PREMIERE 77 62 SICAV AMEN 59 39 COMAR Côte d’Ivoire 6 045 - TOTAL 154 205 129 608

Note 1.6: Fixed assets

The fixed assets have reached on December 31 , 2016 the amount of 200586 KTD versus 202027 KTD on December 31 , 2015 , broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Intangible assets 80 315 86 082 (5 767) (7%) Intangible assets 115 493 115 124 369 0% Amortization of intangible assets (34 994) (28 858) (6 136) 21% Provisions on intangible assets (184) (184) - - Tangible fixed assets 116 700 111 577 5 123 5% Tangible fixed assets 175 871 165 701 10 170 6% Amortization of tangible fixed assets (59 171) (54 124) (5 047) 9% Outstanding fixed assets 3 571 4 368 (797) (18%) Outstanding fixed assets 3 571 4 368 (797) (18%) TOTAL 200 586 202 027 (1 441) 1%

(A) Goodwill listed in intangible fixed assets on December 31, 2016 shows a balance of 79 443 KTD versus 84 457 KTD on December 31, 2015, and is broken down as follows:

Annual report Amen BANK 2016 I 103 GW GROSS ACCUM. ACCUM. GROSS ENDOWMENT INTEGRATION VALUE ON AMORT. AMORT. V.C.N ON V.C.N ON COMPANY VALUE ON ON DEC. 31, ON 2016 DECEMBER ON DEC ON DEC 31, 31/12/2015 31/12/2016 31/12/2015 2016 ACQUISITION 31, 2016 31, 2015 2016 Goodwill 101 769 339 102 108 (19 839) (5 106) (24 945) 81 930 77 163 ENNAKL(*) Goodwill Tunisie 4 686 - 4 686 (2 412) (234) (2 646) 2 274 2 040 Leasing Goodwill TLG 256 - 256 (3) (13) (16) 253 240 FINANCE TOTAL 106 711 339 107 050 (22 254) (5 353) (27 607) 84 45 79 443

* Processed for comparison purposes

(B) The flows of fixed assets’ transactions taking in consideration acquisitions and transfers are shown below

CONSOLIDATED ACCUM GROSS ACCUM. CONSOL. GROSS VALUE AMORTIZATION/ RECOVERY/ DESCRIPTION VALUE ON ACQUISITION TRANSFER ENDOWMENT AMORTIZATION VCN ON PROVISION ON OUTPUTS 31/12/2015 31/12/2016 31/12/2016 DEC. 31, 2016 31/12/2015 1) Intangible 115 124 - 369 115 493 (29 042) (6 134) (2) (35 178) 80 315 fixed assets Goodwill 106 711 - 339 107 050 (22 254) (5 353) - (27 607) 79 443 Acquired 184 - - 184 (184) - - (184) - goodwill Software 7 263 - 30 7 293 (5 976) (741) (3) (6 720) 574 Right to lease 966 - - 966 (628) (40) 1 (667) 298 Other intangible ------fixed assets 2) tangible 165 701 13 483 (3 115) 176 069 (54 124) (6 173) 928 (59 369) 116 700 fixed assets Exploitation 92 100 6 632 (267) 98 465 (27 582) (3 043) 218 (30 407) 68 058 fixed assets Exploitation 3 710 - - 3 710 - - 3 710 lands Buildings 64 437 4 570 (58) 68 949 (12 494) (1 504) 16 (13 982) 54 967 Building 23 953 2 062 (209) 25 806 (15 088) (1 539) 202 (16 425) 9 381 development Unexploited 39 977 3 756 (2 094) 41 639 (3 590) (191) (197) (3 978) 37 661 fixed assets Unexploited 853 - (669) 184 - - 184 lands Buildings 39 124 3 756 (1 425) 41 455 (3 590) (191) (197) (3 978) 37 477 Furniture & office 6 623 405 (134) 6 894 (4 101) (561) 114 (4 548) 2 346 equipment Transportation 3 897 1 372 (702) 4 567 (1 778) (751) 605 (1 924) 2 643 equipment Computer 9 208 385 116 9 709 (7 021) (767) 168 (7 620) 2 089 equipment ATM 6 356 241 - 6 597 (4 755) (334) 1 (5 088) 1 509 Safes 2 344 - (17) 2 327 (1 420) (137) 16 (1 541) 786 Other fixed 5 196 692 (17) 5 871 (3 877) (389) 3 (4 263) 1 608 assets 3) Ongoing 4 368 6 034 (6 831) 3 571 - - - - 3 571 fixed assets Ongoing tangible fixed 3 977 786 (2 233) 2 530 - - - - 2 530 assets Ongoing intangible 391 5 248 (4 598) 1 041 - - - - 1 041 fixed assets TOTALS 285 193 19 517 (9 577) 295 133 (83 166) (12 307) 926 (94 547) 200 586

Annual report Amen BANK 2016 I 104 Note 1.7: Other assets

Other assets totaled on December 31, 2016 the amount of 169 569 KTD against the amount of 82 578 KTD, detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Suspense and regularization accounts 75 756 (5 987) 81 743 (1 365%) Suspense accounts 81 964 14 739 67 225 456% Trading room’s suspense accounts 70 759 (3) 70 762 100% Compensation suspense accounts 8 842 13 148 (4 306) (33%) Other suspense accounts 2 363 1 594 769 48% Equalization accounts (6 208) (20 726) 14 518 (70%) others 93 813 88 565 5 248 6% Stock of material, supply and stamps 289 310 (21) (7%) State, fiscal dues and taxes 5 905 5 645 260 5% Family allowances 197 289 (92) (32%) Deposits and guarantees 156 117 39 33% Operations with the staff 64 166 58 954 5 212 9% Various creditors 11 499 9 729 1 770 18% Debts on the State 1 154 1 360 (206) (15%) Others 2 973 4 855 (1 882) 39% Deferred tax liabilities 7 474 7 306 168 2% TOTAL OTHER ASSETS 169 569 82 578 86 991 105%

Net changes in provisions on accounts of section AC7are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Provisions on suspense and equalization accounts (16 559) (19 944) 3 385 (17%) Provisions on the trading market’s suspense accounts (7 331) (9 331) 2 000 (21%) Provisions on the compensation’s suspense accounts (7 782) (9 122) 1 340 (15%) Provisions on other suspense accounts (1 446) (1 491) 45 (1%) Reserve on other accounts of sectionAC7 (19 607) (19 666) 59 (0%) Reserve on operations with the staff (751) (801) 50 (6%) Reserve on various creditors (3 440) (3 489) 49 (1%) Reserve on other accounts (15 416) (15 376) (40) 0% TOTAL (36 166) (39 610) 3 444 9%

2- Explanatory notes on balance-liabilities

Note 2.1: Tunisian Central Bank and CCP

The balance of this item includes debts towards the Central Bank of Tunisia. On December 31, 2016, this item showed a balance of 818 196 KTD, registering an increase of 318 002 KDT compared to December 31, .2015.

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Comptes débiteurs auprès de la BCT 40 733 17 40 716 239 506% Dettes rattachées aux emprunts auprès de la BCT 463 177 286 162% Emprunts auprès de la BCT Dinars 777 000 500 000 277 000 55% TOTAL 818 196 500 194 318 002 64%

Note 2.2: Deposits and assets of banking and financial institutions

Deposits and assets of banking and financial institutions as of December 31, 2016 amounted to 483 538 KTD against a balance of 509 230 KTD on December 31, 2015 and are detailed below:

Annual report Amen BANK 2016 I 105 DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Deposits and assets of banking institutions 478 426 490 658 (12 232) (2%) Assets of banking institutions 75 716 10 837 64 879 599% Loans from banking institutions 402 710 479 821 (77 111) (16%) Deposits and assets of financial institutions 5 112 18 572 (13 460) (72%) TOTAL 483 538 509 230 (25 692) (5%)

Note 2.3: Deposits and customer assets

Customers’ deposits and assets amounted to 5 045 332 KTD on December 31, 2016 versus a balance of 5 042 825 KTD on December 31, 2015 and are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Sight deposits 1 383 834 1 363 888 19 946 1% Customers’ other deposits and assets 3 661 498 3 678 937 (17 439) (0%) Savings 1 284 653 1 136 508 148 145 13% Term deposits 2 265 062 2 426 905 (161 843) (7%) Term deposits in dinars 1 866 347 2 124 089 (257 742) (12%) Debts related to term deposits in dinars 10 979 5 380 5 599 104% Term deposits in foreign currency 385 979 296 986 88 993 30% Debts related to term deposits in hard currency 1 757 450 1 307 290% Other sums due to customers 111 783 115 524 (3 741) (3%) TOTAL 5 045 332 5 042 825 2 507 0%

Note 2.4: Loans and special resources

The balance of this item amounted to 914 432 KTD on December 31, 2016 versus 935 808 KTD on December 31, 2015 as detailed below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Realized loans 292 141 280 965 11 176 4% Special resources 622 291 654 843 (32 552) (5%) TOTAL 914 432 935 808 21 376 2%

The balance of materialized loans was subdivided as follows on December 31, 2016 and December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Realized loans 285 443 272 886 12 557 5% Debts related to realized loans 6 698 8 079 (1 381) (17%) TOTAL 292 141 280 965 11 176 4%

The balance of special resources was subdivided as follows on December31, 2016 and December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Budgetary resources 6 500 6 404 96 1% External resources 615 791 648 439 (32 648) (5%) TOTAL 622 291 654 843 (32 552) (5%)

Note 2.5: Other liabilities

Other liabilities are divided as follows on December31, 2016 and December 31, 2015:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Provisions for liabilities and charges 4 591 3 470 1 121 32% Provisions on commitments by signature 1 703 1 311 392 30% Other provisions for liabilities and charges 2 888 2 159 729 34% Suspense and equalization accounts 186 523 207 506 (22 359) (11%) Suspense accounts 2 159 2 688 (529) (20%) Equalization accounts (4) (4) - - Various creditors 161 746 183 576 (21 830) (12%) Various creditors on compensation accounts 102 736 127 769 (25 033) (20%) Personnel deposits 5 043 3 748 1 295 35% Charges to pay 53 967 52 059 1 908 4% State, fiscal dues and taxes 19 676 16 342 3 334 20% Others 2 946 4 959 (2 013) (41%) TOTAL OTHER LIABILITIES 191 114 211 031 (19 917) (9%)

Annual report Amen BANK 2016 I 106 3- Explanatory notes on the balance – Minority Interests

COMPANY 31/12/2016 31/12/2015 Minority interests in Amen Finance Company’s reserves 40 956 52 503 Minority interests in Amen Finance Company’s results (3 181) (1 184) Minority interests in AMEN PROJECT reserves 3 589 5 091 Minority interests in AMEN PROJECT results 29 119 Minority interests in SOGEREC reserves (350) (367) Minority interests in SOGEREC results 20 17 Minority interests in SICAR AMEN reserves 1 173 264 Minority interests in SICAR AMEN results 290 916 Minority interests in AMEN CAPITAL reserves 369 260 Minority interests in AMEN CAPITAL results 65 3 Minority interests in the reserves of LE RECOUVREMENT 3 1 Minority interests in the result of LE RECOUVREMENT - 3 Minority interests in the reserves of Amen Corporate Finance (6) (6) Minority interests in the results of Amen Corporate Finance 8 1 TOTAL 42 965 57 621

4- Explanatory notes on balance - Equities

On December 31, 2016, the corporate capital amounted to 127 313 KTD broken down into 25 462 500 shares, each worth of 5 TD fully released. Contributions of each company covered by the consolidation perimeter in the Group’s equities are detailed below:

EQUITIES ON EQUITIES ON COMPANY EQUITY ELEMENTS CP ON DEC. 31, 2015 DECEMBER 31, 2016 DECEMBER 31, 2015 CAPITAL 127 313 122220 RESERVES 537 413 538 149 AMEN BANK REPORTED Result 4 5 RESULTAT 77 985 47 432 TOTAL 742 715 707 806 RESERVES 6 564 4 645 SICAR AMEN RESULT 2 166 1 971 TOTAL 8 730 6 616 RESERVES 2 424 1 837 LE RECOUVREMENT RESULT 131 587 TOTAL 2 555 2 424 RESERVES 1 057 953 AMEN PROJECT RESULT 33 135 TOTAL 1 090 1 088 RESERVES (1 135) (1 672) SOGEREC RESULT 155 134 TOTAL (980) (1 538) RESERVES 100 122 AMEN CAPITAL RESULT 72 4 TOTAL 172 126 RESERVES 1 486 1 215 AMEN FINANCE RESULT (223) (590) COMPANY TOTAL 1 263 625 RESERVES (7) 1 AMEN CORPORATE RESULT 9 (9) FINANCE TOTAL 2 (8) RESERVES 923 912 AMEN INVEST RESULT 33 84 TOTAL 956 996 RESERVES 10 917 12 843 TUNISIE LEASING RESULT 2 274 1 819 TOTAL 13 191 14 662

Annual report Amen BANK 2016 I 107 RESERVES 13 276 4 559 MAGHREB LEASING RESULT 5 785 7 051 ALGERIE TOTAL 19 061 11 610 RESERVES 1 185 1 235 EL IMRANE RESULT 245 85 TOTAL 1 430 1 320 RESERVES 59 21 KAWARIS RESULT 138 38 TOTAL 197 59 RESERVES 1 327 (73) TLG FINANCE RESULT (25) (22) TOTAL 1 302 (95) RESERVES 2 696 2 408 HAYETT RESULT 666 328 TOTAL 3 362 2 736 RESERVES 695 1 269 TUNINVEST RESULT 1 248 609 INNOVATION SICAR TOTAL 1 943 1 878 RESERVES 131 993 TUNINVEST RESULT (206) (766) INTERNATIONAL SICAR TOTAL (75) 227 RESERVES 333 274 TUNISYS RESULT 136 59 TOTAL 469 333 RESERVES 627 1 168 AMEN SANTE RESULT (1 244) (265) TOTAL (617) 903 RESERVES (1 608) - CLINIQUE EL AMEN RESULT - - NABEUL TOTAL (1 608) - RESERVES (12 064) (5 970) ENNAKEL RESULT 2 576 4 078 TOTAL (9 488) (1 892) RESERVES (2 000) (15) AMEN PREMIERE RESULT 3 3 TOTAL (1 997) (12) RESERVES (89) (108) SICAV AMEN RESULT 2 1 TOTAL (87) (107) RESERVES (1 177) - CLINIQUE EL AMEN RESULT - - BIZERTE TOTAL (1 177) - RESERVES (136) (100) SUNAGRI RESULT 1 (34) TOTAL (135) (134) RESERVES 111 - New member in the COMAR Côte d’Ivoire RESULT - - holding TOTAL 111 - CAPITAL 127 313 122 220 RESERVES 563 108 564 666 TOTAL REPORTED RESULT 4 5 RESULT 91 960 62 732 TOTAL 782 385 749 623

Annual report Amen BANK 2016 I 108 5- Explanatory notes on statement of commitments off-balance sheet

Note 5-1 : Guarantees, endorsements and other commitments given

The balance of this item amounted at 516 942 KTD on December 31, 2016 against 482 485 KTD at the end of fiscal 2015 and is as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Sureties 457 570 427 352 30 218 7% Endorsements 37 743 39 347 (1 604) (4%) Other given guarantees 21 629 15 786 5 843 37% TOTAL 516 942 482 485 34 457 7%

The outstanding guarantees’ details on December 31, 2016 were as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Pledges in favor of banks 144 816 193 255 (48 439) (25%) Pledges in favor of financial institutions 20 178 20 178 - - Pledges in favor of the customer 292 576 213 919 78 657 37% TOTAL 457 570 427 352 30 218 7%

The outstanding endorsements’ details on December 31, 2016 were as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Endorsements in favor of the local banks - 6 000 (6 000) (100%) Endorsements in favor of the customer 37 743 33 347 4 396 13% TOTAL 37 743 39 347 (1 604) (4%)

Note 5.2: Documentary Credits

Documentary credits increased from 245 703 KTD to 339 146 KTD between December 31,2015 and December 31,2016 and are detailed as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Documentary credits import 208 925 185 372 23 553 13% Documentary credits export 130 221 60 331 69 890 116% TOTAL 339 146 245 703 93 443 38%

Note 5.3: Pledged assets

The balance of this section is the carrying value of treasury bills and refinanced effect given by the bank to guarantee the refinancing on the liabilities side. The balance of this section is detailed on December 31,2016 as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Refundable effects given as guarantees 241 000 262 000 (21 000) (8%) BTA given in guarantee 439 000 144 000 295 000 205% National loan presented as a guarantee 97 000 94 000 3 000 3% TOTAL 777 000 500 000 277 000 55%

Annual report Amen BANK 2016 I 109 Note 5.4: Commitments given

Commitments given amounted to 245 930 KTD on December 31, 2016 and are as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION %

Funding commitments given 239 342 276 873 (37 531) (14%)

Interbank loans in currencies confirmed not yet delivered - 20 225 (20 225) (100%)

Credits to customers confirmed not yet released 229 116 247 087 (17 971) (7%)

Mid-term credits confirmed to customers not yet released 205 663 192 014 13 649 7%

Long-term credits confirmed to customers not yet released 11 867 10 321 1 546 15%

Credits to customers confirmed but not yet released in favor of 2 500 - 2 500 100% banking and financial institutions – Mid-term Short term credits confirmed to customers not yet released 9 086 44 752 (35 666) (80%) Credit card authorizations 10 226 9 561 665 7% Commitments on securities 6 588 9 380 (2 792) (30%) Not yet released participations 6 375 8 982 (2 607) (29%) Securities to receive - 362 (362) (100%) Securities to deliver 213 36 177 492% TOTAL 245 930 286 253 (40 323) (14%)

Note 5.5: Commitments on Funding Received

The balance of this item includes foreign currency investments confirmed to customers not yet released. This section shows a balance of 11 499 KDT on December 31, 2016 broken down as follows:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Received funding commitments 11 499 45 494 (33 995) (75%) From banking institutions TOTAL 11 499 45 494 (33 995) (75%)

Note 5.6: Guarantees Received

Outstanding guarantees received totaled up on December 31, 2016, the amount of 3 467 728 KTD versus 3 424 934 KTD at the end of Fiscal Year 2015 This corresponds to recognized outstanding guarantees taken into account in accordance with provisions of Circular 91-24 BCT within the commitment’s limits.

The balance of this item was on December 31, 2016 as described below:

DESCRIPTION 31.12.2016 31.12.2015 VARIATION % Guarantees received from the State 97 591 85 820 11 771 14% Guarantees received from other banking, financial and 9 722 12 803 (3 081) (24%) insurance companies Guarantees received from customers 3 360 415 3 326 311 34 104 1% TOTAL 3 467 728 3 424 934 42 794 1%

Annual report Amen BANK 2016 I 110 6 -Explanatory Notes on the income statement:

Note 6.1: Interest and similar income

Interest and similar income in 2016 totaled up an amount of 433 332 KTD. Their details are as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Operations with banking and financial institutions and with TCB 9 051 9 967 (916) (9%) Operations with customers 409 696 420 709 (11 013) (3%) Other interests and assimilated revenues 14 585 17 075 (2 490) (15 %) Interest difference on exchange operations 6 501 8 004 (1 503) (19%) Interest-type commissions 8 084 9 071 (987) (11%) Total 433 332 447 751 (14 419) (3%)

Note 6.2: Commissions earned

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Checks effects, transfers, bookkeeping and the other means 46 040 40 428 5 612 14% of payment Operations on investment and securities 2 588 2 734 (146) (5%) Exchange transactions 1 704 1 823 (119) (7%) Operations of foreign trade 4 733 5 147 (414) (8%) Management, study and commitment 11 552 10 929 2 791 32% Monetics Operations and direct banking 12 477 10 411 2 066 20% Bank insurance 2 433 2 168 265 12% Other commissions 1 368 889 479 54% Total 82 895 72 361 10 534 15%

Note 6.3: Net gain on commercial securities portfolio and financial transactions

Earnings on commercial securities portfolio and financial transactions were as follows in 2016 and 2015:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Net earnings on transaction securities 1 760 36 1 724 4 789% Net earnings on placement securities 29 305 45 882 (16 577) (36%) Net earnings on exchange transactions 19 212 17 038 2 174 13% Total 50 277 62 956 (12 679) (20%)

Note 6.4: Revenue from investment portfolio

Portfolio investment incomes amounted in 2016 to 45 103 KTD versus 12 709 KTD in 2015. Their detail is as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION %

Interests and assimilated revenues from investment securities 43 248 12 127 31 121 257%

Dividends and assimilated revenues from participation securities, 1 703 406 31% related companies, associated companies, and co-companies 1 297

Dividends and assimilated revenues from shares in participations 152 867 (121%) with retrocession conventions (715) Total 45 103 12 709 32 394 255%

Annual report Amen BANK 2016 I 111 Note 6.5: Outstanding interests and incurred charges

Interest and similar charges in 2016 totaled an amount of 320 927 KTD. Their details are as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % % Incurred interests and assimilated loads: (278 827) (305 295) 26 468 (9%) Operations with banking and financial institutions (37 817) (41 257) 3 440 (8%) Operations with customers (211 116) (230 160) 19 044 (8%) Loans and special resources (29 894) (33 878) 3 984 (12%) Other interests and loads: (42 100) (35 649) (6 451) 18% Difference of interest on foreign-exchange transaction (29 701) (22 640) (7 061) 31% Commissions of cover against the foreign exchange risk (12 399) (13 009) 610 (5%) and other commissions on the outside lines Total (320 927) (340 944) 20 017 (6%)

Note 6.6: Provisions and results of value adjustments on receivables and liabilities off-balance sheet:

The cost of risk on receivables, other assets and liabilities totaled in 2016 an amount of 85 826 KDT, reflecting a decrease of 2 518 KTD compared to fiscal year 2015 restated. Details are as follows:

DESCRIPTION 2016 2015 VARIATION % Endowment in reserves on bad debts (79 340) (68 213) (11 127) 16% Endowment in the collective reserves Cir BCT 2012-02 (9 850) (15 135) 5 285 (35%) Endowment in reserves on additional debts Cir BCT 2013-21 (31 851) (19 099) (12 752) 67% Endowment in reserves on other elements of assets, other (16 570) (6 506) (10 064) 155% risk and loads. Total Endowment (137 611) (108 953) (28 658) 26% Loss on debts (54 495) (11 511) (42 984) 373% Total Endowment and loss on debts (192 106) (120 464) (71 642) 59% Recovery of provisions on bad debts 16 315 13 936 2 379 17% Recovery of provisions on additional debts Cir BCT 2013-21 16 426 5 592 10 834 194% Recovery of provisions on additional debts Cir BCT 2013-21 2 708 159 2 549 1 603% following cancellation Recovery of provisions on cancelled debts 34 948 9 947 25 001 251% Recovery of provisions on other elements of assets, other risk 17 073 955 16 118 1 688% and loads Recovery of bank charges on cancelled debts 18 810 1 531 17 279 1 129% Total Endowment 106 280 32 120 74 160 231% Total reversals and recoveries on loans 106 280 32 120 74 160 231% TOTAL (85 826) (88 344) 2 518 (3%)

Note 6.7: Provisions and result value adjustments on investment portfolio

Endowments for provisions and result of assets corrections on investment portfolio totaled by 2016 an amount of 1 260 KDT, marking a variation of 4 183 KTD compared to fiscal year 2015. Their details are as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Endowment to provisions due to investment securities depreciation (5 483) (8 945) 3 462 (39%) Recovery on provisions due to security depreciation 1 807 411 1 396 340% Increase in value by transfer on investment securities 920 3 025 (2 105) (70%) Spreading allowances and discounts on BTA 1 496 66 1 430 2167% Total (1 260) (5 443) 4 183 (77%)

Annual report Amen BANK 2016 I 112 Note 6.8: Operating charges

The operating expenses totaled by 2016 an amount of 115 262 KTD, marking an increase of 15 780 KTD comparing to 2015. Their detail is as follows:

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Staff expenses (82 547) (74 830) (7 717) 10% Staff payment (63 148) (58 071) (5 077) 9% Social costs (15 227) (13 000) (2 227) 17% Taxes on salaries (1 173) (998) (175) 18% Other charged related to staff (3 000) (2 761) (239) 9% General operating charges (20 408) (18 203) (2 205) 12% Not banking running costs (9 021) (7 595) (1 426) 19% Other operating expenses (10 907) (10 608) (299) 3% Endowments to depreciations (12 307) (6 449) (5 858) 91% TOTAL (115 262) (99 482) (15 780) 16%

Note 6.9: Balance gain from other ordinary items

DESCRIPTION 31/12/2016 31/12/2015 VARIATION % Added value on transfer of fixed assets 105 96 9 9% Special situation contribution (194) - (194) 100% Other exceptional results 1 048 (1 488) 2 536 (170%) TOTAL 959 (1 392) 2 351 (169%)

Note 6.10: Tax on profits

Tax on profits for the fiscal year 2016 is as follows:

DESCRIPTION 2016 2015 VARIATION % Currents tax (4 574) (4 053) (521) 13% Deferred tax 168 (602) 770 (128%) TOTAL (4 406) (4 655) 249 (5%)

Note 6.11: Earnings per share

Basic earnings per share for the year ended December 31, 2016 was 3, 612 dinars versus 2,566 dinars for the year ending on December 31, 2015.

DESCRIPTION 31/12/2016 31/12/2015 VARIATION Net result in KDT 91 960 62 732 29 228 Average number of shares 25 462 500 24 444 000 1 018 500 Base result by share (inTD) 3,612 2,566 1,045 DILUTED RESULT BY SHARE (IN TD) 3,612 2,566 1,045

The share-based result determined this way corresponds at the same time to the base result by share and the diluted result by share as defined by accounting standards. It is calculated by dividing the fiscal year’s net result attributable to ordinary shares by the weighted average number of circulating shares during the fiscal year.

Annual report Amen BANK 2016 I 113 7-Explanatory notes about the treasury flow

The statement of cash flows is established in order to highlight the cash flow movements of the bank through its operating, investing and financing activities and through other factors that may affect its liquidity and solvency.

The treasury of the bank, made up of all cash and cash-equivalent assets, went up from -853 274 KTD to -705 897 KTD reflecting an increase of 147 377 KTD or 17,27%.

This increase is explained by positive treasury flows yielded by operating activities amounting to 736,066 KTD and by negative treasury flows allocated to financing activities for 27,167 KTD, as well as by investment activities amounting to 561,122 KTD.

The review and analysis of these three streams highlights the following key findings:

Note 7.1: Cash provided by operating activities

The flow of net cash used in operating activities amounted to 736 066 KTD on December 31, 2016. It is explained notably by:

Positive net flows:

1. The net flow of income received compared to cash costs of operations for 212,654 KTD; 2. Variation of deposits in banking and financial institutions net of withdrawals for 404,319 KTD; 3. Variation of loans to customers net of reimbursements for 339,250 KTD; 4. Net revenues generated by placement securities for 12,454 KTD; 5. Other treasury flows allocated to other operating activities for 28, 176 KD.

Negative net flows:

1. Variation of customers’ deposits, net of withdrawals for 46,727 KTD; 2. Net disbursements made in favor of the staff and various creditors for209,475 KTD; 3. Disbursements related to tax on profits for 4,585 KTD;

Note 7.2: Cash flows generated by investment activities:

Cash flows generated by investment activities totaled up -561 522 KTD and are mainly inherent to the acquisition of investment securities, partially compensated by the receipt of interest and dividends received.

Note 7.3: Cash flow generated by financing activities.

Treasury flows generated by financing activities amounted to -27 167 KTD on December 31, 2016 and can be explained by the following:

Net positive flows:

1. The issuing of reimbursement net loans for 35 969 KTD; 2. Increase of special resources for 33,418 KTD

Net negative flows:

1. Payment of dividends for 29 554 KTD; 2. Transaction on social and retirement funds for164 KTD.

Note 7.4: Cash and cash equivalents

This section consists mainly of cash in dinars and foreign currency balances with the central bank and the center of postal checks, sight deposits with banks, loans and interbank borrowings for a period of less than three months of the trading securities portfolio.

Cash and cash equivalents amounted on December 31, 2016 to -705 897 KTD versus -853 274 KTD on December 31, 2015.

Annual report Amen BANK 2016 I 114 8- Other Notes

Note 8-1. Identification of related parties

The following are considered related parties in accordance with Accounting Standard NCT39: PGI Holding company as itholds 20.31% of Amen Bank’s capital. COMAR company as a direct holder of 27.93% of the voting rights in Amen Bank. PARENIN Company as it directly holds 4.66% of Amen Bank’s capital Companies controlled by Amen Bank, or companies over which the Bank exercises significant influence. Members of the Board of Directors of Amen Bank, members of the Board of Trustees and close members of their families.

Description of transactions with related Parties in the course of 2016

PGI Holding Company

Amen Bank leases from PGI Holding Company one portion of the ground floor of a building located at 150, Liberté Avenue in Tunis. The lease amount in Fiscal Year 2016 was 129 KTD (Tax Free). Amen Bank partly contributes to fees related to the material, human and computer means of PGI Holding to favor the exchange, development and assistance with the holding’s different companies. Amen Bank’s share in this convention amounts to 0.5% of PGI’s turnover without exceeding 160 KTD (tax free). The amount of fees borne by the bank for fiscal year 2016 was 160 KTD (tax-free).

COMAR Company

AMEN Bank signed with COMAR the following agreements and operations: 1-Total commitments of COMAR towards Amen Bank amount to 515 KTD 2-Lease contracts authorizing COMAR to use three buildings owned by AMEN Bank. Revenues generated by this operation in 2016 amounted to 22 KTD (Tax free). 3- Various insurance contracts detailed as follows: Insurance of vehicles, multi-guarantees, theft, computer and monetics equipment, with an annual global contract amount of 1 055KTD in FY 2016; Insurance contracts to cover the bank personnel’s health, invalidity and death. The global amount disbursed to COMAR in Fiscal Year 2016 was 2 406KTD.

PARENIN

Total commitments of PARENIN towards Amen Bank amount to 43 248 KTD

Note 8-2: Short term liquidity ratio:

The new short-term liquidity ratio “LCR” was enforced at the beginning of January 2015 in accordance with the CBT’s circular n. 2014-14 dated November 10, 2014; it measures the coverage rate of the treasury net spending (over 30 days) by the bank’s cash assets. As of December 31, 2016, the short-term liquidity ratio (LCR- for the month of January 2017 amounted to 103.2 % compared to the minimal regulatory threshold of 80% fixed by the CBT for 2017.

Note 8-3: Events happening after the close-out date:

No major event has taken place after December 31, 2016.

Annual report Amen BANK 2016 I 115 FINANCIAL PERFORMANCES OF AMEN BANK GROUP TUNINVEST INNOVATIONS SICAR

6/ FINANCIAL PERFORMANCES TUNINVEST INNOVATIONS SICAR is a venture capital company incorporated in January 2002 and regulated by law 95-87 and OF AMEN BANK GROUP subsequent laws. TUNINVEST INNOVATIONS SICAR invests in equities in innovative Amen Group is made up of more than 60 companies operating in sectors or in companies working in the field of innovation such as various areas broken down into five major poles: Agri-food and hotel information and communication technologies, telecommunication industry; Banking; Insurance and Healthcare; Commerce, Equipment infrastructure, hardware, software development and distribution, and Transportation; Specialized Financial Services. integration and consulting on information systems as well as life sciences. Its corporate capital was reduced from 5.5 million dinars to All different poles operate under the control of their mother company: 0.5 million dinars. PGI-HOLDING. In 2016, its total balance amounted to 5.9 million dinars while its net result amounted to 3.5 million dinars. The total of funds returned to shareholders as dividends and as reduction of capital stands at 14.4 AMEN GROUP FINANCIAL INSTITUTIONS million dinars representing 202% of the amount initially invested. Amen Group includes 25 financial institutions. AMEN PROJECT SICAF

AMEN PROJECT is a closed-end investment company founded in RETAIL BANKING 1993 with a capital of 9 million Tunisian dinars. By the end of 2016, the company registered 10 participations spread out on diverse sectors such as food industries, automotive distribution and health services. AMEN BANK In December 2016, the overall gross outstanding portfolio of equities amounted to 11.4 million dinars. Founded in 1971, AMEN BANK is a public company with a current AMEN PROJECT realized in 2016 net earnings amounting to 257 business capital of 127,312.500 TD, 61.38% of which are held by AMEN thousand dinars. Holding. Its corporate object is the performance of banking activities and mainly mobilizing savings and providing credits. AMEN FINANCE COMPANY « AFC »

AMEN FINANCE COMPANY is a joint stock company created in 2012 FUNDING AND INVESTMENT INSTITUTIONS with a business capital of 100 million of dinars, of which 87,5 million dinars have been released to date. SICAR AMEN It aims at participating in the capital equities of existing or soon to be created companies, whether listed or not listed in the stock exchange, SICAR AMEN is a venture capital investment company incorporated in the total or partial takeover of companies, as well as holding and 1999 with a current capital of 2,5 million dinars. It aims at participating managing real estate equities or other forms of participations. for retrocession, in its own name or on behalf of third parties, to the strengthening of companies’ equities and mainly startups, companies It currently holds 24.495 % in the business capital of ENNAKL, dealer set up in regional development areas, upgraded companies, SMEs as of the Volkswagen car brand, Volkswagen commercial vehicles, Audi, well as companies investing in technologies and innovating activities Porsche, Seat and SKODA. Revenues generated by dividends distributed in all economic fields. As of December 31, 2016, AMEN SICAR was by ENNAKL amounted to 4.8 million dinars against 3.7million dinars managing 37 investment funds with a venture capital of 278 million in 2015, while profits amounted to 4 Million Dinars compared to 1.9 dinars. Its financial statements showed a total balance sheet of 2.9 Million in 2015. million dinars and a net profit of 2.5 million dinars. SECURITIES AND ASSET MANAGEMENT TUNINVEST INTERNATIONAL SICAR AMEN INVEST TUNIVEST INTERNATIONAL SICAR was incorporated in 1998 as a venture capital company governed by law 95-87 and subsequent laws. As a stock broker, AMEN INVEST specializes in securities and stock TUNIVEST INTERNATIONAL SICAR invests exclusively through its exchange activities. For the management of savings, AMEN INVEST capital in unlisted Tunisian companies in the form of equities or quasi- offers standard products for the promotion of capitals and/or tax relief equities to acquire shares, holding certificates and convertible bonds. as well as tailor-made and specific solutions. Its savings solutions cover TUNIVEST INTERNATIONAL SICAR is currently under disinvestment. all customers’ financial and investment needs. As for services offered Its 10 million dinars capital was reduced to 0.5 million dinars by to issuing companies, AMEN INVEST provides an overall solution from restituting dividends and capital reimbursements to shareholders for the study of financial packages to the design of business plans, and 196% of amounts initially invested. At the end of 2016, its overall investment of newly issued securities on the stock market. balance amounted to 1.1 million dinars, and its state of result shows a loss of 0.5 million dinars.

Annual report Amen BANK 2016 I 117 During fiscal year 2016, AMEN INVEST’s turnover reached 2.0 million Its net assets amounted to 50.9 million dinars by the end of 2016. It is dinars for a total balance of 7,4 million dinars and a net profit of 141 made up for up to 43.98 % of government bonds, 29.78 % in corporate thousand dinars bonds and 4.94 % in stocks and OPCVM shares. The remaining 21.23 % are invested in money instruments. SICAV AMEN Returns performed in 2016 amounted to 3.65 % net of tax.

SICAV AMEN is an open-end company with a variable capital and mixed assets. Set up in June 1992, its objective is the constitution AMEN PREMIERE SICAV and management of stock and bond portfolio. It is managed by AMEN INVEST and AMEN BANK is its deposit institution. AMEN PREMIERE SICAV is an open-end company with a bond- based variable capital. Set up in 1994, it aims at the constitution and management of securities portfolios. It is managed by AMEN INVEST and AMEN BANK is its deposit institution.

Its net assets at the end of 2016 amounted to 180.5 million dinars. Due to the variation of its wind-up liquidation value and the distribution of dividends worth of 4,025 dinars each, returns on assets represented 3.58% free of tax.

AMEN CAPITAL

AMEN CAPITAL is a fund Management Company created in 2010, regulated by Law 2008-78 and subsequent texts and endowed with a capital of 588,230 thousand dinars. Its share capital is at 51 % held by AMEN BANK, 34% are owned by other companies of AMEN Holding, AMEN Group is and 15% by the Caisse de Dépôts et de Consignation (CDC). AMEN CAPITAL’s corporate object is the management of mutual funds at risk, made up of more seed capital funds and discretionary asset management of investment than 60 companies companies and the SICAR SICAVs kind. operating in various AMEN Capital has two lines of business: investment capital providing equities to start-ups and growing companies via its funds under areas broken down management, and financial advisory services via its subsidiary AMEN into five major poles: CORPORATE FINANCE founded in late 2013. Agri-food and At the end of Fiscal Year 2016 AMEN CAPITAL managed assets worth hotel industry; of 80 million dinars while the net result was 137 thousand dinars. Banking; Insurance and INSURANCE Healthcare; Commerce, COMAR Equipment and COMAR is the leading private insurer in Tunisia thanks to its technical Transportation; and financial rigorous management and to the high quality of its distribution network. The company ensures the best and most legal Specialized stability and solvency indicators owing to the coverage rate of its Financial commitments by assets towards customers, exceeding by far 100%, the coverage rate of the minimum solvency margin, exceeding 500%. Services. COMAR has engaged in the implementation of a strategy aiming at the modernization of its information system and it continuously works on enriching and diversifying its range of products.

COMAR’s balance for the year 2016 shows a turnover of 163.3 million dinars, reflecting net profits amounting to 25.9 million dinars.

HAYETT

Relying on rigorous and innovative management techniques, HAYETT consolidated its leading position in the Tunisian life insurance market.

Annual report Amen BANK 2016 I 118 To respond to the customers’ growing needs, HAYETT has always invested in the development of new products and the continuous MAGHREB LEASING ALGERIE training of its distribution network. MAGHREB LEASING ALGERIA is a financial institution incorporated In 2016, HAYETT’s turnover amounted to 50.9 million dinars, hence on January 15, 2006 as a share-based Algerian company. Its current an increase of 33.1 % compared to 2015. Net profits totaled up 1.651 capital amounts to 72 million Tunisian dinars. Its share capital is held million dinars. at 72.6 % by Amen Group, i.e. 53. 9% by AMEN BANK and 18.7% by TUNISIE LEASING. The remaining shares are held by international financial institutions: SFI, PROPARCO, FMO, …

According to IFRS certified financial statements by December 31, 2016, SPECIALIZED ACTIVITIES leasing production reached the counter-value of 190 million Tunisian dinars. The Net Leasing Product amounted to about 33 million Tunisian dinars. The net IFRS result reached the equivalent of 12.1 million TUNISIE LEASING Tunisian dinars, reflecting a 12 % equity performance

Set up in 1984, TUNISIE LEASING is the first leasing company in Tunisia. It leads a group of leasing, factoring and long-term renting companies TLG FINANCE in Tunisia, in Algeria and in Sub-Saharan Africa. TUNISIE LEASING is the market leader in Tunisia with 22.1% of market shares; the Group TLG Finance SAS – France is a participation holding registered under also settled since 2006 in Algeria through its subsidiary MAGHREB the French Law, founded in September 2014 with a current capital LEASING ALGERIE (MLA). In 2015, TUNISIE LEASING, in association of 18,560 million Euros. It was founded to acquire 59.34% of the with its reference shareholder Amen bank and their partners business capital of ALIOS France SA, which holds majority shares in PROPARCO and RESPONABILITY finalized a transaction concerning several financing institutions mainly specialized in leasing activities, the majority acquisition of the company ALIOS FINANCE S.A. Holding consumption credits, equipment credits and long-term leases. These with majority participations in several leasing companies operating in companies work in 9 Sub-Saharan countries i.e. Ivory Coast, Senegal, 9 Sub-Saharan Africa. The factoring activity started in 1999 with the Burkina Faso, Mali, Gabon, Cameroon, Zambia, Kenya and Tanzania. creation of Tunisie-Factoring holding today 52% of the market shares. Finally, Tunisie-Leasing first launched the long-term lease by means of At the end of FY 2016, the consolidated Net Banking Product of ALIOS its subsidiary TUNISIA LLD. Finance amounted to 20.3 million Euros versus 23.3 million Euros in 2015, with net consolidated profits of -2,2 million Euros versus 0,957 million Euros in 2015.

On the other hand, TUNISIE LEASING developed trading (TUNISIE VALEURS) and capital development activities (TUNINVEST SICAR, TUNISIE SICAR, TUNINIVEST INTERNATIONAL SICAR and TUNINVEST INNOVATIONS SICAR and FCPR Croissance). TUNISIE LEASING has been listed in the Tunisian LE RECOUVREMENT COMPANY stock exchange since 1992. Set up in April 2001 with a capital of 300 thousand dinars, “LE RECOUVREMENT” aims at buying debts in its own name, and at By the end of 2016, its equities, including minority interests, amounted collecting debts on behalf of third parties, in conformity with law n° 98- to 315.7 million dinars and its net consolidated result was 12.5 million 04 dated 2/2/1998. In 2016, the company generated profits amounting dinars, reflecting a slight decrease of 12% compared to the previous to 131 thousand dinars. year.

Annual report Amen BANK 2016 I 119 SOGEREC EL IMRANE

SOGEREC, or Société la Générale de Recouvrement et de Réalisation El Imrane was founded in 1984 as a public limited company and its de Créanceswas created in 2009. Its business capital amounts to business capital today amounts to 7 million dinars. The company has 6.6 million dinars to support AMEN BANK and local companies in implemented several real estate projects located in well selected areas recovering debts. including Soukra, El Menzah 1 and Berges du Lac. As of December 31,2016, the company’s turnover amounted to 18 million dinars with a Since its creation, SOGEREC, with a business capital of 6.6 million net result of 817thousand dinars. dinars, has been achieving cumulative debt recovery amounting to 17.6 million dinars, with a positive gain of 8.8 million dinars. At the end of 2016, the company’s net result was 826 thousand dinars with net TUNISYS profits amounting to 174 thousand dinars. It is specialized in the integration of high added value computer, Monetics and telecommunications solutions. Its financial situation on December 31, 2016 shows a turnover of 7 million dinars versus 5.7 million dinars on December 31, 2015. The fiscal year ended with AMEN BANK’S OTHER PARTICIPATIONS a positive balance of 456,000 dinars against a 196,000 dinars in 2015.

SOCIETE ENNAKL AUTOMOBILES KAWARIS It was founded February 5, 1965 and acquired by Ben Yedder and KAWARIS is an agricultural development company (SMVDA) created Poulina holdings in 2012. With a business capital of 30,000.000 dinars, in 1993. Its business capital amounts to 3.3 million dinars, 29.4 % of the company sells various types of car brands mainly VOLKSWAGEN, which are held by Amen Bank. It manages a State concession for 25 SKODA, SEAT, AUDI… years expiring on December 31, 2018, 120 ha large agricultural domains in Beni Khalled for the production of citrus fruits. The planted area has On December 31, 2015, its car market share amounted to 15.7%. expanded with time after the reconversion of citrus and fruit trees today totaling up 117.90 ha. This company realized in 2016 a turnover of 360 million dinars, reflecting During the 2016 harvesting campaign, it realized a turnover of 2,5 an increase of 13.6% compared to 2015. A positive net result of 28.4 million dinars and net profits amounting to 439,000 dinars versus 1.9 million dinars was generated compared to 33.4 million dinars in 2015 million dinars and 129,000 dinar profits one year before

AMEN SANTE SUNAGRI Amen Santé was created in 2009 with a business capital of 46.75 This a company of Amen Holding created in 2013 with a business million dinars. Its mission is the management of clinics owned by capital of 800 thousand dinars. It is specialized in the conditioning of Amen Holding and their compliance with international standards. It fruits and vegetables as well as in cold storage. This company is in also ensures the best quality of healthcare and proper cost control. liquidation. The International Finance Corporation (IFC), member of the World Bank Group holds 9.1% of the shares in Amen Santé since December 31, 2016.

Amen Bank’s healthcare pole is made up of 4 operating clinics located in Mutuelleville, la Marsa, Gafsa and Beja, and two new ones are under construction in Bizerte and Nabeul.

At the end of 2016, the consolidated turnover of Amen Santé totaled up 33.9 million dinars.

EL AMEN CLINIC NABEUL

This clinic is still under construction by Amen Holding in Nabeul. It will offer 104 beds to be later extended to 121 beds and a top efficient technical platform. It is expected to open in May 2017.

EL AMEN CLINIC BIZERTE

This clinic is still under construction by Amen Holding in Bizerte. It will offer 102 beds to be later extended to 143 beds and a top efficient technical platform. It is expected to open in May 2017.

Annual report Amen BANK 2016 I 120 RESOLUTIONS RESOLUTIONS Resolutions of the Ordinary General Assembly

First Resolution

After listening to reports concerning Fiscal Year 2016 submitted by the Board of Directors, the Board of Trustees and the External Auditor, the Ordinary General Assembly approves these Reports as well as financial statements closed out on December 31, 2016 as presented. The Ordinary General Assembly approves said reports and discharges the Directors of the Board and Trustees for the management of the fiscal year ending on December 31, 2016. This resolution was submitted to the vote and unanimously adopted.

Second Resolution

After listening to the External Auditor’s special report, designed in full compliance with provisions of Article 200 and following articles, Article 475 of the Commercial Companies’ Code, and Articles 43 and 62 of Law n. 2016-48 , the Ordinary General Assembly approves conventions as presented. This resolution was submitted to the vote and unanimously adopted.

Third Resolution

The Ordinary General Assembly, after listening to the External Auditor’s special report approves the consolidated financial statements of Amen Bank Group ending on December 31, 2016.

Fourth Resolutionv

In compliance with provisions of Article 19 of the Finance Law for the year 2014, the Ordinary General Assembly decides to fix the amount of dividends for distribution to shareholders, free of withholding tax, on reported results generated by profits made in years preceding 2014 (equities on December 31, 2013), to the sum of Fifteen Million Three Hundred Eighty Thousand dinars (15 380 000, 000 dinars) resulting from reinvestment reserves currently available. This resolution was submitted to the vote and unanimously adopted.

Fifth Resolution

The Ordinary General Assembly decides to allocate the now available amount of 15 380 000 of special reinvestment reserves to reported results and to reallocate it as follows:

ALLOCATION OF FY 2016 PROFITS FY Profit 90 006 064,614 New Report 3 858,368 Available reinvestment special reserve 15 380 000,000 Amount to distribute 105 389 922,982 Special reinvestment reserve 72 802 950,000 Social fund 3 000 000,000 Dividends:22% 29 281 875,000 Pension fund 300 000,000 NEW REPORT 5 097,982

The Ordinary General Assembly decides to dine the dividends payment day for May 9, 2017. This resolution was put to the vote and unanimously adopted.

Annual report Amen BANK 2016 I 122 Sixth Resolution

The Ordinary General Assembly authorizes the issuance of bonds or other form under bond for an amount not exceeding 300 million dinars. It delegates to the Board the authority to specify successive amounts, practical modalities, and conditions for issuances cites above. This authorization is valid until the date of the next Ordinary General Assembly to approve the fiscal year2017. The resolution was put to vote and adopted unanimously.

Seventh Resolution

The Ordinary General Assembly determines the amount of attendance fees in respect of the year 2016, two hundred twenty thousand dinars (220,000 dinars). The resolution was put to vote and adopted unanimously.

Eighth Resolution

The Ordinary General Assembly determines the compensation fees of members of the various committees for the year 2017, a total of one hundred thousand dinars (100,000 dinars). The resolution was put to vote and adopted unanimously.

Ninth Resolution

In accordance with provisions of article 243 of the Code of Commercial Companies and Article 20 of the Statutes, the Ordinary General Assembly approves the nomination of Mr. Slaheddine Ladjimi as an independent member of the Board of Trustees for the remaining period of the mandate of late Bechir ben Yedder, expiring at the Ordinary General Assembly that will examine FY 2017 financial statements. The resolution was put to vote and adopted unanimously.

Tenth Resolution

The Ordinary General Assembly notes that the mandate of Mr. John Pierre KHOURY, member of the Board of Trustees will expire at this General Assembly.

The Ordinary General Assembly decides to reconduct the mandate of Mr. John Pierre Khoury for a period of three years expiring at the Ordinary General Assembly that will examine the 2019 Financial Statements. The resolution was put to vote and adopted unanimously.

Eleventh Resolution

The Ordinary General Assembly takes note of the responsibilities and functions held by the Chair and members of the Board of Trustees as well as that of the Chair and members of the Board of Directors in other companies as managers, associates, CEOs, General Managers, members of boards of directors or of boards of trustees, in compliance with provisions of articles 233 and 241 of the new Code of Commercial Companies.

The resolution was put to vote and adopted unanimously.

Eleventh Resolution

The Ordinary General Assembly assigns the Chair of the Board of Directors or any other person appointed by the latter, all powers to undertake deposits and to fill in formal procedures, legal or other documents.

The resolution was put to vote and adopted unanimously.

Annual report Amen BANK 2016 I 123 ADDITIONAL INFORMATION Capital Distribution

STRUCTURE OF AMEN BANK’S CAPITAL ON December 31, 2016

NUMBER OF AMOUNT IN DINARS SHAREHOLDERS IN % SHARES NOMINAL 5D A) TUNISIAN SHAREHOLDERS 22 700 772 113 503 860 89,15 PRIVATE MORAL ENTITIES 18 863 448 94 317 240 74,08 STE COMAR INSURANCE 7 111 078 35 555 390 27,93 STE P.G.IHOLDING 5 170 525 25 852 625 20,31 STE HORCHANIFINANCE 1 436 373 7 181 865 5,64 STECTKD 1 273 145 6 365 725 5,00 STEPARENIN 1 187 146 5 935 730 4,66 STESICOF 633 288 3 166 440 2,49 STE ELHANA 444 750 2 223 750 1,75 STE EL HADAYEK 242 875 1 214 375 0,95 STE PARTNERINVESTMENT 25 250 126 250 0,10 STE MEUBLATEX 389 083 1 945 415 1,53 STE S I H EL MOURADI 48 537 242 685 0,19 STE MENINX HOLDING 370 986 1 854 930 1,46 STE LE PNEU 132 336 661 680 0,52 OTHER LEGAL ENTITIES 398 076 1 990 380 1,56 INDIVIDUALS 3 837 324 19 186 620 15,07 BENYEDDERRACHID 657 361 3 286 805 2,58 HEIRS OF BEN YEDDER BECHIR 246 630 1 233 150 0,97 BEN YEDDER AMEL Sp BEN GHACHEM 112 948 564 740 0,44 BEN GAIED LASSAD 303 346 1 516 730 1,19 BEN GAIEDRIDHA 176 248 881 240 0,69 BEN GAIEDSONIA 118 620 593 100 0,47 BENGAIEDMOUHIBA 110 317 551 585 0,43 BEN GAIED ADEL 81 147 405 735 0,32

BEN GAIED NEE CHEBIR MAHBOUBA 49 238 246 190 0,19

DRISS MOHAMED SADOK 137 790 688 950 0,54 KHALFATAMOR 104 167 520 835 0,41 OTHER INDIVIDUALS 1 739 512 8 697 560 6,83 B) FOREIGN SHAREHOLDERS 2 761 728 13 808 640 10,85 1/RESIDENT FOREIGN SHAREHOLDERS 1 610 8 050 0,01 2/NON RESIDENT FOREIGN SHAREHOLDERS 214 286 1 071 430 0,84 *STE CAPITALISATION EQUITY FUNDS(SFI) 1 272 916 6 364 580 5,00 *STE AFRICA CAPITALISATION FUND(SFI) 1 018 333 5 091 665 4,00

STE INTERNATIONAL FINANCE *CORPORATION(SFI) 254 583 1 272 915 1,00

TOTALGENERAL 25 462 500 127 312 500 100

Annual report Amen BANK 2016 I 125 Distribution of voting rights

Article 35:“Every member of the General Assembly shall have as many votes as the number of shares he/she owns or represents”. Legal Name: AMEN BANK Legal Form: Common Law Public Company Condition of access to the General Nationality : Tunisian Headquarters : Avenue Mohamed V - 1002 Tunis Assembly Phone : 216.71.148.000 Fax: 216.71.833.517 Article 38 :“The Ordinary General Assembly is made up of holders of 10 shares or more released of all required Telex: 18801/18800 disbursements. Nevertheless, in order to enjoy the meeting Swift: CFCTTNTXXX right, shareholders holding less than ten shares must E-mail : [email protected] submit their request at the headquarters five days at least before the Assembly meeting”. Website: www.amenbank.com.tn Internet Banking Site: www.amennet.com.tn Constitution date: 1967 99 years unless early dissolution or Duration: Rule applied to the nomination and replace- extension. ment of members of the Board of Directors Trade Register: B 176041996 Fiscal Code: 000 M A 00221/M Article 17 bis : Board of Trustees 122.220.000 dinars divided in 24.444.000 The Board of Trustees includes at least three members and Business Capital: shares, s with a nominal of 5 dinars at most twelve members, chosen from individual or moral entirely released. entity shareholders, appointed by the Ordinary General All banking, discount, credit, exchange or Assembly. stock market commission transactions, all subscriptions and commissions, Moral entities appointed in the Board of Trustees shall purchases, sales, exchange and assign a permanent representative who will be subject to investment of government securities, the same conditions and obligations as if he were member shares, bonds and any other securities, Corporate Goal: of the Board in his own name. collection of receivables on behalf of Article 20 : Vacancy in the position of member of the Board third parties and in general all financial, of Trustees commercial, industrial, movable or immovable transactions directly or In the case of vacancy in the position of a member of the indirectly relating to the banking Board of Trustees, further to death, physical incapacity, profession. resignation or the emergence of a legal illegibility, the January 1st to December 31st of the same Board may make temporary nominations between two Fiscal year: year. general assemblies. Fiscal system: Common Law. The nomination conducted according to the previous Specific legislation applied: Loi n° 2001-65 dated July 10, 2001. paragraph must be ratified at the following Ordinary General Assembly; if approbation is not granted, deliberations and Documents consultation AMEN BANK, Avenue Mohamed V - 1002 decisions made by the Board shall be as valid. site: Tunis. Manager in charge of When the number of the members of the Board of Trustees information, relations with is less than the legal minimum number, the Board of shareholders, bond holders, Mr.Néji Ghandri, Member of the Board Directors must immediately call for an Ordinary General CMF, BVMT and Tunisie Assembly in order to compensate the lack in the number Clearing: of members.

If the Board of trustees omits to make required nominations or if the Assembly is not invited to comply with provisions of the previous paragraph, any concerned party may resort to justice to appoint a proxy in charge of calling for a General Assembly in order to perform required nominations or to ratify nominations mentioned in the first paragraph of this article.

Annual report Amen BANK 2016 I 126 Branch Network AGENCE TÉLÉPHONE AGENCE TÉLÉPHONE AGENCE TÉLÉPHONE AGENCE TÉLÉPHONE Zone Tunis I (71) 148 000 Zone Tunis V (71) 148 000 Zone Cap Bon (72) 271 666 Zone Centre (77) 232 640 Lafayette* (71) 783 120 Place Barcelone* (71) 324 267 Nabeul* (72) 286 000 Sidi Bouzid* (76) 630 320 Kheiredine Pacha* (71) 906 657 Bab El Alouj* (71) 565 602 Kelibia* (72) 296 372 Kairouan* ( 7 7 ) 2 3 2 8 6 0 Mohamed V* (71) 148 055 El Omrane* (71) 897 106 Beni Khiar* (72) 229 015 Kebili* (75) 494 395 Mandela* (71) 148 067 Le Passage* (71) 348 422 Hammamet* (72) 281 215 Kasserine* (77) 472 800 Montplaisir* (71) 904 686 Bab El Khadhra* (71) 561 253 Grombalia* (72) 255 978 Gafsa* (76) 228 432 Zone Tunis II (71) 148 000 Montfleury* (71) 392 966 Korba* (72) 388 855 Siliana* (78) 872 972 Place Pasteur* (71) 780 741 Souk Ettrouk* (71) 562 283 Dar Chaabène* (72) 320 020 Tozeur* (76) 460 456 Les Olympiades* (71) 808 668 Taieb M’hiri* (71) 797 040 Menzel Temime* (72) 300 451 Enfidha* (73) 381 950 Les Berges du Lac 2* (71) 961 782 Bab Souika* (71) 573 909 Hammamet Marina* (72) 241 855 Sbeitla* (77)467 691 Hammamet La La Charguia 2* (71) 942 517 Bab Jedid* (71) 571 678 (72) 241 400 Zone Sud (75) 277 100 Les Berges du Lac* (71) 965 303 Bouchoucha* (71) 566 520 Medina* Jerba H. Souk* (75) 652 666 M’rezga* (72) 322225 La Charguia* (71) 205 159 Zone Tunis VI (71) 148 000 Gabès Jara* (75) 276 066 Menzel Bouzelfa* (72) 254 111 Alain Savary* (71) 770 255 Place 14 janvier 2011* (71) 336 412 Mareth* (75) 321 300 Zone Sousse (73) 271 945 La Soukra* (70) 680 813 Les Jardins de la soukra* (70) 938 500 Jerba Midoun* (75) 730 666 Sousse Port* (73) 224 029 Centre Urbain Nord* (70) 728 470 La Marsa* (71) 748 492 Medenine* (75) 640 879 Hammam-Sousse* (73) 360 800 Les Jardins du Lac* (71) 197 022 Le Kram* (71) 730 253 Zarzis* (75) 694 850 Sousse Senghor* (73) 211 050 Dar Fadhal* (71) 758 055 Sidi Bou Said* (71) 980 012 Jerba Ajim* (75) 661 666 Les Pins - Berges du M’saken* (73) 291 121 (71) 267 557 La Marsa Corniche* (71) 983 150 Jerba El May* (75) 676 243 Lac II* Sousse Khezama* (73) 272 072 Carthage* (71) 277 800 Tataouine* (75) 862 065 Avenue des Etats-Unis* (71) 846161 Sousse Erriadh* (73) 303 956 L’Aouina* (70) 737 535 Ghannouch* (75) 225 164 Lac Mall* (71) 669 383 Sousse Medina* (73) 201 220 Gammarth* (71) 917 362 Gabès Sud* (75) 292 988 Cité Jardins* (71) 893 173 Sidi Abdelhamid* (73) 321 338 La Goulette* (71) 736 505 Ain Zaghouan* (70) 855 430 Sahloul* (73) 822 992 Soukra II* (71) 865 555 Zone Tunis III (71) 148 000 Kalaa Kebira* (73) 317 777 Les Jardins de Carthage* (71) 266 050 El Menzeh VI* (71) 767 022 Sousse Bouhsina* (73)233 577 Kram Ouest* (71) 978 940 Ariana* (71) 715 903 Zone Sahel (73) 682 653 Marsa Saada* (71) 983 606 El Menzah I* (71) 752 582 Ksar Helal* (73) 451 053 Zone Tunis VII (71) 148 000 El Manar* (71) 886 190 Monastir* (73) 462 788 Avenue de France* (71) 340 511

Conception : Docteur Burnet* (71) 792 729 Mahdia* (73) 692 241 Raoued* (71) 858 470 Ariana Center* (71) 709 099 Moknine* (73) 435 434 Le Bardo* (71) 220 500 El Manar II (Campus)* (71) 885 200 Jammel* (73) 484 310 Ettahrir* (71) 505 416 Les Jardins d’El Menzah* (71) 887 711 El Jem* (73) 633 699 La Manouba* (70) 615 148 Ennasr II* (71) 828 700 Sahline* (73) 528 126 Sidi H’sine Sijoumi* (71) 935 766 Ennasr* (71) 818 374 Ksour Essaf* (73) 621 333 Riadh El Andalous* (70) 823 730 Carnoy* (71) 238 941 Mahdia Diar El Bahr* (73) 682 664 Den Den* (71) 608 700 Les Jardins d’El Menzah II* (70) 733 557 Zone Sfax (74) 297 314 Ettadhamen* (70) 564 490 El Menzah VII* (70) 813 301 Sfax Chaker* (74) 220 138 El Agba* (71) 646 111 Zone Tunis IV (71) 148 000 Sfax Medina* (74) 211 944 Borj Louzir* (70) 698 170 Ben Arous* (71) 384 122 Sfax Gremda* (74) 455 200 M’nihla* (70) 564 921 Hammam-Lif* (79) 219 043 Sfax El Jedida* (74) 408 189 Zone Nord (71) 148 000 Boumhal* (71) 291 610 Sfax Ariana* (74) 443 875 Bizerte* (72) 431 668 Radès* (71) 442 700 Sfax Poudrière* (74) 286 060 Béja* (78) 450 020 Megrine* (71) 428 317 Menzel Chaker* (74) 285 292 Sidi Thabet* (70) 553 702 El Mghira* (79) 408 422 Sfax Thyna* (74) 463 222 Jedeida* (71) 638 510 El Mourouj* (71) 364 999 Sfax Ceinture* (74) 425 630 Kalaat El Andalous* (71) 558 104 Soliman* (72) 392 730 Sfax Aéroport* (74) 460 705 Zaghouan* (72) 681 002 Radès Port* (71) 449 700 Sfax Chihia* (74) 850 132 Menzel Bourguiba* (72) 518 610 Ezzahra* (79) 486 594 Sfax El Ain* (74) 655 637 Jendouba* (78) 610 000 Borj Cedria* (79) 326 250 Sfax Nasria* (74) 418 152 Mornaguia* (71) 550 420 El Mourouj IV* (71) 475 767 Sakiet Eddaier* (74) 890 176 Le Kef* (31) 102 758 Mornag* (71) 361 164 Sfax Lafrane* (74) 611 687 Douar Hicher* (71) 620 770 Nouvelle Medina* (71) 315 155 Sakiet Ezzit* (74) 250 185

(*) Ces agences sont équipées de Distributeurs Automatiques de Billets DAB hors agences : Star Oil kiosque El Manar, Hôtel Mövenpick Gammarth, Centre commercial ABC Berges du Lac, Hôtel Africa Tunis, Aéroport Enfidha, Ezzahra – siège Poulina, Hôtel Odyssée Zarzis, Hôtel Molka, Carthage Land Hammamet Sud, Vincci Helios Beach, Centre Pasino Jerba, Hotel Rym Beach Jerba, Aerolia El Mghira, Mandela.

Espaces Libre Service : La Marsa, Tunis (Place 14 janvier) et Sousse Khezama.

Annual report Amen BANK 2016 I 127 Avenue Mohamed V- 1002 Tunis - Tunisie Tél.: (+216) 71 148 000 - Fax : (+216) 71 833 517 Centre de Relation Clients : 71 148 888

N° Vert : 80 106 000

www.amenbank.com.tn