Maroc Telecom SaCSEMA: IAM

2024 Universal Registration Document 31/03/2025

· Issued by Maroc Telecom Sa

2024

Universal

Registration

Document

including the annual financial report

C O N T E N T

1

2

MESSAGE FROM THE CHAIRMAN OF THE MANAGEMENT BOARD

2

CORPORATE GOVERNANCE

3

MAROC TELECOM IN BRIEF

4

PRESENTATION OF THE GROUP

7

1.1

Highlights of 2024

8

1.2

Key figures for 2024

12

1.3

Group guidelines and strategy

14

RISK FACTORS AND BUSINESS CONTROL FRAMEWORK

19

2.1

Risk factors

20

2.2

Risk management framework

27

3

INFORMATION CONCERNING THE COMPANY

33

3.1 Person responsible for the Universal Registration Document and for the audit of the

34

financial statements

3.2 Information about the Company and corporate governance

36

4

DESCRIPTION OF THE GROUP, ITS ACTIVITIES, LEGAL

79

AND ARBITRATION PROCEEDINGS

5

6

7

4.1

Description of the Group

80

4.2

Description of activities

107

4.3

Legal and arbitration proceedings

149

FINANCIAL REPORT

151

5.1

Consolidated results of the past three years

152

5.2

Overview

154

5.3

Consolidated financial statements at December 31, 2022, 2023 and 2024

164

5.4

Statutory financial statements

211

5.5

Special report of the Statutory auditors

236

RECENT EVENTS

245

Ordinary General Meeting of March 27, 2025

246

APPENDICES

249

Cross-reference table

250

Cross-reference table for the annual financial report

253

Taxonomy

254

Annual information 2024

262

Statement of fees paid to Statutory auditors

263

Ordinary General Meeting of March 27, 2025

265

Certification report on the sustainability information and audit

of the information disclosure requirements provided for in Article 8 of Regulation (EU)

268

2020/852 of ITISSALAT AL MAGHRIB SA

Glossary

272

2024

Universal

Registration

Document

including the annual financial report

This Universal Registration Document was filed on March 26, 2025 with the AMF in its capacity as the French financial regulator under Regulation (EU) 2017/1129 without prior approval pursuant to Article 9 of said regulation.

The Universal Registration Document may be used for a public offering of financial securities or the listing of financial securities on a regulated market if it is accompanied by a securities note and, where applicable, a summary as well as any supplements to the Universal Registration Document. The whole thus formed is approved by the AMF under Regulation (EU) 2017/1129.

This Universal Registration Document in PDF format is a reproduction of the official version of the Universal Registration Document prepared in XHTML format and available on the website of the AMF and that of the Company.

MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024 1

MESSAGE FROM THE CHAIRMAN OF THE MANAGEMENT BOARD

MOHAMED BENCHAABOUN

  • In 2024, Maroc Telecom recorded an increase in its operational achievements and now has a total of more than 79 million customers, including 57 million in its subsidiaries. This performance once again attests to the robustness and sustainability of its fundamentals, supported notably by the expansion of Moov Africa and the development of fiber optics in Morocco, which continue to drive growth.

Aware of the challenges posed by a demanding global economic context, the Group has strengthened its initiatives to optimize costs, pool skills and infrastructure, thus enabling it to maintain its competitiveness and achieve its strategic objectives.

Capital expenditures remain at a sustained level to meet the growing needs of customers, both nationally and internationally, in particular through the expansion of Very High-Speed Broadband. The priorities include the continued deployment of fiber optics, the modernization and densification of networks, as well as the preparation for the arrival of future generations of technology.

The settlement of the unbundling dispute in Morocco also had a significant impact on the financial results, while opening up new prospects for the future. With a strategy of innovation and a proactive approach, the Group adapts its offers and services to the specificities of each market, with a proactive policy of reducing prices and improving the customer experience, while fully assuming its role as the driver of digital transformation on the continent.

Convinced that economic performance goes hand in hand with a positive social impact, Maroc Telecom is stepping up its commitments to sustainable development and reaffirming its social and environmental responsibility. The Group is adopting eco-responsible practices and implementing tangible actions aimed at local communities.

These efforts will continue in 2025, in order to consolidate inclusive and sustainable growth, creating value for Maroc Telecom and its entire ecosystem, across the Group's entire geographical footprint. "

2 MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024

CORPORATE GOVERNANCE

MANAGEMENT BOARD

François

Hassan

Mohamed

Brahim

Abdelkader

VITTE

RACHAD

BENCHAABOUN

BOUDAOUD

MAAMAR

Managing Director

Managing Director

Chairman

Managing Director

Managing Director

Administration

Networks

of the Management

Legal and

Services

& Finance (CFO)

& Systems

Board

Regulatory Affairs

Maroc Telecom also includes

8 regional offices

reporting to the Chairman of the Management Board.

SUPERVISORY BOARD

CHAIRMAN

MEMBERS

Luis ENRIQUEZ,

Nadia FETTAH ALAOUI,

Abdelouafi LAFTIT,

Minister of the Economy

Minister of the Interior

Partner, Grafine Capital Partners

and Finance

Abdellatif ZAGHNOUN,

Hesham Abdulla AL QASSIM,

VICE-CHAIRMAN

General Manager of the National

Chief Executive Officer of Wasl Asset

Agency for Strategic Management

Management Group

Jassem Mohammed Bu

of State Holdings and Monitoring

Mohammed Karim BENNIS,

of the Performance of Public

Chief Financial Officer of Etisalat Group

Ataba AL ZAABI,

Establishments and Enterprises

Khaled HEGAZY,

Chairman of Abu Dhabi

Hatem DOWIDAR,

Department of Finance,

Chief Operating Officer,

Chief Executive Officer

Chairman of Etisalat Group

Etisalat International

of Etisalat Group

and Etisalat Group

MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024 3

MAROC TELECOM IN BRIEF

A major player in economic and social development in

11 African countries

MAROC TELECOM

100%

100%

MAROC

MAROC

TELECOM

TELECOM

MOROCCO

NIGER

CASANET

MOOV AFRICA

NIGER

100%

100%

MAROC

TELECOM

MAROC

TELECOM

MOROCCO

CHAD

MT CASH

MOOV AFRICA

CHAD

51.5%

61%

MAROC

TELECOM

MAROC

MAURITANIA

TELECOM

MAURITEL

BURKINA FASO

ONATEL

51%

100%

TELECOM

MAROC

MAROC

MALI

TELECOM

SOTELMA

CENTRAL AFRICAN

REPUBLIC

85%

95%

100%

51%

MOOV AFRICA

CENTRAFRIQUE

MAROC

MAROC

MAROC

MAROC

TELECOM

TELECOM

TELECOM

TELECOM

CÔTE D'IVOIRE

TOGO

BENIN

GABON

MOOV AFRICA

MOOV AFRICA

MOOV AFRICA

GABON

CÔTE D'IVOIRE

TOGO

BENIN

TELECOM

CONSOLIDATED

GROUP ADJUSTED**

GROUP

REVENUES

EBITDA* MARGIN

INVESTMENTS

36.7

52.3 %

11.2 of MAD

billion

billions of MAD

of revenue

GROUP EMPLOYEES

ADJUSTED** GROUP

NUMBER OF CUSTOMERS

SHARE OF NET INCOME

79.3 million

8,543

6.1 of MAD

billion

  • The definition of EBITDA is detailed in section 5.2.

** EBITDA and Net income - Group share adjustments are set out in the schedule on page 159.

4 MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024

HISTORY

Maroc Telecom is the incumbent telecommunications operator in the Kingdom of Morocco. It operates in the Fixed-line telephony, Mobile telephony and Internet segments.

Launch of the West Africa cable

New visual identity "Moov

Africa" which brings together

the ten subsidiaries of the

2021

Maroc Telecom Group (present

in Mauritania, Burkina Faso, Gabon,

Mali, Côte d'Ivoire, Benin, Togo, Niger,

Central African Republic and Chad)

Acquisition of Tigo Chad

Disposal of 8% of the capital of Maroc Telecom

2019

held by the Kingdom of Morocco

Liquidation of the Prestique Telecom subsidiary

Merger of Gabon Telecom

2016

and AT Gabon

Etisalat acquires a stake

2014

in Maroc Telecom

Acquisition of a 51% stake in Gabon Telecom

Disposal of 4% of the

capital of Maroc Telecom 2007 held by the Kingdom

of Morocco on the Casablanca Stock Exchange

IPO in Casablanca and Paris 2004

2020

Launch of the Mobile payment

solution "MT Cash"

Acquisition of a 10% stake in Onatel SA

2018

on the Abidjan Regional Stock Exchange,

bringing Maroc Telecom's stake in its

Burkinabe subsidiary to 61%

Acquisition of Etisalat's six African subsidiaries

2015 in Benin, Côte d'Ivoire, Gabon, Niger, The Central African Republic and Togo

Acquisition of

2009 a 51% stake in Sotelma

2006

Acquisition of a 51% stake

in Onatel

Creation of Maroc

Telecom SA

Promulgation of Law

1998

54-96 and related

implementing decrees

2001

Acquisition of a 54% stake in Mauritel SA

Vivendi's entry into Maroc Telecom's capital

on telecommunications

Création of the

1984

National Post and

Telecommunications

Office (ONPT)

MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024 5

Un monde nouveau vous appelle

6 MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024

01

PRESENTATION OF THE GROUP

1.1

Highlights of 2024

8

1.2

Key figures for 2024

12

1.3

Group guidelines and strategy

14

1.3.1

Moroccan telecoms market outlook and Maroc

Telecom's business strategy

14

1.3.2

International outlook and strategy of Maroc Telecom

Group's sub-Saharan subsidiaries

15

1.3.3

Maroc Telecom Group's sustainable development

strategy

16

MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024 7

  • PRESENTATION OF THE GROUP
    1.1 Highlights of 2024

January

  • In Morocco, first launch in Africa of the Fiber to the Room (FTTR) solution. This service allows our Fiber Optic Internet customers to extend the coverage of the fiber network, to bring an ultra powerful and fluid speed in all the rooms of their home or business premises;
  • In Morocco, launch of the first SD-WAN offer for B2B, SME/SMI and Key Accounts customers, enabling them to automate and simplify the management, optimization and security of their WAN networks;
  • In Mauritania, launch of National Roaming between operators;
  • In Burkina Faso, decision determining the relevant markets and designation of operators with significant power in these markets, and decision defining
    the obligations to be complied with by significant operators;
  • Decrease in Mobile call termination rate in Côte d'Ivoire from FCFA 3 to 2/min and in Chad from FCFA 12
    to 10/min;
  • In Niger, adoption by the Council of Ministers of a draft decree setting the minimum rate for the termination of an international call to Niger and the terms of remuneration of operators, and reinstating the tax on the termination of Incoming International Traffic;
  • In Niger, operators decide to automatically levy FCFA 10 per call for the Solidarity Fund for the Protection of the Homeland and per subscription to a fixed price plan (above FCFA 200).

February

  • In Morocco, a new ANRT decision relating to the administrative, technical and commercial management of ".ma" and "Maghrib" Internet domain names;
  • In Chad, notification of a decision to limit Internet capacity rates at the international level for Mobile telephony operators.

March

  • In Morocco, launch of the new National Mobile B2B and Professional Unlimited Voice plan. This generous plan offers, in addition to Unlimited National Voice, 30GB of Mobile Data;
  • In Morocco, Omra promotion offers Maroc Telecom Roaming customers in Saudi Arabia free calls received as well as a reduction on the Internet Roaming rate (2GB at MAD 100), during the period of Omra 2024 on the occasion of the Sacred Month of Ramadan;
  • In Benin, adoption by the Council of Ministers of the plan to migrate National Numbering Plan from 8 to 10 digits according to a defined timetable;

8 MAROC TELECOM UNIVERSAL REGISTRATION DOCUMENT 2024

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