Annual Financial Report 2024

ANNUAL FINANCIAL REPORT

2024

CONTENTS

BANK OF AFRICA, A LEADING PAN-AFRICAN GROUP CONTRIBUTING TO AFRICA'S DEVELOPMENT

BANK OF AFRICA, an overview 6

A multi-business banking Group driving economic and social development in Africa 8

A 66-year history of promoting Morocco's economic

expansion and international stature 10

BANK OF AFRICA: moving towards its vision for 2030 12

Serving as a model for shared value creation

that drives healthy and sustainable growth 14

A Group that enjoys the confidence

of a high-quality and diversified shareholder base 16

A Board of Directors that is effective and multicultural 20

High-impact undertakings 22

Growing reputation recognised in 2024 through

exacting standards and prestigious awards 24

SUSTAINABILITY, THE BEDROCK OF THE GROUP'SVISION

AND DEVELOPMENT

Ongoing commitment to making a lasting impact:

BANK OF AFRICA's sustainability vision 28

An approach based on double materiality 30

A bold and recognised sustainability

and low-carbon transition strategy 32

Strict ESG governance, a pillar of responsibility

and performance 33

Strategic oversight of ESG performance

at the Group level 34

IMPACT ON THE ENVIRONMENT

BANK OF AFRICA COMMITTED TO THE CLIMATE AND GREEN FINANCE

BANK OF AFRICA: climate commitment

through adherence to the highest reporting standards 38

Reducing the environmental footprint of the Bank

and its customers and partners 39

Actively contributing to policies for

sustainable water management 44

Supporting initiatives to protect

and restore biodiversity 45

A proactive response to the challenges

of climate change: mitigation and adaptation 46

IMPACT ON BANK OF AFRICA'S HUMAN CAPITAL A RESPONSIBLE EMPLOYER COMMITTED TO STAFF DEVELOPMENT AND WELL-BEING

An engaged team committed to a cohesive

corporate culture 51

Combining innovation and change

management to strengthen cohesion 53

Structured support to build skills

and plan the careers of the future 54

Gender parity, diversity and inclusion:

foundational principles and targets for the Group 56

Occupational health and well-being

at the core of the HR policy 59

BANK OF AFRICA'S GOVERNANCE 104

RISK MANAGEMENT 142

FINANCIAL STATEMENTS 162

IMPACT ON SOCIETY

A BANKING GROUP WORKING TO PROMOTE HUMAN, ECONOMIC AND SOCIAL DEVELOPMENT

BANK OF AFRICA: fostering social

and community progress 64

BMCE Bank Foundation: actions geared

to social and human impact in Africa 65

BOA Foundation, fully mobilised

for Africa's social and human development 72

BANK OF AFRICA: committed to financial inclusion 74

Offering Moroccans around the world

adapted and inclusive solutions 78

Responsible innovation to meet

tomorrow's challenges 80

Strategic initiatives to stimulate

the economy and encourage investment 84

A responsible approach that builds

solid relationships with partners 88

Compliance system the focus

of continuous improvement 90

PERFORMANCE TRENDS CONFIRMED IN 2024: GROUP BUSINESS AND FINANCIAL RESULTS

Financial results reported in June and December 2024 showed strong growth,

with solid momentum in Morocco and overseas 94

A robust overall performance,

reflecting a well-executed strategy 96

a leading pan-African Group contributing to Africa's

development

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

BANK OF AFRICA,

Established in 1959 by Royal Decree as 'Banque Marocaine du Commerce Extérieur', BANK OF AFRICA has undergone a major transformation over the decades. In the 66 years since first operating as 'Banque Marocaine du Commerce Extérieur' to develop Morocco's overseas trade, the Bank has patiently built itself into a multinational, multi-business financial Group, going from specialised establishment to universal banking group then to multinational, multi-business and pan-African financial Group using its savoir-faire to promote innovation, progress and excellence. This transformation culminated in 2020 when the Group officially became BANK OF AFRICA, a name that reflects its commitment to the African continent and its international stature.

With operations in 32 countries in Africa, Europe, Asia and North America, BANK OF AFRICA has a network of nearly 2,000 points of sale serving 6.6 million customers around the globe. Its branch network, one of the most extensive on the African continent, allows BANK OF AFRICA to act as a bridgehead for global trade between Africa and the rest of the world.

Over the past 66 years, BANK OF AFRICA has built upon its core activity by developing expertise in complementary business lines such as commercial banking, investment banking, bancassurance and specialised financial services.

RATINGS

BA1, STABLE OUTLOOK

BB, STABLE OUTLOOK

ESG Score B+ 74/100

BANK OF AFRICA - BMCE GROUP

Consolidated figures at 31 December 2024

points of sale

employees,

45% of whom are women

countries in which

the Group has operations

million customers

billion (+9% vs. 2023)

Total assets

billion (+2% vs. 2023)

Customer loans*

billion (+8% vs. 2023)

Customer deposits**

billion (+10% vs. 2023)

Net banking income

billion (+29% vs. 2023)

Net income attributable to shareholders

* Excluding Resales / **Excluding Repurchases

of the parent company

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

A multi-business banking Group driving economic and social development in Africa

Rooted in a pan-African vision, the Group is actively working to help build a resilient, dynamic and inclusive African economy. It acts as a strategic partner for major investment projects in the 20 countries in which it

operates, undertaking innovative initiatives that support national development programmes, promote intra-African and international trade, and generate a positive social impact.

1st

Moroccan bank to establish operations in sub-Saharan Africa in 1989

2nd

pan-African group by geographical coverage - 20 countries and

5 economic zones

bank branches (outside Morocco)

employees (outside Morocco)

With a variety of brands and subsidiaries, BANK OF AFRICA is a universal banking group offering an extensive range of services including commercial

banking, investment banking and specialised financial services such as leasing, factoring, consumer credit and participatory banking.

Retail Banking

Corporate Wholesale Banking

BMCE Capital SA BMCE Capital Bourse BMCE Capital Gestion BMCE Capital Conseil

BMCE Capital Gestion Privée

BANK OF AFRICA IN MOROCCO

BOA Holding BOA Congo (formerly LCB Bank) Banque de Développement du Mali

BANK OF AFRICA UK

BMCE Capital Markets

BMCE Capital Global Research BMCE Capital Solutions BMCE Capital Advisory

INVESTMENT BANKING

INTERNATIONAL OPERATIONS

BANK OF AFRICA Europe

BOA Euroservices BANK OF AFRICA Shanghai

BOA Dubai

SPECIALISED FINANCIAL SERVICES

Salafin - Consumer credit Maghrebail - Leasing

RM Experts - Loan recovery Maroc Factoring - Factoring

Euler Hermes Acmar - Credit insurance Bank Al Karam - Participatory banking

2nd

Bank-insurer

3rd

Bank bytotal assets Share of the loan market: 12.72% Share of the deposit market: 12.46%

3rd

Asset manager 13% market share

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

A 66-year historyof promoting Morocco's economic expansion and international stature

Founded 66 years ago to support the expansion of Morocco's overseas trade, BANK OF AFRICA has become a pillar of the country's economic development and a key player on the international financial stage. With deep roots in Morocco and a focus on the future, the Group has played an active role in shaping the country's economic fabric, financing strategic infrastructure and boosting private and public investment.

Offering financial solutions that are adapted to the needs of businesses, from SMEs to large corporations, BANK OF AFRICA has supported growth in the main sectors of the Moroccan economy including industry, agriculture, tourism and renewable energies. It demonstrates its commitment to supporting entrepreneurship, innovation and financial inclusion through concrete initiatives that facilitate access to financing for young entrepreneurs, women and rural communities.

In terms of international business, with operations in more than 30 countries including 20 in Africa, BANK OF AFRICA is Morocco's most internationally-oriented banking group. This strategic positioning allows it to act as a bridgehead for trade and investment between Morocco, the rest of Africa, Europe and Asia. By helping Moroccan companies expand internationally and promoting the interconnection of African markets, the Group contributes actively to the region's economic integration and to Morocco's stature on the continent.

In keeping with its commitment to the transition to a sustainable economy, BANKOFAFRICA finances projects with high environmental and social impacts while factoring sustainability considerations into all its activities. This approach underscores the Group's ambition to deliver economic performance and societal responsibility while contributing to inclusive development in Morocco and Africa.

Bank founded

1959

First overseas operation established - Paris branch office

1972

Lists on the Stock Exchange

1975

1959-1994

A BANKWITH GLOBAL ASPIRATIONS IS BORN

Banque Marocaine du Commerce Extérieur was founded in 1959 at the instigation of His Majesty the late King Mohammed V to develop Morocco's overseas trade.

2004

First non-European bank in Morocco to obtain a social rating

2000

Representative offices open in London and Beijing

1995

Bank privatised

1995-2006

A UNIVERSAL BANK TO SUPPORT MOROCCO'S DEVELOPMENT

BANK OF AFRICA's privatisation in 1995 was a turning point in the Bank's history, enabling it to expand its business portfolio. Leveraging its initial expertise as a specialist international trade bank, BANK OF AFRICA adopted a universal banking business model and rapidly began to play a major role in the Kingdom's economic development.

BANK OF AFRICA

UK, formerly BBI London, begins operations

Issues the first USD 300 million Eurobond on international markets

First bank to issue a green bond at COP22

2007

2008

2013

2015

2016

Acquisition of a 35% stake in BOA Holding

New corporate name adopted, 'BMCE BANK OF AFRICA', underlining the Group's African credentials

Stakes raised in BOA Holding to 75%, in Banque de Développement du Mali to 32.4%, and in LCB Bank to 37%

African Entrepreneurship Programme launched

2007-2016

FRESH IMPETUS, PAN-AFRICAN AND INTERNATIONAL AMBITIONS

BANK OF AFRICA rapidly expanded its international operations by establishing a large number of subsidiaries in Africa and Europe. With the African continent showing significant ongoing growth potential, BANK OF AFRICA fulfilled its aspiration of becoming a pan-African bank with an international outlook. Other acquisitions followed, underlining its longstanding commitment to becoming a major player on the continent.

New identity for BTI Bank, BANK OF AFRICA's

participatory bank, becoming Bank Al Karam

New Group ESG strategy

Change of corporate name of the Madrid and London subsidiaries to BANK OF AFRICA EUROPE and BANK OF AFRICA

UK, respectively

New managerial structure adopted in support of the 2030 strategic vision

BANK OF AFRICA

Shanghai subsidiary established

2017-2024

BUILDING AND CONSOLIDATING PAN-AFRICAN LEADERSHIP

Bolstered by its overseas successes, BANK OF AFRICA stepped up its expansion, establishing operations in China whilst continuing to serve Africa. The Bank changed its corporate name to 'BANK OF AFRICA' , an obvious choice, and developed a strategic plan underpinned by 4 growth priorities - adopt a customer-centric approach, digitise business operations, accelerate development in Africa, and continue to enhance its reputation in impact finance.

BANK OF AFRICA has now emerged as one of Africa's key economic and financial institutions with a powerful network and operations in 20 African countries covering the continent's five main regions.

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

BANK OF AFRICA:

In 2022, BANK OF AFRICA unveiled 'Vision 2030', an ambitious roadmap built around four strategic pillars: customer centricity, digital innovation, commitment to responsible finance, and an expanded pan-African footprint. This vision also created the occasion for the Group to update its Sustainability Charter to better align

with and strengthen its ESG commitments. Powered by targeted growth drivers and dynamic integration of business lines, the Group remains determined to establish itself as a leading financial institution both on the African continent and elsewhere, in a digital- and sustainability-focused era.

BANK OF AFRICA aims to become a pan-African group with operations in more than 25 countries, a value creator, a market leader in social and environmental responsibility, an impact finance platform promoting trade and investment in Africa and serving Africans around the world.

OTHMAN BENJELLOUN,

BANK OF AFRICA's CHAIRMAN

Improve BANK OF AFRICA's

performance in Morocco

Customer centricity

Become a market leader in terms of customer centricity

Offer financial solutions that are accessible, secure and adapted to customer needs using leading-edge technologies

Vision 2030

BANK OF AFRICA is a key pan-African group with operations in 32 countries, advocating value creation and leadership in social and

environmental responsibility (CSR). Its vision for 2030 is realised

through a firm commitment to impact finance, benefiting African communities locally and

internationally.

Digital innovation

Place innovation at the heart of the sales organisation by fully exploiting digital technology, data and mobile finance as part of the omnichannel approach

Commitment to responsible finance

Leverage the Group's expertise in the areas of impact finance and social and environmental responsibility

Ensure business portfolio sustainability in

sub-Saharan Africa

Explore targeted expansion opportunities

Develop international business lines

Ensure that human capital is the lynchpin of Vision 2030

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

Serving as a model for shared value creation that drives healthy and sustainable growth

BANK OF AFRICA's mission centres on creating sustainable value by promoting balanced growth that benefits all stakeholders. In keeping with this commitment, its business model aims to deliver financial

performance and social impact, and thus actively contribute to the sustainable development of the African continent.

OUR RESOURCES OUR RESOURCE ALLOCATION

HUMAN CAPITAL

Employee diversity is BANK OF AFRICA's main asset across the 32 countries in which it operates. It is the driving force behind its commitment to customers and partners.

The goal of BANK OF AFRICA Group's strategic vision for 2030 is to contribute to Africa's sustainable development by leveraging its resources and expertise to make a positive and lasting impact on the communities served. This vision is underpinned by four growth priorities, in turn driven by a number of strategic drivers:

15,000

employees

44%

women-men staff ratio

PROVIDE FRESH IMPETUS TO RETAIL AND CORPORATE BANKING

INTERNATIONAL NETWORK

ACCELERATE

DIGITAL BANKING

DEVELOP NEW GROWTH DRIVERS

BANK OF AFRICA's extensive network of nearly 2,000 points of sale ensures that its services are fully accessible to its customers around the world.

FINANCIAL SOLIDITY

BANK OF AFRICA is Morocco's third largest bank with total assets of MAD 423 billion and is also the country's second bank-insurer. This enhances its reputation as a reliable and solid financial institution in which customers have complete trust.

DEVELOP AN INTERNATIONAL

GROWTH STRATEGY THAT

BENEFITS AFRICA

BOLSTER COVERAGE OF SMEs IN AFRICA

CONTINUE TO EMPHASISE SUSTAINABLE DEVELOPMENT

IMPROVED OPERATIONAL EFFICIENCY

LOCAL AND CONTINENTAL KNOW-HOW

BANK OF AFRICA's extensive geographical coverage and well-diversified services offer have enabled it to acquire recognised expertise in providing finance solutions to retail and business customers locally as well as internationally.

BANK OF AFRICA strives to continuously improve its operational efficiency by accelerating digital transformation and bolstering commercial effectiveness with the launch of new products.

RISK MANAGEMENT AND LOAN RECOVERY SYSTEMS BOLSTERED

BANK OF AFRICA's employees manage a variety of risks on a daily basis and see to it that legal and regulatory directives are complied with to ensure that the Bank's portfolio is managed appropriately.

OUR PERFORMANCE THEVALUE WE CREATE

BUSINESS PERFORMANCE - LOANS AND DEPOSITS

Group: Customer loans, excluding resales, rose by 2% to MAD 223 billion while customer deposits, excluding repurchases, rose by 8% year-on-year to MAD 256 billion

BANK OF AFRICA S.A: Loans rose by 6% to MAD 142 billion while deposits reached MAD 160 billion

REGULATORY AUTHORITIES AND GOVERNMENTS

BANK OF AFRICA has established solid governance and effective risk management systems commensurate with the standards required at national, regional and international levels, including:

• A governance system that meets international standards

• An AML-CFT system

• Compliance with FATCA legislation

• An anti-corruption management system

• MAD 2.5 billion paid by the Group in tax

  CUSTOMERS

  OPERATIONAL PERFORMANCE - NET BANKING INCOME

  Group: MAD 18.7 billion, up 10% versus 2023 BANK OF AFRICA S.A: MAD 8.3 billion, up 16%

  BOA Holding: Net banking income of EUR 781 million, up 3% versus 2023

  Thanks to its innovation culture, BANK OF AFRICA develops services and products that meet the needs of every type of customer.

• Crédit Daba (online loans) and Daba Pay (mobile payment app)

• Daba Transfer, for online money transfers

• Crédit Habitat, a 100% online home loan platform

• Agence Directe, an online service enabling bank accounts to be opened remotely

• BMCE Direct, for managing a variety of banking transactions

• Dima Kayn L'hal, a broad portfolio of products and services

• Business Online, a digital platform enabling corporate customers to manage all their transactions

• SCF by BOA, the first 100% digital collaborative Supply Chain Finance platform in Morocco

  RISK MANAGEMENT

  - COST-OF-RISK RATIO

  Group: 1.3% versus 1.2% in 2023

  BANK OF AFRICA S.A: 1.3% versus 0.8% in 2023

  BOA Holding: 0.8% versus 1.4% in 2023

  ENVIRONMENT

  The Group has acquired a reputation as a pioneer in energy transition finance and a partner to major international development finance institutions.

• Green Value Chain, in partnership with the EBRD, to finance projects that improve businesses' environmental footprint

• Finance Durable by BOA, to support businesses in their ecological transition

• ISO 14001 certification relating to environmental management

• ISO 5001 certification relating to energy management

  OUR CONTRIBUTION TO UNITED NATIONS SUSTAINABLE DEVELOPMENT GOALS (2030 AGENDA)

  EMPLOYEES

  The Group pays particular attention to its employees' well-being and development and promotes gender parity and inclusion.

• First bank to receive ISO 21001 certification (quality of training management systems) ISO 45001 certification

• BANK OF AFRICA ACADEMY - 90% of employees benefited from training in 2024 • Women-men staff ratio of 44%

• Women's Empowerment Principles endorsed

• MAD 4.2 billion in payroll costs (including insurance and social benefits)

  NO POVERTY

  GOOD HEALTH ANDWELL-BEING

  QUALITY EDUCATION

  GENDER EQUALITY

  CLEANWATER ANDSANITATION

  AFFORDABLE ANDCLEAN ENERGY

  GOOD JOBS AND ECONOMIC GROWTH

  SOCIETY

  INDUSTRY, INNOVATIONAND INFRASTRUCTURE

  REDUCED INEQUALITIES

  RESPONSIBLE CONSUMPTION ANDPRODUCTION

  CLIMATE ACTION

  PEACE,JUSTICE ANDSTRONG INSTITUTIONS

  PARTNERSHI PS FORTHE GOALS

  Through BMCE BANK Foundation and the BOA Foundation, the Group is committed to supporting local communities by promoting educational development and ensuring access to healthcare.

  • 4% of gross operating income allocated to BMCE BANK Foundation

  • BMCE BANK Foundation: +69 schools in Morocco and sub-Saharan Africa with 35,800 pupils schooled, 50% of whom are girls

  • BOA Foundation : more than 180,000 beneficiaries of health and education initiatives each year

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

A Group that enjoys the confidence of a high-qualityand diversified shareholder base

With its clear strategy, operational excellence and robust fundamentals, BANK OF AFRICA has been able to attract top-tier institutional investors, both domestic and international, that share its vision for a sustainable future. Taking their place alongside O Capital Group, BANK OF AFRICA's reference shareholder, these strategic partners wanted to support the Group's

development. The shareholder base further diversified in 2004, when Crédit Mutuel Group - CIC - acquired a stake in the Bank and later raised it. The trend continued in 2019 with the acquisition of a stake by British International Investment, formerly CDC Group PLC, the UK's development finance institution.

Shareholder structure at 31 December 2024

3

5

.

5

1

%

27.41%

O

C

A

P

I

T

A

L

G

R

O

RMA

U

P

0.94%

SFCM

17.32%

Casablanca Stock Exchange and other

3.93%

CIMR

1.07%

BANK OF AFRICA

employees

4.48%

BRITISH INTERNATIONAL INVESTMENT

7.16%

O CAPITAL GROUP

8.13%

CDG Group

5.01% MAMDA/ MCMA

24.56%

BANQUE FÉDÉRATIVE DU CRÉDIT MUTUEL

INTRODUCING THE GROUP'S MAIN SHAREHOLDERS

O Capital Group

RMA

CDG GROUP

BFCM - GROUPE CRÉDIT MUTUEL -ALLIANCE FÉDÉRALE

BRITISH INTERNATIONAL INVESTMENT

O Capital Group, established in 2021 following FinanceCom's acquisition by Holding Benjelloun Mezian, is a leading Moroccan industrial and financial group with operations in a variety of high growth sectors.

One of North Africa's leading insurance companies with an extensive distribution network and constant focus on innovation.

A Moroccan state-owned institution whose purpose is to invest in and support large-scale projects in support of Morocco's economic and infrastructure development.

A leading mutual banking group with operations in France and overseas and businesses including retail banking,

bank-insurance and bank card operations. Its subsidiaries are also involved in specialised financial services such as consumer credit, leasing and information technology.

The UK's development finance institution and impact investing fund, working to promote sustainable economic, social and environmental development in the countries in which it operates by investing capital to support private sector growth and innovation.

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

ABOUT O CAPITAL GROUP

Driven by a desire to deliver healthy growth underpinned byinnovation and an openness to new opportunities and sectors and businesses of the future, O Capital Group has acquired a strong reputation in a number of regions around the world. Domesticallyand throughout Africa, O Capital Group is known for its involvement in several cornerstone projects in diverse sectors of the economy. These include Tangier Med Port, introducing the first private-sector mobile phone operator to Morocco, developing the MohammedVI TangierTech Industrial City and building the Mohammed VI Tower in Rabat. During its development, O Capital Group has aimed to gain a

solid foothold as first mover in promising sectors to fulfil the need for economic and social development and the interests of future generations in Morocco and Africa. O Capital Group, whose core focus has historically been on banking and insurance, has evolved into becoming a long-term investor, diversifying into new high added value sectors which are capable of generating synergies with those core business activities. Beyond Morocco's borders, O Capital Group has grown by adopting an acquisition-led growth strategy, enabling it to diversify regionally and by leveraging a network of first-rate partners.

18 ANNUAL FINANCIAL REPORT 2024 BANK OF AFRICA

O CAPITAL GROUP'S DIVISIONS

CORE BUSINESS GROWTH DRIVERS PRIVATE EQUITY REAL ESTATE &

INVESTMENTS

INTERNATIONAL

RMA

RMA is Morocco's second largest insurance company in terms of premiums written, resulting from a merger between Royale Marocaine d'Assurances and Al Wataniya in January 2005.

BANK OF AFRICA

Morocco's third private sector banking group with operations in more than 30 countries and a strong pan-African presence, particularly via its BOA Holding network.

MEDITELECOM (ORANGE)

Established in 1999, MEDI TELECOM is a

telecoms operator with a range of customers including retail customers, SMEs and large enterprises. Since December 2016, its products and services have been marketed under the Orange brand.

CTM

Industry leader in Morocco's passenger transport, messaging and maritime transport (via its Africa Morocco Links CTM subsidiary) sectors, and the first company to list on the Casablanca Stock Exchange in 1993.

RANCH ADAROUCH

Africa's largest breeder of Santa Gertudis beef cattle with the latter raised extensively over an area of more than 11,000 hectares.

GREEN OF AFRICA

A company specialising in developing, financing, building and operating renewable power plants, established following Green of Africa Development's acquisition by Green of Africa Investment in 2022. Green of Africa was part of the consortium which won the tender in 2023 to design, build and operate a desalination plant in the Casablanca region.

FINATECH Group

Established in June 2007, it is major player in energy, digital information and communication technologies.

FINATECH Group is a leading systems integrator providing global solutions and infrastructure from design and production to maintenance and operations.

AIR ARABIA MAROC

Moroccan low-cost airline established in 2009 in partnership with Air Arabia and Holmarcom.

BRICO INVEST 'MR BRICOLAGE'

DIY equipment and home improvement retail chain based in several towns across the Kingdom and trading under the Mr Bricolage brand.

ARGAN INVEST

Investment company specialising in real estate management through Actif Invest and Colliers International Maroc.

CAP ESTATE

O Capital Group's real estate subsidiary.

COLLIERS INTERNATIONAL MAROC

Subsidiary established in partnership with Colliers International Group specialising in delegated project management.

REVLY'S

A joint venture holding company between O Capital Group and Aman Resort owning the Amanjena Hotel.

RISMA

Listed on the Casablanca Stock Exchange, it mainly manages Accor Group hotels in Morocco operated under the Sofitel, SuiteHotel Pullman, Novotel and Ibis banners.

O TOWER

Joint venture between BANK OF AFRICA,

RMA and O Capital Group, overseeing the tower construction project in Rabat's Bouregreg Valley.

VILLAJENA

Company co-owned with AMAN Group with an equal equity split, owning land reserves within the Amelkis golf resort site with a view to developing Aman-branded luxury villas.

O CAPITAL EUROPE

(formerly FINANCECOM INTERNATIONAL)

Luxembourg-registered company specialising in strategic advisory services and private wealth management for ultra-high-net-worth individuals and families.

O CAPITAL FRANCE

(formerly FINANCECOM EUROPE)

Subsidiary providing support and strategic coordination to

O Capital Group's main international development businesses in Africa, the Middle East and Europe.

FCOMI-L GLOBAL CAPITAL

European multi-strategy management fund.

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

A Board of Directors that is effective and multicultural

Bearing in mind the challenges it faces, its ambitions and its commitments in terms of sustainable development, BANK OF AFRICA further strengthened its governance system in 2024. Its quest for continuous improvement was evident in three key areas: a Board of Directors that includes more women and is more independent, governance bodies that are more proactive in taking sustainability criteria into account, and the regular

inclusion of sustainability in the discussions of decision-making bodies.

Through these initiatives, BANK OF AFRICA is reasserting its commitment to exemplary, transparent and future-focused governance, consistent with its strategic goals and stakeholder expectations.

BOARD OF DIRECTORS KEY FIGURES

Directors

Independent Directors (33%)

Women (33%)

Nationalities

Board meetings in 2024

Overall attendance rate

MEMBERS OF THE BOARD OF DIRECTORS

Mr Othman BENJELLOUN

Chairman and Chief Executive Officer

Mr Azeddine Guessous RMA's Permanent Representative, Intuitu Personae Director

Mr Lucien Miara

Banque Fédérative du Crédit Mutuel's Permanent Representative

Mr Khalid Safir

Caisse de Dépôt et de Gestion's Permanent Representative

Mr Hicham El Amrani

O Capital Group's Permanent Representative

Mr Marc Beaujean British International Investment's Permanent Representative (CDC Ltd)

Mr Mohamed Kabbaj

Independent Director

Mrs Nezha Lahrichi

Independent Director

Mrs Ngozi Edozien

Independent Director

Mrs Laureen Kouassi-Olsson

Independent Director

Mrs Jinane Laghrari

Independent Director

Mr Abdou Bensouda

Intuitu Personae Director

Mr Brahim Benjelloun-Touimi Director & Delegate General Manager

Mrs Myriem Bouazzaoui

Intuitu Personae Director

Mr Brian C. Mck. Henderson

Adviser to the Chairman

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

High-impact undertakings

Since it was privatised in 1995, BANK OF AFRICA has been fully committed to sustainable development and impact finance, adopting ethical and environmentally sound practices that enhance its role in financing a

sustainable future. The Group is vigilant about complying with international standards and recognised principles that guide financial institutions towards greater societal and environmental responsibility.

BANK OF AFRICA the first African signatory in 2000 to UNEP FI's Statement of Commitment by Financial Institutions on the Environment and Sustainable Development.

Environmental and Social Risk Management System adopted in conjunction with the IFC in 2008.

Equator Principles (EP) voluntarily adopted by BANK OF AFRICA in May 2010. This body of standards provides a framework for determining, assessing and managing environmental and social risks in funded projects of USD 10 million or more.

1st African bank to join the Task Force on Climate-related Financial Disclosures (TCFD) in 2018.

United Nations Global Compact signed by BANK OF AFRICA, underlining its support for the ten principles relating to human rights, social and labour standards, environmental protection and combating corruption. First report, 'Communication on Progress', published online in October 2017 after obtaining 'Global Compact Active COPs' status in 2020.

BANK OF AFRICA's commitment to climate action is underlined by it joining the Mainstreaming Climate Action within Financial Institutions initiative.

BANK OF AFRICA became a member of the United Nations' Principles for Responsible Banking (PRB) in September 2019, underlining its commitment to aligning its commercial strategy with the requirements of the said principles and gradually integrating them into its operations. In this regard, the Bank published its 3rd report supported by a so-called limited assurance verification by independent assessors to certify adherence to the requirements of the Principles for Responsible Banking.

1st African bank to support China's 'Green Investment Principles for the Belt and Road' (GIP) initiative.

BANK OF AFRICA joined the Africa Network for Diversity with the signature of the Gender Diversity Corporate Charter developed by We4She within the framework of the Africa CEO Forum.

The first Moroccan Bank to endorse Women's Empowerment Principles, a partnership initiative of the United Nations Global Compact and UN Women.

Founding member of the Global Compact's African Business Leaders Coalition (ABLC), a private-sector pioneering pan-African coalition committed to advancing sustainable growth in Africa.

Member of the global programme for sustainability standards, integrated reporting and integrated thinking.

BANK OF AFRICA was the first commercial bank in Africa to join the African Financial Alliance on Climate Change (AFAC).

Late in 2023, BANK OF AFRICA

became a new member of the advisory committee for the PRB Academy, the education and training programme dedicated to promoting Principles for Responsible Banking (PRB).

BANK OF AFRICA, a leading pan-African Group contributing to Africa's development

Growing reputation recognised in 2024 through exacting standards and prestigious awards

BANK OF AFRICA is consolidating its leadership on the international stage, as evidenced by its international rankings and numerous certifications that acknowledge its operational excellence and efficiency.

During the 2023-2034 period, the Group obtained a number of prestigious global certifications, illustrating how it is delivering on its commitment to sustainable and responsible development.

Our standards

PCI DSS - Payment Card Industry Data Security Standard certification, attesting to the Bank's high standards of security when it comes to information systems and data security for bank card transactions.

Renewal of the Integrated Management System (IMS) certification, covering ISO 50001 for energy efficiency, ISO 14001 for environmental management, and ISO 45001 for occupational health and safety.

BANK OF AFRICA Academy: First Moroccan bank to obtain ISO 21001 certification, demonstrating its commitment to educational excellence and skills development.

BMCE Capital: "RSE Engagé - Niveau Exemplaire" label awarded by AFNOR, confirming BMCE Capital's commitment to societal and environmental responsibility.

BMCE Capital Conseil: ISO 9001:2015 certification, demonstrating its commitment to quality and the continual improvement of its services.

BMCE Capital Gestion: Renewal of the international ISAE 3402 Type II certification, recognising its solid internal control system and secure work environment.

BANK OF AFRICA and Eurafric Information: Double ISO 50001 certification awarded by Bureau Veritas and IMANOR to the BANK OF AFRICA Data Center, a first in Morocco and Africa, attesting to the commitment of the Group and its subsidiary Eurafric Information to innovative and sustainable solutions.

Operation Global Services: PCI DSS - Payment Card Industry Data Security Standard certification, an international security standard for the protection of bank card data.

AfricTrust: First trust services provider in Morocco, receiving official approval from the Direction Générale de la Sécurité des Systèmes d'Information - DGSSI.

Our awards

Named "Morocco's Bank of the Year 2024" for the 10th time since 2000.

Award-winner for the 11th year in a row for leadership in social responsibility and sustainability in the MENA region's Financial Services category at the 17th Arabia CSR Awards.

Quadruple recognition: "Africa's Best Bank for SMEs", "Morocco's Best Bank for SMEs", "Morocco's Best Bank for ESG", and "Morocco's Best Digital Bank" for the 2023 financial year.

Euromoney Awards for Excellence

Among the top three banks in Morocco, recognising customers' trust in and dedication to the brand.

Love Brand Awards 2025

"Most Admired Moroccan Financial Brand" at the 5th Moroccan edition of Brand Africa 100 - Morocco's Best Brands organised by Brand Africa 100 and Integrate Consulting.

Double recognition: "Excellence in Strategic Sustainability Leadership - Africa" and "Outstanding Sustainability Leader in Financial Services -Morocco", highlighting its pioneering role in integrating ESG criteria and its commitment to responsible finance.

Global Frontier Brand Awards 2024

Best Sustainable Development Report in the financial sector for the 3rd consecutive year, according to the new international standards for Sustainable Development Reporting.

Named "Most Active Partner Bank in 2023" by the EBRD as part of its Trade Facilitation Programme.

Eurafric Information: "Top Employer 2025" for the 6th consecutive year, demonstrating its organisational excellence and commitment to its employees.

BANK OF AFRICA Academy: "Award in Continuing Education" received at the RH Awards 2024, held in conjunction with the "Salon Master Plus" trade fair, in recognition of its excellence in human resources management and innovation.

the bedrock of the Group's vision and development

Sustainability, the bedrock of the Group's vision and development

Ongoing commitment to making a lasting impact: BANK OF AFRICA's sustainability vision

Sustainability is a foundational principle of BANK OF AFRICA's vision and growth. More than simply a strategic driver, it is integrated into the very core of its development and corporate culture. The Group has made sustainable development a top priority, setting up the BMCE Bank Foundation in 1995 to demonstrate its ongoing commitment to shared value creation, social inclusion and human development.

In 2000, BANK OF AFRICA once again showed leadership by signing the UNEP (United Nations Environment Programme) Statement of Commitment by Financial Institutions on the Environment and Sustainable Development, an important milestone in the integration of sustainability principles into its practices. The Bank formalised this commitment by introducing a Corporate Social Responsibility Charter, which serves as a guiding document for the activities of the Group and its subsidiaries in Morocco and internationally.

Attentive to international trends, BANK OF AFRICA revised and updated this Charter as part of the new ESG strategy approved by the Board of Directors in June 2023. This strategy, perfectly aligned withVision 2030, allows the Group to incorporate the latest standards and best practices in the areas of societal and environmental responsibility.

The new strategy is the result of a thorough analysis of internal processes and a reassessment of related risks and opportunities. This analysis allowed the Group to clearly define its social, societal, environmental and ethical responsibilities. Perfectly aligned with the United Nations' 17 Sustainable Development Goals, the strategy is underpinned by five main areas of commitment aimed at increasing BANK OF AFRICA's positive impact and supporting sustainable development on the continent.

Proactive integration of sustainability into the Group's governance and performance steering practices

Innovative offers and services for climate change resilience and environmental transition

Confidence, customer satisfaction and market share growth

Confidence in human capital and value creation bythe Group's talented workforce

A vector for human and regional development

Proactive integration of sustainabilityinto the Group's governance and performance steering practices

• Effectiveness of Board independence and respect for shareholder rights

• Integration of ESG factors into the risk review remit for reputational, legal, operational, credit and liquidity risks

• Self-assessing the Group's sustainability performance and regular reporting

• Full-scale implementation of the Environmental and Social Risk Management System in lending and investment activities and in financing-related partnerships

  Innovative offers and services for climate change resilience and environmental transition

• Developing products and services enabling customers to adapt to the effects of climate change

• Mitigating the environmental footprint from the Bank's activities across the 3 scopes

• Developing Socially Responsible Investment (SRI) and green investment

• Developing R&D for banking products based on sustainability criteria (sustainability, green and social-linked loans and bonds)

  Confidence in human capital and value creation bythe Group's talented workforce

• Non-discrimination, diversity and equal opportunity

• Continuously improving and recognising skills; proactively managing technological transformations and providing individualised support for mobility and career choices

• Occupational health, safety, prevention, wellbeing and quality of life in the workplace

• Effectiveness and efficiency of collective bargaining and social dialogue

  • Strict compliance with business ethics and the requirements of supervisory and regulatory authorities - preventing corruption, fraud, money laundering and terrorism financing; anticompetitive practices etc.

  • Responsible purchasing and business relations: defining and implementing in a structured manner the duty of vigilance across the entire chain of activity - human rights, environment and health across the supply chain and subsidiaries

    Confidence, customer satisfaction and market share growth

• Continuously developing digitised services and innovative products accessible to as many as possible

• Information security and personal data protection

• Customer loyalty and growing market share

• Respecting the rules of healthy competition

• Preventing over-indebtedness

  A vector for human and regional development

  • Developing services that are accessible to young people, women, and SMEs

  • Positive impact finance - education, social and women's entrepreneurship, financial inclusion and support for microfinance and financial education

  • Contributing to causes of general interest and promoting access to arts, culture and learning

  • Ongoing dialogue with stakeholders

Sustainability, the bedrock of the Group's vision and development

ESRS

An approach based on double materiality

Corporate social responsibility (CSR) cannot be fully effective without listening attentively and continuously to all stakeholders. Mindful of this necessity, BANK OF AFRICA maintains an ongoing and constructive dialogue with the various

BANK OF AFRICA

area of commitment

ISSB Thematic

stakeholders in its ecosystem, both internal and external. This interactive approach enables the Bank to identify their expectations and to adjust its corporate strategy to reflect major trends observed within its ecosystem.

At a time of great regulatory change and in order to optimise its management of ESG risks and opportunities, BANK OF AFRICA initiated a double materiality analysis in 2023, covering both financial impacts and those related to the environment and society.

SPOTLIGHT ON DOUBLE MATERIALITY

Double materiality, also known as 'double relative importance', has the same goal as simple materiality - to identify the issues which are material and which may influence BANK OF AFRICA's decision-making.

It brings together two types of materiality:

-Financial materiality ('Outside-In' vision) - or simple materiality - which studies the impact of societal and environmental issues on the company's financial performance.

-Impact materiality ('Inside-Out' vision), which focuses on the impact of the company's activities on the environment and society.

ESRS: NEW EUROPEAN REPORTING CRITERIA THAT ARE PART OF THE BROADER CSRD

ESRS (European Sustainability Reporting Standards) are a set of European standards created to harmonise extra-financial reporting by companies. They serve as a framework for the environmental, social and governance (ESG) data reporting required by the CSRD.

SPOTLIGHT ON ISSB STANDARDS - IFRS S1 AND IFRS S2

The standards established by the International Sustainability Standards Board (ISSB) aim to harmonise sustainability reporting at a global scale. They allow companies to release clear, reliable and comparable data related to environmental, social and governance (ESG) impacts that affect their financial performance.

Innovative offers and services for climate change resilience and environmental transition

SOCIAL AND SOCIETAL ESRS

ENVIRONMENTAL ESRS

Confidence in human capital and value creation by the Group's talented workforce

A vector for human and regional development

Confidence, customer satisfaction and market share growth

Governance ESRS

Proactive integration of sustainability into the Group's governance and performance steering practices

ESRS E1

ESRS E2

ESRS E3

ESRS E4

ESRS E5

ESRS S1

ESRS S2

ESRS S3

ESRS S4

ESRS G1

IFRS S2

IFRS S2

IFRS S2

IFRS S2

IFRS S2

IFRS S1

IFRS S1

IFRS S1

IFRS S1

IFRS S1

IFRS S1

Climate change

Pollution

Water and marine resources

Biodiversity and ecosystems

Circular economy

Own workforce

Value chain workers

Affected communities

Consumers and end-users

Business conduct