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casablanca stock exchange 2007 1 ➜

Annual Report

2007

2 casablanca stock exchange 2007

➜


CHAIRMAN’S MESSAGE 5

GOVERNANCE 7

ECONOMIC ENVIRONMENT 13

2007 HIGHLIGHTS 17

KEY FIGURES 23

STOCK MARKET 25

2007 FINANCIAL STATEMENTS 33

STATUTORY 39AUDITORS’ GENERAL REPORT

RESOLUTIONS OF THE 41ANNUAL GENERAL MEETINGOF SHAREHOLDERS

USEFUL CONTACTS 43

CONTENTS


➜


CHAIRMAN ’S MESSAGE

2007 was an exceptional year both for the Casablanca Stock Exchange and the stock market. Our sales rose by 99.7% compared to the previous year, operating income by 158.7% and net income by 165.9%.

The stock market was not to be outdone! Trading volumes pulverised the previous record to reach MAD 359.8 billion. Ten new companies were floated on the stock exchange, the same number as last year, bringing the total number of companies listed to 73 at 31 December 2007 ,totaling a sum of DH 6.5 billion and a capitalization to the tune of DH 586.3 billion.

These figures underline the confidence of investors and Moroccan companies in the stock exchange as a savings vehicle and a profitable way to invest. They provide a solid base for the Casablanca Stock Exchange on its road to maturity and as it seeks to reach the very best international standards.

On the back of a successful 2007, we are able to look forward to 2008 with confidence and optimism.

As a matter of fact, ambitious projects that are engaged, practices of good governance of the corporation and its opening to the international market are enough assets that will enable the Casablanca Stock Exchange to occupy a leading financial position at the regional level.

For these achievements, I would like to express my gratitude to all market participants for their professionalism and all their efforts.

On behalf of the Board of Directors, I would like to thank the Casablanca Stock Exchange’s staff for their devotion and commitment as we begin another year in the history of our firm.

Together, we will continue to strive towards our two major objectives which are the satisfaction of our customers and the country’s economic development.

Fath-Allah BERRADA Chairman of the Managing Board


➜


governance


➜

The Casablanca Stock Exchange’s Supervisory

Board has initiated a set of processes and

rules. A code of good governance has been

established outlining measures governing

rigorous and transparent management in

line with international standards.

The series of measure adopted include « the

Charter for Supervisory Board Members »

which specifies the rights and obligations of

each Supervisory Board member.

The Supervisory Board has also introduced

three « technical standing committees »,

made up of experts.

The, « Audit Committee » examines the

parent company financial statements,

ensures that the annual management

budget is respected and that the Managing

Company complies with the terms and

conditions relating to the concession. This

committee is also involved in determining

the firm’s accounting principles and policies,

drawing up the financial statements, internal

control procedures and off-balance sheet

contingencies and commitments.

The, « Appointments and Remuneration

Committee » is responsible for setting overall

policy regarding the variable component

of the remuneration of the Casablanca

Stock Exchange’s directors, Chairman and

board members as well as for appointing

the Chairman and Vice-Chairman to the

Supervisory Board and members of the

technical committee.

The, « Strategy & Business Development

Committee » is involved in establishing

the inst i tut ion’s business strategy

including decisions on major disposals

and acquisitions, partnership agreements,

internal restructuring and significant financial

transactions.

GOVERNANCE


In addition to these standing committees,

other committees meet on an ad hoc basis to

examine specific issues such as the adoption

of in-house rules (relating to the Supervisory

Board, the technical standing committees

and to the Managing Board) and to introduce

good governance indicators (measuring the

number of meetings of the Supervisory Board

and of the specialist committees as well as

members’ attendance records).

The Managing Board is responsible for the

day-to-day management of the Casablanca

Stock Exchange and is made up of the

Chairman, elected by the Supervisory Board

for a three-year term, the Chief Executive

Office and the Secretary General.

A set of in-house rules govern the functioning

of the Managing Board. Its mission consists

of ensuring that the institution’s business

strategy is implemented, informing the

Supervisory Board of the achievements of

the various divisions in the form of a quarterly

management report, preparing the annual

financial statements and ensuring that the

information provided to the Supervisory Board

and to the general public is of good quality.


➜

Almz

Supervisory Board

ATTIJARI INTERMEDIATION, represented by M. El Houssine SAHIB Chairman of the Supervisory Board

SAFABOURSE, represented byM. Mohamed Amine BENHALIMAVice-Chairman of the Supervisory Board

BMCE CAPITAL BOURSE, represented byM. Youssef BENKIRANE Member of the Supervisory Board

BMCI BOURSE, represented byM. Mohamed AMRANI Member of the Supervisory Board

CFG MARCHÉS, represented byM. Younès BENJELLOUNMember of the Supervisory Board

CRÉDIT DU MAROC CAPITAL, represented byM. Yacine BEKBACHYMember of the Supervisory Board

EUROBOURSE, represented byM. Omar AMINE Member of the Supervisory Board

ICF AL WASSIT, represented byM. Samir KLAOUA Member of the Supervisory Board

MAROC SERVICES INTERMÉDIATION, represented byM. Si Mohamed MAGHRABI Member of the Supervisory Board

SOGEBOURSE, represented byM. Ismaïl EL FILALI Member of the Supervisory Board

UPLINE SECURITIES, represented byM. Jalal HOUTI Member of the Supervisory Board

WAFA BOURSE, represented byM. Jalal BERRADY Member of the Supervisory Board

GOVERNMENT COMMISSIONERM. Samir LAHLOU

AT 30 JUNE 2008

GOVERNANCE


Almz

Shareholders

Organisational chart

Managing board

The share capital of the Casablanca Stock Exchange, totalling MAD17,902,000, is held in equal parts by the 16 brokerage firms operating in the market.

M. Fath-Allah BERRADAChairman of the ManagingBoard

Mme Haya Hynd BOUHIAMember of the ManagingBoard and Managing Director

M. Omar DRISSI KAITOUNIMember of the ManagingBoard and Secretary General

AT 30 JUNE 2008

AT 1 APRIL 2008

AT 30 JUNE 2008

THE MANAGINGBOARD

MARKETS DIVISION

TRADING CLEARING

BUSINESSDEVELOPMENT DIVISION

PRODUCTION

SUPPORT

SYSTEMS MARKETING GENERALAFFAIRS

FINANCE DIVISION

COMPLIANCE COMMUNICATION

STRATEGY DIVISION

ACCOUNTING

INFORMATIONSYSTEMS DIVISION


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ECONOMICENVIRONMENT


➜

After five running years of sustained growth, the international economy was marked by a slight decline in 2007. On the other hand, the national economy showed satisfactory performances in terms of growth and public finance, despite the difficult weather conditions and the rise in the prices of raw materials in the international markets.

According to the World Bank, global GDP rose by 3.6% following the crisis affecting the North American sub-prime mortgage market.

United States

In the United States, economic growth was 2.2% thanks to a recovery in exports (+19%), non-housing investment (+9.4%) and domestic consumption (+2.7%).

ECONOMIC ENVIRONMENT

GlobalEconomy

japAn

In Japan, GDP rose by 1.9%, boosted by the strong performance of foreign trade and a rebound in capital investment.

euro zone

In the Euro zone, GDP rose by 2.6%, boosted by the relatively strong growth of the Netherlands and Ireland which grew by 1.8% and 1.4% respectively against 0.8% for France and 0.7% for Germany and Spain.

Emerging countries

Emerging countries registered growth of 7.4%, benefiting from strong domestic demand, robust external trade and an abundance of international liquidity.


The performances of the national economy in terms of growth and public finance were accompanied by the maintenance of the unemployment rate under 10%, the continuation of the improvement of stock indicators, the reinforcement of exchange rates and the rise of investments and foreign private loans.

DomesticEconomy

Real GDP

Real GDP rose by 2.2% in 2007 mainly due to growth in non-farm sectors such as construction, mining, energy and services.

Public finances

Public finances improved markedly thanks to a 19.2% increase in tax revenues and a rise in non-farm economic activity.

gross

investment

ratio

The gross investment ratio reached 34.1% due to an 18.9% rise in imports of capital goods and a 30% rise in bank loans for the purchase of capital goods.

Foreign trade

Foreign trade declined by 3.8 points. This performance was due to a 20.9% increase in imports of goods and services i.e. at a faster rate than exports which rose by 8.9%..

investment

Inward investment and overseas private lending reached a record MAD 39.6 billion thanks to an improvement in Morocco’s attractiveness on an international scale.


➜


2007HIGHLIGHTS


➜

In terms of achievements, the year 2007 was for Casablanca Stock Exchange an exceptional year on several accounts: listing o f new corporat ions , continuation of technological development of the market, development of securities listing… so much worksites that were successfully achieved.

10 NEW COMPANY

LISTINGS

In 2007, 10 companies were floated on one of three of the Casablanca Stock Exchange’s different markets :

Six companies listed on the Main Market

➜ The flotation of MATEL PC MARKET by sale and issue of equity.

➜ The flotation of PROMOPHARM by sale of part of its share capital.

➜ The flotation of COMPAGNIE GENERALE IMMOBILIERE (CGI) by sale and issue of equity.

➜ The flotation of ATLANTA by sale of part of its share capital.

➜ The flotation of SOCIETE NATIONALE D’ELECTROLYSE ET DE PETROCHIMIE (SNEP) by sale of part of its share capital.

➜ The flotation of SALAFIN by sale and issue of equity.

Three companies on the Development Market

➜ The flotation of M2M by sale of part of its share capital.

➜ The flotation of STOKVIS NORD AFRIQUE by issuing equity.

➜ The flotation of MICRODATA by sale of part of its share capital.

One company on the Growth Market

➜ The flotation of TIMAR by issuing equity.

TECHNICAL

MARKET

DEVELOPMENTS

As part of i ts information systems development, the Casablanca Stock Exchange has implemented a new trading platform.

Version 900 of the New Trading System is renowned for its performance, safety, adaptability and flexibility.

2007 HIGHLIGHTS


Measures relating to implementation of NSC V900 include :

➜ Amending the General Rules of the Casablanca Stock Exchange : this project is an internal initiative submitted to the supervisory authorities for validation, resulting in NSC V900 being compliant with the firm’s regulatory framework.

➜ Information systems update.

➜ Increased IT security : through URL filters, updating firewall rules, acquiring a new intrusion detection server and customer authentication on the internet.

TRANSFER OF

EXPERTISE TO THE

STOCK EXCHANGE

OF CENTRAL AFRICA

(BVMAC)

The Casablanca Stock Exchange, recognised as having experience in managing electronic trading and in particular use of NSC software, has signed an assistance agreement with BVMAC.

The Casablanca Stock Exchange has provided technical assistance to the BVMAC in implementing the NSC V900 through :

➜ Training BVMAC staff specialising in market trading and supervisory activities.

➜ Installing the NSC V900 and providing first level maintenance in partnership with AEMS (Atos Euronext Market Solutions).

This project underlines the Casablanca Stock Exchange’s position as a bridgehead between western and sub-Saharan stock exchanges in the transfer of technology.

WEBSITE

UPDATE

Following the redesign of the Casablanca Stock Exchange’s visual identity, the Exchange’s website has been completely overhauled and now provides very comprehensive content in terms of market information.

>>


➜

AUTHORISATION

OF A NEW

BROKERAGE FIRM

ALMA Finance Group and Art Bourse received authorisation to conduct brokerage activities on the Moroccan stock market.

The Casablanca Stock Exchange organised simulation sessions for the benefit of the new brokerage firms to ensure the proper functioning of its trading platforms before it began operations respectively on 9 April 2007 and 28 June 2007.

DEVELOPMENT OF

THE OFFICIAL LIST

The development of the Official List includes two major projects :

➜ Overhaul of indices : a feasibility study has been carried out assessing the possibility of launching two new indices.

➜ New sector classification : the aim is to bring the Exchange into line with international standards in terms of classification as well as satisfying the requirements of listed companies.

2007 HIGHLIGHTS


INITIATIVES

TO PROMOTE THE

STOCK MARKET

In 2007, the Casablanca Stock Exchange redesigned its visual identity and undertook numerous actions aimed at different target customers including :

➜ Investor workshops.

➜ Workshops for professionals.

➜ Listed company results announcements.

➜ «Stock Exchange days» to train bank employees.

➜ Stock Exchange School training sessions for individuals.

➜ Participating in the Savings and Investment trade fair.

➜ Communications campaigns for companies which may potentially be listed.

➜ Expanding its range of publications by publishing in Arabic and English.

HUMAN

RESOURCES

DEVELOPMENT

This included :

➜ Three staff members recruited to the Information Systems Division and the Markets Division.

➜ Training for all staff.

>>


➜


KEY FIGURES AT 31 DECEMBER 2007

Operating Revenues

For the year ended 31 December 2007, the Casablanca Stock Exchange’s operating revenues registered a 100% increase to MAD 283.4 million, against MAD 142.1 million in 2006.

Operating Expenses

Operating expenses rose by 23% to MAD 76.8 million against MAD 62.3 millions in 2006.

Shareholders’ Equity

The Casablanca Stock Exchange’s shareholders’equity registered an increase of 53% to MAD 410.2 million against MAD 268.1 million in 2006.

Net Income

The Casablanca Stock Exchange’s net income rose by 166% to MAD 142 million in 2007 against MAD 53.4 million the previous year.

The rise was due to the increase in sales as well as cost savings.

Operating Income

Operating income recorded a 159% increase to MAD 206.5 million against MAD 79.8 million in 2006.

+100%

+23%

+53%

+166%

+159%

Rise of the net result and control of

corporate expenses


➜


STOCK MARKET


➜

In the international stock markets, the Japanese Nikkei 255 witnessed a fall, whilst the other market indicators ended the year on the increase.

International stock markets closed 2007 in positive territory.

New York’s Dow Jones index closed the year with a gain of 6.42% at 13,317.25 points against 12,512.90 in 2006.

London’s FTSE 100 index registered an annual rise of 3.79% to 6,456.90 points compared to 6,220.80 the previous year.

Paris’ CAC 40 index advanced by 1.26% to 5,614.08 points against 5,544.14 in 2006.

Only Japan’s Nikkei 225 index closed the year in negative territory with a 11.13% decline to 15,307.78 points against 17,225.83 in 2006.

Stock market Index performance in 31/12/2007

FRANCE CAC 40 1.26%

UNITED STATES Dow Jones 6.42%

UNITED KINGDOM FTSE 100 3.79%

JAPAN Nikkei 225 -11.13%

INTERNATIONAL STOCK MARKETS

International StockMarkets


Domestic Stock Market

Domestic StockMarket

National stock markets closed 2007 in positive territory.

Market

performance

For the year ended 31 December 2007, the MASI®Float and the MADEX®Float recorded annual gains of 33.92% and 35.13% to 12,694.97 points and 10,464.34 points respectively.

Market

capitalisation

For the year ended 31 December 2007, the stock market’s capitalisation rose by 40.5% from MAD 417.1 billion to MAD 586.3 in 2006.

>>

On 31st December 2007, in Casablanca Stock Exchange, the Masi ® Floating and the Madex ® Floating showed a net rise, confirming again the good health of the stock market.

Monthly performance of the MASI®float and the MADEX®float in 2007

Market capitalisation in 2007(in MAD billions)


➜

Regarding sector weightings, the banking sector was top-ranked with 25.8% of overall capitalisation, followed by the telecommunications sector with 21.9% and the property sector with 15.4%.

Trading volumes

In 2007, overall trading volumes rose by 116.1% to MAD 359.7 billion against MAD 166.4 billion in 2006.


Trading volume 2006 2007 Annual change

Central Market 118,684,758,870.64 213,797,377,597.66 80.14%

Equities 117,385,295,480.06 211,984,976,792.96 80.59%

Bonds 1,299,463,390.58 1,812,400,804.70 39.47%

Block-trade Market 20,404,923,605.24 112,327,536,715.52 450.49%

Equities 18,967,570,789.70 109,442,343,614.94 477.00%

Bonds 1,437,352,815.54 2,885,193,100.58 100.73%

Initial Public Offerings 13,055,502,400.00 19,000,123,890.00 45.53%

Equities 7,205,502,400.00 13,650,123,890.00 89.44%

Bonds 5,850,000,000.00 5,350,000,000.00 8.55%

Equity issues(cash) 3,708,501,730.00 448,721,600.00 87.90%

Public offers 18,156,736.00 1,592,217,000.00 N.S (*)

Transfers 201,406,913.80 151,442,785.60 24.81%

Tender of securities 10,347,509,488.00 12,462,285,183.68 20.44%

Total 166,420,759,743.68 359,779,704,772.46 116.19%

(*) : Not significant

Stock market capitalisation by sector at 31 December 2007

■ Banks 25.8%

■ Telecommunications 21.9%

■ Property 15.4%

■ Construction and Construction materials 12.5%

■ Holdings Companies 8%

■ Insurance 3.3%

■ Oil and gas 2.2%

■ Food-processing/Production 2.2%

■ Others 8.3%

25.8%

21.9%

15.4%

12.5%

8%

3.3%2.2%

2.2%8.3%


In 2007, the average daily volume on the Central Market and Block-trade Market rose by 95.4%.

Number of transactions 2006 2007 Annual change

Central Market 237,752 467,761 96.74%

Equities 237,665 467,697 96.79%

Bonds 87 64 -26.44%

Block-trade Market 245 1,192 386.53%

Equities 227 1 167 414.10%

Bonds 18 25 38.89%

Total 237,997 468,953 97.04%

Daily average 956 1,868 95.47%

Monthly change in trading volume in 2007 (in MAD millions)

DOMESTIC STOCKS MARKET


➜

In 2007, ten new corporations were listed; six operations of the increase of capital were realized in the stock market and four new issues took place in the bond market.

Public

offers

Initial Public Offerings

The Casablanca Stock Exchange again saw a high number of IPOs with a further 10 new companies listed in 2007 :

➜ MATEL PC MARKET, on 28 February 2007, by sale of 239,459 shares and by issuing 135,135 new shares at MAD 370 per share.

➜ PROMOPHARM, on 15 June 2007, by sale of 27% of its share capital i.e. 270,045 shares at MAD 880 per share.

➜ M2M, on 4 July 2007, by sale of 20% of its share capital i.e. 129,555 shares at MAD 1095 per share.

➜ TIMAR, on 17 July 2007, by issuing 45,000 new shares at MAD 350 per share.

➜ COMPAGNIE GENERALE IMMOBILIERE (CGI), on 10 August 2007, by sale of 1,473,600 shares and by issuing 2,208,000 new shares at MAD 952 per share.

➜ ATLANTA, on 16 October 2007, by sale of 17% of its share capital i.e. 1,005,720 shares at MAD1200 per share.

➜ SOCIETE NATIONALE D’ELECTROLYSE ET DE PETROCHIMIE (SNEP), on 7 November 2007, by sale of 35% of its share capital i.e. 840,000 actions at MAD 1250 per share.

➜ STOKVIS NORD AFRIQUE, on 3 December 2007, by issuing 183,903 new shares at MAD 590 per share.

➜ SALAFIN, on 17 December 2007, by sale of 231,224 shares and by issuing 216,537 new shares at MAD670 per share.

➜ MICRODATA, on 31 December 2007, by sale of 30% of its share capital i.e. 126,000 shares at MAD 960 per share.



Bond issues

During 2007, there were four corporate bond issues totalling MAD 2,675 million.

Equity issues

The Casablanca Stock Exchange saw six equity issues in 2007 :

In cash : • Increase in OULMES’ share capital from

MAD165,000,000 to MAD 198,000,000.

• Increase in DOUJA PROMOTION GROUPE ADDOHA’s share capital from MAD 1,350,000,000 to MAD 1,417,500,000.

By capitalising reserves and issuing free shares :

•Increase in LAFARGE CIMENTS’ share capital from MAD 476,430,500 to MAD1,746,911,300.

• Increase in CARTIER SAADA’s share capital from MAD39,000,000 to MAD 46,800,000.

By conversion of dividends into shares : • Increase in BMCI’s share capital from

MAD 1,000,275,100 to MAD 1,034,920,200.

By conversion of bonds : • Increase in BMCI’s share capital from

MAD 1,000,271,900 to MAD 1,000,275,100.

Issuer Subscribed amount(in MAD millions))

Nominal value

Maturity(years)

Nominal rate

Interest payments

ATTIJARIWAFA BANK 1,000 100,000 7 3.85 27/02/2007

SNI 600 100,000 10 4.70 20/07/2007

ATTIJARIWAFA BANK 800 100,000 10 5.10 26/11/2007

SOMACOVAM 275 100,000 8 indexed 31/12/2007

Total 2,675


➜


FINANCIALSTATMEMENTS 2007


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FINANCIAL STATMEMENTS BALANCE SHEET - ASSETS AT 31 /12 /2007

ASSETS

Fiscal year 2007 2006

Gross Depreciation, amorti-sation and provisions Net Net

FIXED ASSETS

CAPITALISED COSTS (A)

Start-up costs

Deferred costs

Premiums on the redemption of debentures

INTANGIBLE ASSETS (B) 8,670,019.96 785,588.10 7,884,431.86 6,608,245.07 Research and development

Patents, trademarks, intellectual rights and others 8,074,019.96 785,588.10 7,288,431.86 1,264,045.25

Goodwill

Other intangible assets 596,000.00 596,000.00 5,344,199.82

PROPERTY, PLANT AND EQUIPMENT (C) 33,339,130.95 20,055,214.95 13,283,916.00 13,651,782.43 Land

Buildings

Technical installations, plant and machinery 2,214,950.97 1,949,254.64 265,696.33 326,149.24

Vehicles 232,198.73 228,240.37 3,958.36 7,291.69

Furniture, office equipment and fittings 30,871,658.18 17,877,719.94 12,993,938.24 11,177,709.43

Other items of property, plant and equipment 4,923.07 4,923.07 4,923.07

Capital work in progress 15,400.00 15,400.00 2,135,709.00

INVESTMENTS (D) 82,993,279.35 82,993,279.35 83,331,806.74 Long-term loans 711,628.61 711,628.61 655,451.25

Other financial receivables 81,281,650.74 81,281,650.74 81,676,355.49

Equity securities

Other long-term securities 1,000,000.00 1,000,000.00 1,000,000.00

TRANSLATION DIFFERENCES – ASSETS (E)

Decrease in financial receivables

Increase in borrowings

TOTAL I (A + B + C + D + E) 125,002,430.26 20,840,803.05 104,161,627.21 103,591,834.24 INVENTORIES (F)

Goods

Raw materials and supplies

Work-in-progress

Semi-finished goods

Finished goods

CURRENT RECEIVABLES (G) 31,590,118.44 31,590,118.44 13,462,551.30 Accounts receivable and prepayments

Trade receivables 25,523,255.08 25,523,255.08 7,767,648.38

Staff 143,206.06 143,206.06 69,009.70

Tax receivables 683,307.14 683,307.14 947,661.81

Shareholders’ current accounts

Other receivables

Adjustment account - Assets 5,240,350.16 5,240,350.16 4,678,231.41

MARKETABLE SECURITIES (H) 360,881,656.58 360,881,656.58 216,387,783.26 TRANSLATION DIFFERENCES – ASSETS (I) 3,943.29 3,943.29 212.00 (Current items) TOTAL II (F + G + H + I) 392,475,718.31 392,475,718.31 229,850,546.56 CASH AND CASH EQUIVALENTS – ASSETS 18,037,485.99 18,037,485.99 6,932,703.82 Cheques and bills awaiting deposit

Bank balances 18,027,329.61 18,027,329.61 6,923,943.69

Cash in hand 10,156.38 10,156.38 8,760.13

TOTAL III 18,037,485.99 18,037,485.99 6,932,703.82 TOTAL GENERAL I + II + III 535,515,634.56 20,840,803.05 514,674,831.51 340,375,084.62

CURRENT

ASSETS CASH


FINANCIAL STATMEMENTS BALANCE SHEET - ASSETS AT 31 /12 /2007

LIABILITIES 2007 2006

SHAREHOLDERS’ EQUITY

Share capital (1) 16,783,200.00 14,545,600.00

Less: shareholders’ unsubscribed share capital

Subscribed capitalOf which paid up MAD 16,783,200 16,783,200.00 14,545,600.00

Share premium 2,045,475.00 2,045,475.00

Revaluation reserve

Legal reserve 1,454,560.00 1,454,560.00

Other reserves 219,713,601.89 128,786,624.35

Retained earnings (2) 28,187,328.01 67,854,376.81

Net income pending appropriation (2)

Net income for the period (2) 142,038,731.30 53,441,768.74

TOTAL SHAREHOLDERS’ EQUITY (A) 410,222,896.20 268,128,404.90

SHAREHOLDERS’ EQUITY EQUIVALENT (B) 9,973,021.72 12,215,589.69

Investment subsidies

Statutory provisions 9,973,021.72 12,215,589.69

LONG-TERM BORROWINGS (C)

Debentures

Other long-term borrowings

PROVISIONS FOR CONTINGENCIES AND CHARGES (D)

Provisions for contingencies

Provisions for charges

TRANSLATION DIFFERENCES – LIABILTIES (E)

Increase in financial receivables

Decrease in long-term borrowings

TOTAL I ( A + B + C + D + E ) 420,195,917.92 280,343,994.59

CURRENT PAYABLES (F) 94,474,862.30 60,030,878.03

Accounts payable 6,250,307.00 10,728,412.85

Trade payables

Staff 7,033,694.06 7,191,894.33

Social security contributions 3,372,616.68 3,220,462.69

Tax payables 58,048,423.88 21,775,944.55

Shareholders’ current accounts

Other creditors 19,769,820.68 17,114,163.61

Adjustment account - Liabilities

OTHER PROVISIONS FOR CONTINGENCIES AND CHARGES (G) 3,943.29 212.00

TRANSLATION DIFFERENCES – LIABILITIES (current items) (H) 108.00

TOTAL II ( F + G + H ) 94,478,913.59 60,031,090.03

CASH AND CASH EQUIVALENTS - LIABILITIES

Discount bills

Treasury notes

* Bank loans and overdrafts

TOTAL III

TOTAL GENERAL I + II + III 514,674,831.51 340,375,084.62

(1) : Capital invested by shareholders (2) : Positive (+), Negative (-)

LONG

TERM

FINANCING

CURRENT

LIAB ILITIES

CASH

FINANCIAL STATMEMENTS BALANCE SHEET LIABILITIES AT 31 /12 /2007


➜

DESCRIPTION

OPERATIONS 2007TOTALS

3= (1)+(2)

2006TOTALS

Specific to the financial year 1

previous finan-cial years 2

I OPERATING REVENUES

Sale of goods (in current state)

Sale of finished goods and services 283,275,813.27 283,275,813.27 141,782,496.66

Sales 283,275,813.27 283,275,813.27 141,782,496.66

Change in inventories (+ or -) (1)

Items of plant, property and equipment produced by the company for internal use

Operating subsidies

Other operating revenues 16,666.67 16,666.67 16,666.67

Operating write-backs: expenses transfer 122,016.49 122,016.49 309,922.10

TOTAL I 283,414,496.43 283,414,496.43 142,109,085.43

II OPERATING EXPENSES

Cost of goods sold (2)

Purchases of materials and furnishings (2) 2,191,290.23 2,191,290.23 2,171,294.16

Other external expenses 15,907,600.49 -26,575.00 15,881,025.49 14,877,151.38

Taxes other than on income 29,806,135.36 29,806,135.36 15,167,436.53

Staff costs 24,496,392.22 24,496,392.22 25,865,892.13

Other operating expenses 1,950,000.00 1,950,000.00 2,100,000.00

Operating provisions 2,507,969.60 2,507,969.60 2,096,886.55

TOTAL II 76,859,387.90 -26,575.00 76,832,812.90 62,278,660.75

III OPERATING INCOME (I - II) 206,581,683.53 79,830,424.68

IV FINANCIAL REVENUES

Income from equity securities and other long-term securities

Foreign exchange gains 12,718.68 12,718.68 1,838.84

Interest and other financial revenues 7,108,411.87 7,108,411.87 8,848,911.11

Financial write-backs : expenses transfer 212.00 212.00 136.28

TOTAL IV 7,121,342.55 7,121,342.55 8,850,886.23

V FINANCIAL EXPENSES

Interest expenses 1,904.40

Foreign exchange losses 31,794.17 31,794.17 22,311.05

Other financial expenses 642,644.75 642 644,75 642 644,75

Financial provisions 3,943.29 3,943.29 212.00

TOTAL V 678,382.21 678,382.21 667,072.20

VI FINANCIAL INCOME (IV - V) 6,442,960.34 8,183,814.03

VII RECURRING INCOME (III + VI) 213,024,643.87 88,014,238.71

OPERATING

FINANCIAL

INCOME STATEMENT FOR THE FINANCIAL YEAR ENDED AT 31/12/2007 (EXCLUDING TAXES)


DESCRIPTION

OPERATIONS 2007TOTALS

3= (1)+(2)

2006TOTALSSpecific to the

financial year 1previous finan-

cial years 2

NON RECURR I N G

VIII NON-RECURRING REVENUES

Income from the disposal of fixed assets 3,250.00 3,250.00 28,000.00

Balancing subsidy

Write-back of investment subsidies

Other non-recurring revenues 914,085.85 914,085.85 896,867.40

Financial write-backs: expenses transfer 5,502,216.64 5,502,216.64 8,962.92

TOTAL VIII 6,419,552.49 6,419,552.49 933,830.32

IX NON-RECURRING EXPENSES

Net book value of disposed assets 1,565.40 1,565.40 4,495.23

Subsidies granted

Other non-recurring expenses 152,468.99 152,468.99 636,708.19

Non-recurring depreciation, amortisation and provisions

3,259,648.67 3,259,648.67 5,828,301.87

TOTAL IX 3,413,683.06 3,413,683.06 6,469,505.29

X NON-RECURRING INCOME (VIII - IX) 3,005,869.43 -5,535,674.97

XI INCOME BEFORE TAX (VII+ ou - X) 216,030,513.30 82,478,563.74

XII CORPORATION TAX 73,991,782.00 73,991,782.00 29,036,795.00

XIII NET INCOME (XI - XII) 142,038,731.30 53,441,768.74

XIV TOTAL REVENUES (I + IV + VIII) 296,955,391.47 151,893,801.98

XV TOTAL EXPENSES (II + V + IX + XII) 154,916,660.17 98,452,033.24

XVI NET INCOME (total revenues - total expenses) 142,038,731.30 53,441,768.74

1) Change in inventories: closing inventories less opening inventories (increase (+) or decrease (-))2) Cost of goods sold or purchased: purchases less change in inventories

(Suite )

COMPTES DE PRODUITS ET CHARGES AT 31 /12 /2007 (EXLUDING TAXES )


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In accordance with the terms of our appointment at your Annual General Meeting of 8 June 2007, we have audited the attached financial statements of the Casablanca Stock Exchange for the financial year ended 31 December 2007 comprising the balance sheet, income statement, management accounting statement, cash flow statement and additional information statement. These financial statements, which show shareholders’ equity and equivalent of MAD 420,195,917 including net income of MAD 142,038,731 are the responsibility of the Company’s management bodies. We are responsible for issuing an opinion on these financial statements based on our audit..

We conducted our audit in accordance with the professional standards applicable in Morocco. These standards require that we plan and prepare our audit so as to obtain reasonable assurance that the financial statements are free of material misstatement. An audit consists of an examination, on a sample basis, of documents supporting the amounts and information contained in the financial statements. An audit also involves an assessment of the accounting principles used, of significant estimates made by senior management and of the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

Opinion on the financial statements

In our opinion, the financial statements referred to in the first paragraph above give, in all material aspects, a true and fair view of the financial position of the Casablanca Stock Exchange at 31 December 2007 and of the results of its operations and of changes in its cash flows for the year then ended, in accordance with generally accepted accounting principles in Morocco.

Specific verifications and information

We have also performed the specific verifications as required by law and we satisfied ourselves in particular as to the consistency of the information provided in the Management Report of the Managing Board addressed to shareholders with the Company’s financial statements.

Casablanca, 26 March 2008

Statutory Auditors

PRICE WATERHOUSE FIDAROC GRANT THORNTON

A.Bidah F. MekouarPartner Managing Partner

STATUTORY AUDITORS’ GENERAL REPORTFOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2007


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First resolution

The Annual General Meeting, having heard the Management Report of the Managing Board, the remarks of the Supervisory Board on the said report and the Statutory Auditors’ General Report, approves them in their entirety as well as the balance sheet and income statement for the financial year ended 31 December 2007, which shows net income of MAD 142,038,731.30.

Second resolution

The Annual General Meeting gives members of the Board of Directors and of the Supervisory Board full and final discharge of their responsibilities for the financial year ended 31 December 2007. Third resolution

The Annual General Meeting, upon the proposal of the Board of Directors, decides to appropriate income as follows :

Net income for the 2007 financial year MAD 142,038,731.30 Brought forward from previous year MAD 28,187,328.01 Total distributable income MAD 170,226,059.31

The Annual General Meeting appropriates income as follows:

To legal reserve MAD 223,760.00To investment reserves MAD 5,182,962.90 For payment of a dividend MAD 2,517,480.00 Balance MAD 162,301,856.41

To be appropriated to “Other reserves”.The dividend payment is to be made on 30 April 2008.

Fourth resolution

The Annual General Meeting endorses the decision to allocate to members of the Supervisory Board a gross sum of MAD 1,950,000 as directors’ fees for the 2007 financial year and for the Board to appropriate this sum amongst members. Fifth resolution

The Annual General Meeting, having heard the Statutory Auditors’ Special Report!relating to regulatory agreements referred to in article 95 and those which follow of law 17/95 relating to sociétés anonymes, approves the conclusions of the said report.

Sixth resolution

The Annual General Meeting gives all powers to the bearer of a copy or extract of the present documents to carry out the formalities required by law.

RESOLUTIONS OF THE ANNUAL GENERALMEETING OF SHAREHOLDERS OF 10 APRIL 2008


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USEFUL CONTACTS


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BROKERAGE FIRMS

ALMA FINANCE GROUP 4 Lot. La Colline - 20 190 - CasablancaTel.: (212) 22 58 12 02 Fax : (212) 22 58 11 74www.almafinance.com

ARTBOURSE 7, Bd Abdelkrim El Khattabi - Casablanca Tel.: (212) 29 00 12 12 Fax. (212) 29 00 12 03

ATTIJARI INTERMEDIATION 163, Av. Hassan II - CasablancaTel.: (212) 22 49 14 82Fax : (212) 22 20 25 15www.attijariwafabank.com

BMCE CAPITAL BOURSE BMCE siège - 140, Av. Hassan II - CasablancaTel.: (212) 22 48 10 01Fax : (212) 22 48 09 52www.bmcecapitalbourse.com

BMCI BOURSE Bd. Bir Anzarane, Immeuble Romandie - Casablanca Tel.: (212) 22 95 38 00 Fax : (212) 22 39 32 09 www.bmcinet.com

CFG MARCHES 5 - 7, Rue Ibn Toufaïl, Quartier Palmier - Casablanca Tel.: (212) 22 25 01 01 Fax : (212) 22 98 11 12 www.cfgmorocco.com

CREDIT DU MAROC CAPITAL 8, Rue Ibnou Hilal, Quartier Racine - CasablancaTel.: (212) 22 94 07 44 Fax : (212) 22 94 07 66www.cdm.co.ma

EUROBOURSE Av. des F.A.R, Tour Habous, 5ème étage - Casablanca Tel.: (212) 22 54 15 54Fax : (212) 22 54 14 46 www.eurobourse.ma

FINERGY 29, Rue Bab El Mansour, Espace Porte d’Anfa - Casablanca Tel.: (212) 22 36 87 76Fax : (212) 22 36 87 84 www.finergy.ma

ICF AL WASSIT 29, Rue Bab El Mansour, Espace Porte d’Anfa - Casablanca Tel.: (212) 22 36 93 84/89 Fax : (212) 22 39 10 90 www.cpm.co.ma

INTERGA BOURSE23, Rue Ibnou Hilal, Quartier Racine - Casablanca Tel.: (212) 22 39 50 00 Fax : (212) 22 36 86 00 Site web : www.integrabourse.com

MAROC SERVICES INTERMÉDIATION Imm. Zénith, Rés. Tawfiq, Sidi Maârouf - Casablanca Tel.: (212) 22 97 49 61Fax : (212) 22 97 49 73/74 www.msin.ma

SAFABOURSE 9, Bd. Kennedy - Casablanca Tel.: (212) 22 36 20 20Fax : (212) 22 36 78 78 www.safabourse.com

SOGEBOURSE 55, Bd. Abdelmoumen - Casablanca Tel.: (212) 22 43 98 40Fax : (212) 22 26 80 18 www.sgmaroc.com

UPLINE SECURITIES 37, Angle Bd. Abdellatif Benkaddour et Rue Ali Ben Abderrazak - Casablanca Tel.: (212) 22 95 49 60/61Fax : (212) 22 95 49 62/63 www.upline.co.ma

WAFA BOURSE 416, rue Mustapha El Maâni - Casablanca Tel.: (212) 22 45 50 50 Fax : (212) 22 47 46 91www.wafabourse.com

USEFUL CONTACTS


PROFESSIONAL ASSOCIATIONS

ASSOCIATION PROFESSIONNELLE DES SOCIETES DE BOURSE (APSB) Angle Av. des Forces Armées Royales et Rue Arrachid Mohamed - Casablanca Tel.: (212) 22 54 23 33/34Fax : (212) 22 54 23 36 www.apsb.org.ma

ASSOCIATION DES SOCIETES DE GESTION ET FONDS D’INVESTISSEMENTS MAROCAINS (ASFIM)199, Bd Zerktouni Résidence Mouna II, 6ème étage, n°11 CasablancaTel.: (212) 22 95 12 11Fax : (212) 22 95 12 10

MARKET INSTITUTIONS

MINISTERE DE L’ECONOMIE ET DES FINANCES Quartier Administratif Chellah - Rabat Tel.: (212) 37 67 73 54/55 Fax : (212) 37 67 75 32 www.finances.gov.ma

CONSEIL DEONTOLOGIQUE DES VALEURS MOBILIERES (CDVM) 6, Rue Jbel Moussa, Agdal - Rabat Tel.: (212) 37 68 89 00 Fax : (212) 37 68 89 03 www.cdvm.gov.ma

MAROCLEAR 18, Route d’El Jadida - Cité Laia - Casablanca Tel.: (212) 22 98 31 31Fax : (212) 22 99 44 64 www.maroclear.com


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Casablanca Stock Exchange

S.A with Managing Board and Supervisory BoardCompany Register : CASA 79057

Address : Angle Avenue des Forces Armées Royaleset Rue Arrachid Mohamed - Casablanca - Marocco

Tel.: (212) 22 45 26 26/27 - Fax : (212) 22 45 26 25Website : www.casablanca-bourse.com

Contact : [email protected]


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annual report - bourse de casablanca · casablanca stock exchange 2007 3 ... m. ismaïl el filali...

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