BMCE BANK OF GROUP

JUNE 2019 Content

BMCE GROUP OVERVIEW 3

A LARGE PRESENCE IN AFRICA 11

A COMMITTED GROUP TO SUSTAINABLE 18 DEVELOPMENT AND POSITIVE IMPACT FINANCE

FOCUS ON DIGITAL TRANSFORMATION 27

GROUP GROWTH DRIVERS 32

INVESTMENT RATIONALE 34 BMCE BANK OF AFRICA GROUP OVERVIEW A Multi Brand Universal Banking Group

Bank Of Africa LCB Bank Banque de Développement du BMCE International Holding – Madrid : Trade Finance ; London & Paris : Investment Corporate Wholesale Banking Banking & Corporate Finance BMCE Euroservices – Banking for Moroccans Living Abroad BMCE Shanghai

BMCE Bank Parent Overseas Company Specialised operations

Salafin – Consumer credit Maghrebail - Leasing RM Experts – Debt Collection Maroc Factoring - Factoring Investment BMCE Capital Plc Euler Hermes Acmar – Credit Insurance banking BMCE Capital Bourse BTI Bank – Participatory Bank BMCE Capital Gestion

Advisory & Financial Engineering, , , Securities Brokerage, Capital Markets, Financial Research, Post-Trade Solutions, Securitisation

4 BMCE Bank of Africa Worldwide

Germany Italy China-Shanghai Belgium Netherlands Canada Spain Portugal United Arab Emirates United Kingdom

ASIA EUROPE NORTH AMERICA +15,200 Employees

AFRICA 31 Countries

1,700 Branches Morocco Cote d’Ivoire Mali Rwanda Benin Djibouti Madagascar Senegal Burkina Faso Ethiopia Niger Tanzania 6.6 million Burundi Ghana Uganda Togo Customers Congo Brazzaville Kenya D.R.C Tunisia 5 5 BMCE Bank of Africa key figures - December 2018

Total Assets Equity Attributable To Parent 295.5 Bn MAD 18.4 Bn MAD 27 Bn EUR 1.7 Bn EUR 31 Bn USD 1.9 Bn USD Net Income Attributable Net Banking Income To Parent 1.8 Bn MAD 13.2 Bn MAD 167 M EUR 1.2 Bn EUR 191 M USD 1,4 Bn USD Customer Deposits Customer Loans

193 Bn MAD 179 Bn MAD 18 Bn EUR 16 Bn EUR 20 Bn USD 19 Bn USD

Exchange Rate EUR / MAD: 10.9525 & USD / MAD: 9.5655 as of December 2018 6 BMCE Bank – Parent Company – Key Figures December 2018

188 Bn MAD 2.6 Bn MAD 17.2 Bn EUR 241 M EUR 5,328 19.7 Bn USD 276 M USD EMPLOYEES

Total Assets Gross Operating Income

1.3 M MAD 6 Bn MAD 123 M EUR 550 M EUR 730 BRANCHES 141 M USD 629 M USD

Net Income Net Banking Income

128.8 Bn MAD 109.7 Bn MAD 11.8 Bn EUR 10 Bn EUR ~2,5 Million 13.5 Bn USD 11.5 Bn USD CUSTOMERS Customer Deposits Customer Loans

Exchange Rate EUR / MAD: 10.9525 & USD / MAD: 9.5655 as of December 2018 7 BMCE Bank Rating

Moody’s – February 2019 Fitch Ratings – February 2019

LT issuer rating : Ba1 Local currency deposits : BB+ Local currency deposits : Ba1 Foreign currency deposits : BB+ Foreign currency deposits : Ba2 Support rating floor : bb- Baseline Credit assessment : b1 Viability Rating(*) : BB- Outlook : Stable Support Rating : 3 Outlook : Stable

(*) Viability Rating : Upgraded on February 2019 from B+ to BB-

8 60 years of Development

•1959: Bank established 1959-1994 •1972: Opens first overseas operations with Paris branch office From a state-owned bank… •1975: Listed on the Exchange

•1995: Bank privatised 1995-2006 •2000: Representative offices opened in London and Beijing …to a universal bank •2004: First non-European bank in Morocco to be awarded a CSR rating

•2007: BBI London starts operations

•2008: Acquires a 35% stake in Bank Of Africa

•2013: USD 300 million Eurobond issue

•2015 : - New corporate name adopted, ‘BMCE Bank Of Africa’, underlining the Group’s African credentials 2007-2019 - Stakes raised in BOA to 75%, in Banque de Développement …and now a multinational Group du Mali to 32.4% and in LCB Bank to 37% - African Entrepreneurship Award programme launched

• 2016: First bank to issue a green bond at COP 22 • 2019: BMCE Shanghai subsidiary starts operations

9 9 Stable & Diversified Shareholding Structure

FINANCECOM Private Moroccan group, leader in the As of March 2019 country with a pan African impact. Present in different business areas with a potential economic growth as banking, insurance, telecom, new technologies, asset management, media…

BFCM CM-CIC Group RMA

26.21% RMA GROUP FINANCECOM A leading player in the insurance 29.89% market, with an expanded and solid

distribution network 36.36%

CDG GROUP SFCM; 0.51% Morocco’s largest institutional investor and key player in the national economy. Its active include public FREE FLOAT 18.01% financing of investment projects, saving management activities…

BFCM - CM-CIC GROUP One of the leading retail banks in France, providing financial services to EMPLOYEES more than 5.1 million clients, pioneer 1.36% in electronic banking and a major actor in the professional market

10 A LARGE PRESENCE IN AFRICA BMCE Bank of Africa : Large presence in Africa

2007 : Acquisition of 35% of Bank Of Africa, a major Pan ~73% African banking group present in 18 countries in the African continent. Nowadays, BMCE Bank owns 73% of its shares.

2003 : Following a successful restructuring program, BMCE 37% acquired 25% of LCB Bank was made. BMCE Bank owns today 37% of LCB, which the first bank in Congo Brazzaville..

1989 : First Moroccan Bank to be established in sub-Saharan Africa during the end of the 1980s, beyond a successful 32.4% restructuration of La Banque de Développement du Mali. It is the first Bank in the country in which BMCE Bank owns today more than 32%

2006 : Launch in 2006 of Axis Capital in Tunisia, 59% specialized in asset management, stock brokerage and advisory services

12 12 Shareholding’ Structure of the Group BOA

As of March 2019 •BMCE Bank Of Africa : First •PROPARCO : a financial Moroccan bank to be institution jointly owned by establishes in sub-Saharan’s Agence Française de market Développement (AFD) and Private private shareholders from Sector • A network of more than developed and developing 1,700 branches worldwide countries African with a footprint in more than Investors 30 countries Proparco 12.45% 3.73% FMO 8.94% BMCE Bank BIO 2.03% 72.85%

•FMO : Dutch development’s •BIO : a Belgian institution agency focused on private specialized in development sector’s financing projects, finance in 2001 to promote the created in 1970 by the Dutch growth of the private sector in government which holds 51% emerging and developing of its capital economies

13 BOA Group’s consolidated figures - December 2018

18 Countries SHAREHOLDERS TOTAL ASSETS EQUITY ATTRIBUTABLE 7.7 Bn EUR TO PARENT 567 M EUR + 6,300 Employees CUSTOMER LOANS CUSTOMER DEPOSITS 4.1 Bn EUR 5.4 Bn EUR 585 Branches NET BANKING CONSOLIDATED NET INCOME INCOME

~ 3.9 498.3 M EUR 82.6 M EUR Million Accounts 1Euro= 655.957 F CFA

14 BMCE Bank of Africa, the second largest Pan African Group

BOA-Benin BOA-Burkina BOA-Côte BOA-Ghana BOA-Mali BOA-Niger BOA-Senegal Faso d’Ivoire 2011 1983 1989 1997 1996 1994 2001 Number of Branches: 26 Number of Branches: 65 Number of Branches: 49 Number of Branches: 52 Number of Branches: 39 Number of Branches: 30 Number of Branches: 58

BOA-Togo Tunisia LCB Bank Uganda 2013 2009

Number of Branches: 13 Number of Branches: 19 Djibouti Mali Senegal Niger

BOA-DRC BDM SA-Mali Burkina Faso Ethiopia 1983 2010 Côte d’Ivoire Number of Branches: 59 Ghana Kenya Rwanda Number of Branches: 17 DRC Congo Togo Burundi Benin

BOA Tunisia BMCE Bank Madagascar 1999 2006 1959 Number of Branches: 92 BMCE Capital Tunis Number of Branches: 730

BOA-Rwanda BOA-Djibouti Burundi BOA-Uganda BOA-Tanzania BOA-Kenya BOA-Ethiopia 2015 2010 Banque de Crédit du Bujumbura 2006 2007 2004 2014 Number of Branches: 14 Number of Branches: 10 2008 Number of Branches: 35 Number of Branches: 26 Number of Branches: 32 Representative Office Number of Branches: 22

15 Central Africa East Africa Southern Africa North Africa 15 Intra-Group synergies for Africa Development

BOA - BMCE Bank of Africa

Development of synergies in many areas : Finance, Risk Management, General Control, Compliance, IT …

BOA - SALAFIN

BOA - BMCE Capital Implementation of a complete platform for automobile financing Joint-venture with BMCE Capital covering activities of advisory, stock brokerage and asset management Implementation of a management tool for debt collection

BMCE Shanghai BOA - BMCE BOA - BMCE Bank BOA - RM EXPERT Euroservices International Holding (London, Paris, Madrid) Promotion of Chinese Development of synergies Implementation of a investments on the between BMCE management tool for continent through Trade EuroServices and BOA- debt collection Development in Africa as Finance and Project France in the money a specialist of Corporate Finance transfer activities &

16 European operations : a mixed performance

Contribution to net income Attributable to shareholders of the parent company BMCE Bank International Holding

6% BIH, the Group’s European platform which brings together the operations of its two European subsidiaries, BBI London and BBI Madrid, contributed 6% or MAD 113 million to net income attributable to shareholders of the parent company at 31 December 2018

BMCE Bank International Plc London posted a mixed set of results at 31 December 2018: the subsidiary was impacted by (i) interest BBI London & Paris rate hikes which impacted its funding costs (ii) exceptional capital gains on fixed income instruments in the previous year and (iii) a decline in net interest income on international markets

BMCE Bank International Madrid (BBI Madrid) saw its net income BBI Madrid grow by 47% to EUR 7.9 million in 2018 as a result of a 10.5% increase in net banking income and a 7% decline in expenses

17 A COMMITTED GROUP TO SUSTAINABLE DEVELOPMENT AND POSITIVE IMPACT FINANCE BMCE Bank Foundation in figures

More Medersat.com schools awarded the Eco-School label from the Mohammed VI Foundation for Environmental Protection, taking the total number of Medersat.com schools designated as Eco-Schools to 25

BMCE Bank Foundation’s operations in sub-Saharan Africa bolstered, taking the total number of schools to 6, in Senegal (2), Congo-Brazzaville, Mali, Rwanda, Djibouti and 1 socio-educational centre in Senegal

Nearly 200 units built and fully-equipped, specialising in pre-school and primary education, covering Morocco’s 16 regions

62 schools providing a pre-school and primary education to approximately 10,400 pupils from socially disadvantaged backgrounds

500 teachers, 48% of whom are female, supervised and managed

22,000 pupils schooled, 50% of whom are girls and high school diplomas awarded to 1,465 students since 2012

230 hours/year of in-house training for teachers in a variety of disciplines (languages/sciences/pre-school)

19 6 undertakings underpinned by best practices to foster a CSR culture across the entire Group

1 2 BUSINESS ETHICS AND RESPONSIBLE SUSTAINABLE CUSTOMER FINANCE RELATIONS

6 Generating value for 3 COMMUNITY INTEREST AND shareholders and RESPONSIBLE DIALOGUE WITH partners EMPLOYER STAKEHOLDERS

4 5 CORPORATE GOVERNANCE ENVIRONMENT AND RISK MANAGEMENT

20 CSR Charter meeting sustainable development goals

… while adhering to Corporate Social Responsibility principles

Accountability Transparency Ethical behaviour Acknowledging stakeholders’ interests Respect for the Rule of Law Incorporating international standards of behaviour Respect for human rights

21 A responsible business and an array of undertakings

CapValoris ‘green’ funding line, a comprehensive solution for financing solid waste recovery projects

EUR 20 million ‘blue’ funding line for Morocco-based water and sanitation projects

‘Women in Business’ funding line specifically for women, arranged in partnership with the EBRD through the WIB facility, aimed at promoting women’s entrepreneurship

Subscribed to the ‘Mainstreaming Climate Action within Financial Institutions’ initiative in conjunction with the EBRD, the AFD, Yes Bank, HSBC, the IsDB and BOAD

BMCE Bank of Africa is the 1st African bank to support the recommendations of the G20’s Taskforce on Climate-related Financial Disclosures (TCFD) regarding financial communication

United Nations Global Compact – BMCE Bank of Africa is the leading partner to the Global Compact’s Morocco Network, established in March 2018, as part of an alliance with the GCEM, which brings together ten or so companies that are committed to ensuring that social and environmental impacts are incorporated fully in their strategies

22 Key indicators – Impacts from funding lines

CAP ENERGIE – MorSEFF CAP VALORIS – Green Line 65 M€ 20 M€

CAP HYDRA – Water Line Women In Business 20 M€ 20 M€

23 Key Impact indicators in 2018

GREENHOUSE GAS EMISSIONS CARBON FOOTPRINT* PERCENTAGE OF WOMEN AVOIDED (MORSEFF + GREEN (TONNES EST. CO2/EMPLOYEE) EMPLOYED BY THE BANK BOND) (T CO2/YEAR) 5.06 39% +212,850

SHARE OF EQUIPMENT LOANS TO COMPANIES CONTRIBUTING TO PERCENTAGE OF LOCAL ENERGY SAVINGS IN 2018 THE UNITED NATIONS’ COMPANIES USED IN ALL (ISO 50001 PROJECT) SUSTAINABLE DEVELOPMENT OUTSOURCED PROJECTS GOALS BEING REACHED 14% 5% 95%

*Estimated quantity of greenhouse gas emitted 24 African Entrepreneurship Award – A programme which contributes positively to the African continent’s development

More than 17,000 entrepreneurs from 120 countries, including all 54 African countries, since the Award was launched in 2015

More than 500 partner-mentors from about fifty countries from Annual Sales Africa, Europe, Asia, North America, South America and Oceania X4

In its first four years, 142 entrepreneurs from 35 countries +264,000 participating in the AEA boot-camp new customers

46 award-winners from 18 African countries (South Africa, 1. Composante Technologique, Cameroon, Egypt, Ethiopia, Ghana, Uganda, Kenya, Liberia,créatrice Morocco, de valeur Mozambique, Namibia, Nigeria, Senegal, Tanzania, Rwanda, Côte 2. Potentiel à adapter et à + 2300 d’Ivoire, Republic of the Congo and Democratic Republic of Congo reproduire au niveau panafricain Jobs created 3. Impact durable et social The prize money and support provided in the form of consulting and mentoring for the 46 Award-winning entrepreneurs over the past 4 years have enabled25 them to invest in growing their businesses, creating jobs and launching products and services with a high social impact

25 National and international awards

Top Performer CSR 2018’, awarded by Vigeo-Eiris, an international non-financial ratings agency, for the 5th consecutive year in 7 corporate social responsibility categories

BMCE Bank of Africa an award-winner in Dubai in 2018 at the CSR Arabia Awards in both the ‘Financial Services’ and ‘Partnerships and Collaborations’ categories

‘Socially Responsible Bank of the Year 2018’ for the second time at the African Banker Awards 2018 ceremony

‘Top Employer 2019’ global certification awarded by the Top Employers Institute, a global certification institution, in recognition of excellence in HR practices

First bank in Morocco to be OHSAS 18001-certified in occupational health, safety and well-being after obtaining ISO 14001 certification in 2011 and ISO 50001 certification for energy in 2016 Purchasing Management activity obtains ISO 9001:2015 certification in recognition of efforts made to establish a well- structured, high-quality management system

Awarded the Bronze medal at the Moroccan Digital Awards 2018 in recognition of its ‘Connected Bank’ campaign, aimed at promoting its entire range of innovative services

BMCE Bank of Africa obtains the ’Golden Award – Best Bank in Africa 2018’ at the Africa Investments Forum & Awards

For the second consecutive year, BMCE Bank Of Africa wins the prestigious ‘Best Customer Service Award in Morocco 2019’ in the Banks category

26First Moroccan bank and the second in Africa to be awarded High Environmental Quality (HEQ) certification from Cerway International Certification for the new BMCE Bank Of Africa Academy head office – design and implementation phases

The '' Connected Banking '' Campaign wins the 1st prize in the Best Advertising Creations of the Year 2018 awarded by publicitor.ma 26 FOCUS ON DIGITAL TRANSFORMATION Digital Programme – BMCE Bank’s digital transformation on-track

The Digital Transformation Program pursue 3 strategic objectives implemented in 13 ambitious projects (1/2) Strategic Ambition

Use the Digital in order to create value and develop business opportunities

1 2 3

Improve the customer experience Digitize front-to-back business Make BMCE Bank as the leading across all the bank's channels while processes to improve our operational player in digital and innovation developing new revenue sources efficiency

. Develop the new customers acquisition, . Invest significantly in social media to . Re-engineering of front-to-back particularly through the Direct Agency build loyalty and attract new customers business processes using digital tools and technological innovations . Establish the branch network as a . Use new communication channels to be (robotization, artificial intelligence) to channel supporting the Digital close to an increasingly well-connected improve operational efficiency customer . Develop distance selling via remote . Develop a Paperless approach by channels (using the electronic . Strengthen BMCE Bank's technological developing end-to-end workflows, signature,...) in order to meet the new and digital image through a particularly for all decision-making customer's behaviors differentiating external communication organizations . Developing new sources of revenue . Be the leader in the implementation of through digital channels technological innovations . Homogenize the user experience across all channels

28 28 Digital Programme – BMCE Bank’s digital transformation on-track

The Digital Transformation Program pursue 3 strategic objectives implemented in 13 ambitious projects (2/2)

1 Retail Portfolio

13 Bancassurance Portfolio 2 Corporate Portfolio

Digitalization of business Blockchain Project 3 12 processes Portfolio

Digital 11 Fintech Cooperation Transformation 4 Mobile Payment Project Program Digital Think Tank & Change Management 10 Intrapreneurship Strategy 5 Portfolio

9 EAI Digital Empowerment 6 Big Data Project

Digital Communication Artificial Intelligence Project 8 7 Project

29 29 Digital Programme – BMCE Bank’s digital transformation on-track

Digital Transformation Program Main achievements - 2018 (1/2) Retail Corporate Digitalization of business Mobile Payment processes . BMCE Direct Web: launch of . BMCE Business Online: . Reengineering of the new . DabaPay: publication in iOS new invoicing agents implementation of the Trade client Relationship process: and Android stores of the (ADM...); redesign of the module of the portal allowing ongoing approval of the DabaPay mobile application email alert service following customers to initiate their solution allowing customers to and the various releases the operations initiated on foreign trade operations sign electronically via the (SMS code signature, demo, BMCE Direct, ongoing remotely. dedicated mobile application forgotten password). The remodeling of BMCE Direct services offered are money V2.0 transfer, ATM withdrawal . BMCE Direct Mobile : without card, bill payment and telephone top-up.

Main achievements achievements Main implementation of the ADM invoicing agent and services . Interoperability with CIH for check order, recharging began on December 2018. prepaid cards and card opposition Change Management Big Data Digital Communication Artificial Intelligence

. Holding the 1st Edition of . The modeling, enrichment . Launch of Part 2 and Part 3 . Smart Search tool: the Change Management and implementation on the of the multichannel deployment of a cognitive and Days in the presence of the target platform of the Churn communication campaign machine learning tool for the sales representatives of the use case model was on (1) DabaPay services, (2) sales network for thematic Individuals and Professional performed. the Innovative Network and procedural research. Network . The first round of iterations of (flexible hours, 0 inter-agency . Electronic payment and . Launch of the scoping work the model have good commission) and (3) BMCE international trade expertise for the new e-learning performance. Direct Web and Mobile and has been developed in Smart solution for headquarters and the (4) Customer Relations Search Tool. Centre.

Main achievements achievements Main network collaborators.

30 30 Digital Programme – BMCE Bank’s digital transformation on-track

Digital Transformation Program Main achievements - 2018 (2/2) Digital Think Tank & Fintech Cooperation Blockchain Bancassurance Intrapreneurship . Setting up and launching of . Launch of the . Launch of a Proof of . Launch of the the Digital Think Tank implementation of financial Concept on instant transfer Bancassurance project dedicated to the brainstorming account aggregation issuance with CH Bank which aims to enable and prototyping of new solution for BMCE Bank customers to initiate remote initiatives, products and customers from BMCE Direct transactions (remote sales, processes in partnership with a Fintech after-sales service, contract . Organization of the first three consultation, simulation, etc.) sessions, including one on all the bank's channels for dedicated to prototyping new Bancassurances products

product and services (crowd Main achievements achievements Main funding platform, Chabot services, an e-learning tool with gamification).

31 31 Our future developmental priorities …BMCE Bank of Africa Growth Drivers Growth drivers and future developmental priorities

Continue to grow the core banking business for the benefit of the Moroccan economy

Bolster the Retail and Corporate Banking businesses with a specific focus on SMEs

Generate additional intra-Group synergies and promote financial inclusion

The Group’s international operations in North America, Europe, Africa and Asia

Strongly committed to digitalisation

Leadership in sustainable development and CSR and develop Green Business

33 INVESTMENT RATIONALE BMCE Bank Of Africa: Investment Rationale (1/5)

High 'reputation capital’ A charismatic Chairman whose reputation as a visionary and leader is and a very strong brand unparalleled image in Morocco and Several awards and certificates obtained (HR, Financial Communications, overseas Bank of the Year Morocco by The Banker Magazine, EMEA Finance, CSR, service quality)

Stable shareholder base with longstanding institutional shareholders (FinanceCom, CDG, CM-CIC, CIMR) Institutional shareholders (CM-CIC/CDG/FinanceCom) clearly determined to develop strong synergies between the Bank and their respective group Stable and solid entities in areas such as IT and banking-related businesses shareholder base Confidence shown by reference shareholders in BMCE Bank’s growth prospects as illustrated by their participation in the two most recent capital increases in 2010 and 2012

35 35 BMCE Bank Of Africa: Investment Rationale (2/5)

Morocco’s 3rd banking group with market shares of just under 15%

BMCE Bank of Africa, A universal bank with convincing results on home soil – BMCE Bank of Africa is a strong performer in retail banking, corporate and investment one of Morocco’s banking and market operations… leading banking groups …as well as in leasing, consumer loans, bank insurance and factoring…

A pioneering bank in Morocco with operations in 31 countries around the world including twenty or so African countries since acquiring Bank of Ambitious Africa-centric Africa Group international expansion The Group aspires to become a leading bank on the African continent… strategy benefiting Africa …as well as bolstering its international operations in Europe, China, the Middle East and North America in support of it African business

36 36 BMCE Bank Of Africa: Investment Rationale (3/5)

A solid financial institution comprising a network of banks based in North, Geographically well- West, East and Southern Africa, meeting the highest international standards in positioned, a well- terms of risk management, audit, control and finance governed bank… Well-managed in governance terms with internationally-reputed active institutional shareholders and independent directors

A major institution comprising three complementary business lines and …providing investors geographical zones, providing investors with a significant investment with a significant opportunity; the investment will be value-accretive for any strategic investor. investment opportunity

37 37 BMCE Bank Of Africa: Investment Rationale (4/5)

Stock of loan-loss provisions at Group level as a buffer against credit losses, providing the potential for write-backs over the medium- term due to increased debt recovery efforts

Diversifying revenue sources by leveraging high value-added growth drivers such as digital banking and green products

Optimising opportunities that are likely to enhance the value of the Improving growth and Bank’s portfolio of long-term investments optimisation drivers Optimising the Bank’s non-operating property portfolio

Optimising general operating expenses by resizing HR and operational aspects

Reallocating capital to assets that offer a higher return on equity

38 38 BMCE Bank Of Africa: Investment Rationale (5/5)

High level of confidence shown by institutional investors (leading Moroccan institutions, IFC, Proparco) as illustrated by the subordinated debt and Eurobond issues

Investor confidence Morocco’s first Eurobond issue (USD 300 million) a resounding success on international markets, highlighting the confidence shown high and positive in the Group’s fundamentals by highly reputed overseas investors market perception from Europe, Asia, the Middle East and the United States (EBRD, HSBC, QNB, BNP AM, BTG, , Bank of Singapore)

The market perceives BMCE Bank as a growth stock rather than an income stock

P/E in line with that of Bank’s price earnings ratio increasingly attractive after contracting the market from 54 in 2010 to less than 17 in 2018, now in line with that of the market

39 39