MediCapital Bank

EXECUTIVE SUMMARY

MediCapital Bank is a newly established British bank, authorised by the Financial Services Authority, providing international institutions and investors with access to a wide range of growth opportunities in Africa. It also provides corporate Africa with direct access to international capital markets and high quality financial expertise.

MediCapital Bank is a full service investment and wholesale bank with an international network in Europe and Africa. Its core divisions are Corporate Banking, Financial Markets and Advisory, run out of London, Paris and Madrid. As part of Morocco’s leading private sector banking group, Banque Marocaine du Commerce Extérieur (BMCE), MediCapital Bank provides an on-the-ground network of offices in fifteen countries, rising to eighteen during 2008, across North, West, East and Central Africa.

To achieve this, BMCE Bank has fortified its African footprint by a strategic investment in the Bank of Africa Group, headquartered in Luxembourg, with banking operations in eleven African countries.

MediCapital Bank is uniquely placed to originate and structure transactions in Africa and open them to international investors. Primarily we will be seeking private sector deals that are below the threshold of large international investment banks and beyond the scope of local banks.

MediCapital Bank is new in London. But through BMCE Bank we have the advantage of long experience in Africa and through our London base we now have the ability to distribute our transactions to international markets.

07 A Vision for Africa — Othman Benjelloun08 Company Officers and Executives— David Suratgar11BMCE Bank— Jaloul Ayed12 MediCapital Bank Structure 15 Introduction— Eric Aouani16 MediCapital Bank in London19 Africa, the New Opportunity20 Products, Services and Operations27 MediCapital Holdings plc Board35MediCapital Bank plc Board40 MediCapital Bank plc Executive Committee44 Summary46 Contact

CONTENTS

Africa’s history on the world stage has always been complex. From civilisations with millennia of involvement in international trade and politics to territories known to the wider world for little more than 100 years, Africa has always held the allure and opportunity of a frontier to the outsider.

And despite the legacy of the European involvement, the continent remains abundantly resourced. Nearly 1 billion people live on its landmass, and all the natural resources that attracted colonists over two centuries are still present in enormous quantities: minerals, precious stones and metals, forests and of course oil and gas.

In the post-colonial period, political and economic governance on the continent has been subject to both natural and man-made forces often in conflict with the best interests of the population at large. However, in recent years, broader global economic perspectives and the evolution of technology have resulted in a new tendency towards more pluralist societies, a decline in autocratic rule and a consequent openness to negotiated, more equal relationships between governments and businesses in Africa with all kinds of organisations from around the world.

These relationships take many forms, from commodities for infrastructure swaps to aid or debt relief for good governance. By forming MediCapital Bank we intend, through investment activities, to take an active part in a process that embraces the development of infrastructure, the growth of an increasingly educated middle class and the progressive migration of the informal to the formal economy, remaining at all times mindful of, and compensating for, the environmental consequences of economic development. In short we believe that our focus on finance for mid-level projects that attract ongoing cash-flow, such as airports, ports and power stations, have a pump-priming quality, creating conditions for the generation and retention of wealth in Africa’s emerging economies. By involving ourselves in a full range of African banking facilities for Africans, we will generate profit both for our shareholders, and for the community at large.

A VISION fOR AfRICAOthman Benjelloun Chairman, BMCE Bank & MediCapital Holdings plc

Backed by efforts – both privately and state funded – in education, by the rapid spread of mobile telecommunications networks, and by the formalisation of property and enterprise embodied in the insurance industry, we see the bank’s role as contributing to the creation of a virtuous circle. As a result, investors, their investments and the wider populations they affect will be rewarded. But also a societal, indeed continental, transformation will gather pace, bringing African nations into the ranks of the “emerged” economies, as valued and equal partners in facing the global challenges that lie ahead.

This is a vision with substance, backed by a great depth of practical experience. In more than a decade of private ownership, BMCE – the parent organisation of MediCapital Bank – has demonstrated the soundness of this approach in Morocco, establishing itself as a leader and innovator in banking, insurance and telecommunications.

In Europe we are refocusing our operations through the establishment of MediCapital Bank in the City of London. We are also extending outwards: by 2009 MediCapital Bank will be present in Hong Kong, Dubai and New York to encourage wider trade and investment.

We believe that MediCapital Bank will have a catalytic effect, not only by creating global horizons for growth in Africa, but also by helping to reframe the development debate in a way that emphasises the importance of local involvement, continuity and connection in the long term.

Paris

London

Dubai

Madrid

Mauritania

Congo Kinshasa

Angola

Tunisia

MediCapital Bank network by end of 2008

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Morocco

Senegal

Niger

Burkina Faso

Benin

Kenya

Uganda

Tanzania

Burundi

Madagascar

Congo Brazzaville

Cameroon

MediCapital Bank Offices

Bank of Africa OfficesBMCE Offices

Mali

Ivory Coast

In structuring MediCapital Holdings and MediCapital Bank, the executives of BMCE recognised that a unique set of skills and experience would need to be drawn together in order to create a successful business.

In view of its field of operations, the bank needs to demonstrate consistently robust, high quality governance from its London headquarters. In our selection of the individuals who fulfil this role, we have drawn on relationships that have grown up over a long history of professional involvement at the highest levels in the City of London.

The MediCapital Holdings plc Board provides the level of strategic expertise we require, and by including experienced figures such as Peter Cooke, Jeremy Carver and Stanislas Yassukovich we are able to delineate clearly between the operations of MediCapital Bank and BMCE Bank.

In addition to critical oversight roles on the Remuneration and Audit Committees (headed by Christopher Reeves and Colin Fisher respectively), the Board of MediCapital Bank represents a body of expertise in international banking and emerging markets. This will satisfy the requirements for building our brand of investment and wholesale banking with a focus on Africa.

Similarly, in the management team, we have put in place an Executive Committee that combines experience of senior positions in international banks with an in-depth knowledge of conducting financial business in Africa. This familiarity with cross-cultural business methods is crucial to our being able to identify, structure and distribute the level and volume of investment we plan to accomplish.

We believe that we have brought together an outstanding group of individuals, whose oversight, knowledge and experience will combine to bring strategic and operational success to MediCapital Bank.

COMpANY OffICERS ANd EXECUTIVESdavid Suratgar Chairman, MediCapital Bank plc

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MediCapital Bank is 100% owned by MediCapital Holdings plc, a financial holding company incorporated in the United Kingdom. Established to ensure proper management independence from the bank’s parent, the holding company is in turn a wholly owned subsidiary of the Banque Marocaine du Commerce Extérieur (BMCE), a leading financial services provider based in Morocco.

BMCE was established in 1959 and privatised in 1995, since when the controlling interest has been exercised by its chairman, Mr Othman Benjelloun. Other shareholders include Crédit Mutuel-CIC, Banco Espirito Santo and La Caja de Ahorros del Mediterráneo. BMCE is listed on the Casablanca Stock Exchange with a market capitalisation of US$6 billion.

BMCE is part of the Finance Com group, one of the largest private financial groups in Morocco, with diversified interests in banking, insurance and reinsurance, telecommunications, transport, media and technology, and other industrial activities.

Operating both domestically and internationally through a network of branches, BMCE has four main businesses: retail banking, corporate banking, investment banking and international banking.

In the course of its growth, BMCE has successfully established a network of offices in Africa, at first with its regional neighbours, and latterly more widely across French- speaking West and Central Africa. Having acquired a controlling stake in Bank of Africa, BMCE’s network has been further extended to include additional representation in East and West Africa, as well as in Madagascar.

At the same time, BMCE has been growing outside Africa, with offices in France, Spain, Germany, the UK, Italy, Abu Dhabi and China.

The formation of MediCapital Bank in London is the result of a major strategic initiative to become a recognised international institution – rather than simply a Moroccan bank with international business – that is expert in its region and focuses on investment banking products, with an appropriate international platform to undertake its activities.

BMCE’s existing offices in Paris and Madrid are now a part of MediCapital Bank, consolidating its European business. MediCapital Bank has therefore become a platform with a global remit and structure, through which its African network can interface effectively with its own international offices and accordingly with the wider global investment community.

As a generator of substantial wealth in the world’s poorest continent, a significant component of BMCE’s demonstrably successful business is its commitment to social and environmental responsibility. The BMCE Foundation has been established and dedicated to the eradication of illiteracy and the preservation of the environment, and it receives 4% of BMCE’s annual earnings before tax to pursue those goals. With its support for more than 100 schools in Morocco, Senegal, and Mali, the BMCE Foundation is far more than a charitable adjunct to the bank. It occupies a position at the core of the business, informing both its practical and strategic approach to the creation of long-term prosperity in Africa.

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BMCE BANkJaloul Ayed Vice Chairman, MediCapital Bank plc

MEdICApITAl BANkSTRUCTURE

CorporateBankinglondon

parisMadrid

financialMarketslondon

dubai (2008)

Advisoryparis

london

African BankingNetwork

BMCE

MediCapitalHoldings plc

MediCapitalBank plc

West AfricaDakar

Abidjan (2008)

Central AfricaDouala

North AfricaTunis

Nouakchott (2008)

South West AfricaLuanda (2008)

Kinshasa (2008)

11 CountryOffices via BMCE/

Bank of Africa12

BANk

The creation of MediCapital Bank has its roots in close personal and professional relationships, some of more than thirty years, which have stood the test of time and circumstance. It is also the result of a singular vision for economic progress in Africa that is as realistic as it is heartfelt, and founded on deep knowledge and proven success.

We have grown and structured ourselves around the international investment banking operations of BMCE, which over a decade of private ownership has come to understand the modern cultural and commercial realities of investing in Africa, and how best to structure and distribute its opportunities to the wider world. The formation of MediCapital Bank represents the continuation of work begun in North and West Africa that we now have the experience and skills to apply across the continent.

By opening MediCapital Bank in London as a fully regulated British bank, we are establishing a platform to provide international institutions and investors with secure and transparent access to a wide range of growth opportunities in Africa. We have identified a large and unserved gap in the market, concentrated around investments that fall beneath the threshold of very large international banks, yet are outside the range of local banks. Working at this level enables us to provide corporate Africa with the unprecedented access to international investment markets and high quality financial expertise.

On both sides of our platform we have taken measures to ensure the highest standards of operation, and our ongoing competitive effectiveness. In London we have secured the services of a dedicated and highly skilled team of African specialists from leading investment banks. Their expertise in corporate banking and financial markets ensures a world-class standard of deal structuring and distribution. We have also engaged senior figures from the British banking industry to take oversight and advisory roles on our board. And in Africa we are extending our reach by developing an already established network of branches and offices on the ground, enabling us to source opportunities and monitor our investments with timeliness and flexibility.

INTROdUCTIONEric Aouani Chief Executive Officer, MediCapital Bank plc

Of the many approaches taken to doing business in Africa – and in emerging economies around the world – we believe that we have identified one that creates substantial and long-term opportunities. Critical to its success is that they are opportunities shared, that bring benefits to constituencies extending far beyond those immediately involved in a particular transaction.

We welcome the opportunity to demonstrate our capabilities and how we can assist in the achievement of your objectives.

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MEdICApITAl BANkIN lONdON

MediCapital Bank is a British bank, headquartered in the City of London, with proven capabilities in corporate banking, advisory and financial markets.

Through a network of offices in fifteen African countries, extending to eighteen in 2008, MediCapital Bank originates and structures deals on the ground, close to their source and carefully researched in the context of our expert involvement in their immediate environment.

London’s position in the international financial marketplace makes it the logical location for the distribution of these deals, as well as for risk hedging and consolidated trading in North, East and West and Central African regional exchanges.

A number of factors enable us to demonstrate confidence in our operations:

• MediCapital Bank is regulated by the FSA, and is accordingly rigorous about exercising its prescribed process, principles, rules and corporate governance provisions.

• We have secured the services of some of Europe’s most respected and experienced financiers as board members of the bank and of its holding company. Their experience and oversight provide the certainty of good governance at our establishment, and as we grow.

• Our management team comprises highly experienced banking professionals, with direct regional and international expertise.

• Our network on the ground effectively enables us to present an aggregated market of opportunities for investors. This greatly increases efficiency of access and, by virtue of the range and diversity of opportunities, reduces risk.

• There are strong demonstrations of interest from UK-based emerging market investors with regard to gaining access to attractive markets particularly in Francophone North, West and Central Africa.

• Similar interest has been expressed by major private and public sector entities in the North, West and Central African regions to gain access to the London financial market.

While we are fully integrated with a state-of-the-art technology platform for clearance and settlement, we recognise that there is no consistent equivalent in the countries where we do business. Consequently we have attracted a highly experienced, multi-lingual back-office, which provides the vital human bridge to ensure the effective execution of transactions across the different cultural and practical approaches with which we work. The result is a transparent and secure platform for investment in Africa.

By combining the high quality of our staff with a robust, on-the-ground network in Africa, we are ensuring a consistently high quality of execution. By locating MediCapital Bank in London we are fulfilling a two-fold objective to maximise opportunity and to minimise execution risk.

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AfRICATHE NEW OPPORTUNITY

A common perception, fuelled by decades of colonial and post-colonial misrule, natural disaster and economic failure, is that Africa holds too many problems to make it a viable option for investment activity. Access to markets, transparency and accountability are generally perceived as at best unreliable and at worst simply too difficult to warrant serious attention.

However, in recent years, while still unevenly spread, many African economies have been demonstrating sustained growth, with economic indicators from the uptake of banking services to mobile telephone use showing consistent and marked increases. Early entrants are continuing to derive significant gains from their financial involvement in Africa.

This improving picture has taken place in the context of greater regional stability, with a steadily increasing number of accountable, civilian-led governments across the continent. With the Heavily Indebted Poor Countries relief programme and the Multilateral Debt Relief Initiative, public finances have gained a notable degree of health. At the same time higher commodity and natural resource prices are underpinning terms of trade gains for many countries, and expatriate remittances remain consistently high. In aggregate, improved macro-economic policies and structural reforms have rendered the continent less vulnerable to external shocks. The result has been the steady evolution of significant investment needs, coupled with high returns and margins.

Through our network of offices on the ground in Africa, MediCapital Bank will originate investment deals, mainly in the private sector. Our special interest in infrastructure and industry is deliberate, as our strategy is to create sustained opportunities for development in Africa. We also target cash-flow generative projects that enable us to structure deals in such a way that repayments can be made from operational revenues.

At the same time, we will offer access to the African capital markets that have performed strongly in recent years. This has been due to spreading equity culture for both listed and non-listed companies, and a growing

familiarity with bond and structured debt instruments, indirectly supported by continuing strong commodity prices.

Against a background of projected weakening returns from the equity markets in developed economies, African equities represent a reliable prospect for diversification and decorrelation in stock portfolios, and their sustained growth clearly represents an increased level of understanding of this opportunity.

The case of the Moroccan economy attests to the nature of the wider opportunity in Africa, as it is an African country that has moved successfully from an informal to a formal economy in the course of a decade. In terms of GDP, Morocco alone compares to the combined total of a basket of seven Francophone West African countries, and yet the volumes traded through its stock market are in excess of 100 times greater than those traded on the West African exchange. However, even this exchange has recently experienced a significant increase in volume, and we see the eventual closing of this gap as indicative of a steady move towards a more formal economy and as a significant opportunity. MediCapital Bank positions itself to play a central role in encouraging this kind of development and participating in the prosperity that it will generate.

MediCapital Bank has been established on the understanding that Africa is open for a new kind of business that thrives on mutual cultural adaptation, and recognises that in a successful return on investment the monetary and ethical components are indivisible.

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pROdUCTS, SERVICES ANd OpERATIONS

MediCapital Bank’s offering centres on distinct product lines that are run out of its London headquarters, and its Paris and Madrid offices: Corporate Banking, Financial Markets and Advisory.

Across these products, the bank is uniquely placed to originate and structure deals in Africa and distribute them to UK-based investors. Primarily these are private sector deals that are typically too small for large international investment banks and too large for local banks.

CORpORATE BANkING

Our Corporate Banking division offers financial advisory, capital-raising and project/structured finance services to clients in Central, North and West Africa. They include financial institutions, corporations, organisations and governments.

Products and Services offered to all clients:

• Capital-raising: MediCapital Bank helps its clients identify and raise the capital they need. The focus is on debt financing (loans, bond issues, etc.) where the bank can act as a lead arranger, put together a club deal or underwrite and syndicate the debt instrument in the market.

• Structured and Project Finance: MediCapital Bank works with its clients to engineer the right financial instruments and structures that meet their needs. These instruments are always tailored to their specific requirements and to the realities of the market.

• Structured Trade Finance: for soft and hard commodities.

• Guarantees: we facilitate the provision of bid and performance bonds through guarantees.

Products and Services specific to financial institutions:

• Trade Finance• Guarantees• Correspondent Banking

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fINANCIAl MARkETS

Our Treasury,Trading and Capital Markets team develops creative and efficient solutions to help our international customer base gain exposure to various African markets, whether they are developed or nascent.

Most of our investors are closely geared towards:

• Higher returns – compared to global benchmark indices• Geographic and asset diversification and decorrelation

Our key products:• Credit trading, structuring and re-packaging • Sales and trading of equities• Money markets• Interest rates• Foreign Exchange

The team, made up of experienced professionals, works very closely with our local offices in order to provide investors with:

• Origination – bond issues, structured credits, equity block-trades, IPOs, pre-IPO placements • Opportunity Identification – day-by-day pulse from local markets • Efficient Execution – delivered by our local brokers • Research – locally sourced, delivered in English – relevant to our investors

The team also works very closely with the corporate banking team in order to facilitate and execute transactions with their corporate & sovereign customers: including FX or interest rate hedges, IPO and pre-IPO placements, and structured credit. Very often some of the corporate banking-led transactions can be repackaged to provide a good match to our investors’ needs.

Our platform demonstrates both strength and uniqueness: a transparent, secure, efficient and creative delivery, leveraging our extensive and established on-the-ground African network.

All of these services are offered from a single point of contact, based in London and FSA regulated.

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AdVISORY

A key feature of MediCapital Bank operations is our ability to offer a full Advisory Service.

This includes advising on the optimal capital structure, the identification of potential areas for value creation and opportunities for partnerships and alliances through mergers and aquisitions.

financial Markets

For proprietary trading, MediCapital Bank deals only with professional counterparties such as banks, brokers, and investment banks.

The activities of the Financial Markets division are divided into three groups:

The Treasury Products team handles treasury management in all currencies, and acts as the Funds Transfer Pricing (‘FTP’) centre in order to collect and re-allocate resources from/to business units and branches. FTP rates are decided by the bank’s Tactical Asset and Liability Committee.

The team trades foreign exchange and short-term interest rate products (cash and plain vanilla derivatives). These activities are denominated in both emerging market currencies as well as and those from developed countries.

The primary responsibility of Treasury is to ensure that the bank maintains adequate liquidity at all times, with full consideration of the relevant regulatory requirements. To fulfil this role, Treasury monitors the day-to-day liquidity of the bank to ensure it has sufficient sources of contingency funding and that adequate stand-by liquidity lines are available at all times. Responsibility for negotiating stand-by lines rests with Corporate Bank.

The Capital Markets unit trades treasury bonds of both emerging markets and developed countries, corporate bonds, equities and hybrid structures. It maintains a book of bonds acquired when the bank acts as underwriter.

Credit-linked Products incorporates portfolio management of Tradable Loans and credit derivatives.

CREdENTIAlS

Selected activities from amongst more than 100 transactions completed by the BMCE Group since 2000.

ENERGY

Client: Tahaddart, Morocco, 2002Amount: €177m. Financing for the construction and the management of a 384MW power station.

Client: Societe Senegalaise D’Electricite, Senegal, 2003Amount: ND. Advisor to SENELEC for the strategy restructuring of its Production, Distribution and Transport activities.

Client: Corral, Morocco, 2005Amount: €62m. Financial Advisor and Arranger for the refinancing of a long-term international loan.

Client: Centrale Kounoune, Senegal, 2007Amount: €60m. Advisor to the Mitsubishi-Matelec consortium for the purchase of an electricity contract as well as Financial Structuring and Arranging for the construction of a 60MW thermal station.

INfRASTRUCTURE

Client: Medi Telecom, Morocco, 2000Amount: €89m. Financing of network infrastructure and business development needs, including fees for the country’s second GSM license.

Client: EFAGE, Tunisia, 2003Amount: €27m. Financial advisor on parking concessions in Tunis.

Client: Redal, Morocco, 2004Amount: €195m. Financing of the infrastructures associated with the management of the water and electricity supply in Rabat.

Client: AIBD Senegal, 2007Amount: €350m. Financial Advisor to the Government of Senegal for the construction of Dakar’s new International Airport. Mandated Lead Arranger for the Structuring and Loan Syndication.

pRIVATISATIONS

Client: Republic of Mali, 2003 Amount: ND. Financial Advisor to the Government of Mali for the privatisation of Banque Malienne de Crédit et de Dépôts.

Client: SONACOS, Senegal, 2004Amount: €40m. Financial Advisor to SONACOS for the Structuring and the Arranging of FCFA25bn financing.

Client: Advens, France, 2004Amount: ND. Financial advisor to Advens Group for the privatisation of SONACOS, the leading agro-industrial producer in Senegal. (Annual revenues reached €150m.)

Client: Republic of Congo, 2004Amount: ND. Financial advisor to the Government of the Republic of Congo for the privatisation of the Congolese Bank of Credit for Agriculture, Industry and Commerce (CAIC).

Client: T.P.R. Tunisia, 2007 Amount: €13.5m. Sole arranger and advisor. Lead placement for IPO.

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MediCapital Holdings serves the important regulatory function of ring fencing the activities of MediCapital Bank from those of BMCE. It also places clear restrictions on intra-group transactions and funding, exercising control over and monitoring intra-group exposures, and the use of capital. A majority of its board is independent of any direct involvement in the activities of BMCE.

Othman BenjellounChairman

Othman Benjelloun is the Chairman and Chief Executive Officer of the Banque Marocaine du Commerce Extérieur, BMCE Bank – since its privatisation in 1995 – and the Chairman of Finance.Com, an operational holding involved in four sectors: banking and parabanking, with BMCE Bank at its heart; insurance including RMA Watanya insurance company; telecom, media and technologies; and industry. Mr Benjelloun sits as a director on numerous boards.

In January 2005, Mr Benjelloun was appointed as Chairman of MEDITELECOM, Morocco’s first private mobile telephony operator.

Mr Benjelloun also chairs the Moroccan Banking Association. He is also counselor at the Center for Strategic and International Studies, in Washington DC, chaired by Dr Henry Kissinger.

Mr Benjelloun was nominated Chancellor of Al Akhawayn University in Ifrane by the late King Hassan II, from 1998 to January 2004. The Board of Directors he chaired aimed to position the University as an elite international academic institution founded on excellence and merit. In 2007 Mr Benjelloun was appointed as a Fellow of Kings College London.

In the field of Corporate Social Responsibility, Mr Benjelloun is the founder of BMCE Bank Foundation, to which he assigned two main priorities: education, particularly the fight against illiteracy, and environmental protection.

MEdICApITAl HOldINGS plCBOARD

Mr Benjelloun was nominated Officier de L’Ordre du Trône of the Kingdom of Morocco and Commandeur de l’Etoile Polaire of the Kingdom of Sweden. He was also awarded La Médaille de Commandeur dans l’Ordre National du Lion of the Republic of Senegal, and recently received the decoration of “Encomienda de Numero de la Orden de Isabel la Catolica” of the Kingdom of Spain.

Born in Casablanca in 1932, Mr Benjelloun is married to Dr Leïla Mezian, an ophthalmologist, and they have two children.

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Jaloul AyedVice Chairman

Before joining BMCE Group in 1998, Mr Jaloul Ayed spent 18 years of his career with Citibank. In 1980, five years after joining Citibank, he was appointed General Manager of the Tunisian subsidiary, which also included responsibility for the bank’s operations in Algeria and Libya.

In 1987 he was appointed Vice-President of Citicorp.

In 1988 he pursued his international career as General Manager of the Corporate Bank in the United Arab Emirates. From 1990 to 1995, Mr Ayed was Managing Director of Citibank Maghreb in Casablanca and Citicorp/Citibank Country Corporate Officer for Morocco.

In 1996, Mr Ayed moved to the Capital Markets division at Citicorp International’s London offices, where he was Senior Banker in the Europe, Africa and Middle East Financing division.

Board Member and General Manager of BMCE Bank, Mr Ayed is also Chairman of the Management Board of BMCE Bank, and Executive Chairman of BMCE Capital, the investment banking arm of BMCE Group.

Jaloul Ayed is a graduate of Maryland University in the USA, where he obtained a Master’s degree in Economics in 1979. Born in 1951, he is married with three children.

david SuratgarVice Chairman

David Suratgar is a member of the Board of BMCE Bank and serves as Chairman of MediCapital Bank plc, and of the Advisory Board of Taylor-DeJongh Inc.

He is an international lawyer and banker, educated at Oxford and Columbia Universities, and a former senior lawyer at the World Bank and special advisor to European Investment Bank and to the Bank of England and European Commission.

He served as Director and Deputy Chairman of Morgan Grenfell and Deutsche Morgan Grenfell International, and is a director of Global Alumina Inc., Lead International, Fortune Funds Ltd., and Garsington Opera Ltd.

He continues to serve on advisory boards or as trustee of the School of Oriental and African Studies, George Washington University, the Major Projects Association and of the International Law Institute. He served on the Council of Chatham House (the Royal Institute of International Affairs) between 1996 and 2006.

He has also served as Counsel to the law firms of Surrey & Morse, Jones Day and Sullivan & Cromwell.

MEdICApITAl HOldINGS plC BOARD

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Eric AouaniDirector, CEO MediCapital Bank

Eric Aouani began his career in 1990 with Banque Centrale Populaire, where amongst other assignments he was in charge of the launch of new financial services and instruments (mutual funds, privatisations and IPOs) before joining Citibank Tunis in 1994 as fixed income and foreign exchange trader and then Citibank Maghreb as Country Treasurer responsible for capital markets activities.

In 1997 he joined Cargill Financial Markets in London as Emerging Markets Trader and Originator/Structurer for Africa and the Middle East. He joined the BMCE group 18 months later, assuming responsibility for establishing BMCE Capital’s financial market activities. In 2002 he became Deputy General Manager of BMCE Capital, and a member of the BMCE Bank Management Board, actively involved in international development.

Since September 2005 he has been responsible for the creation and operations of MediCapital Bank plc.

Born in 1966, Mr Aouani is married and has two children.

MEdICApITAl HOldINGS plC BOARD

Jeremy CarverDirector

Jeremy Carver is a Consultant and Head of International Law at Clifford Chance LLP, where he was a partner for more than 30 years, advising and representing States and governments, as well as multinational corporations and international organisations. During that time, he opened the firm’s offices in Brussels and Singapore. He is President of the International Law Association, British Branch, and a Trustee/Board member of the British Institute of International and Comparative Law. He is a member of the Board of the International Rescue Committee, the leading humanitarian and post-conflict development agency, and co-chairs IRC-UK.

He is a Trustee of Transparency International (UK) and has been appointed to the Steering Board of the UK’s National Contact Point for the purpose of the OECD Guidelines for Multinational Enterprises. He is also an independent member of the Council of the University of Sussex.

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peter Cooke CBEDirector

Peter Cooke is an international banker, educated at Oxford. He joined the Bank of England in 1955 before secondment to the Bank for International Settlements in Basle, and went on to work at the IMF in Washington and as secretary to the City Takeover Panel. Returning to the Bank of England, he served as first deputy chief cashier (1970-1973), as Advisor to the Governors (1973-1976) and as Head of Banking Supervision between 1976 and 1985, and as an associate director until 1988.

Between 1989 and 1997 he chaired the Price Waterhouse World Regulatory Advisory Practice.

Mr Cooke has served as a director on numerous boards, including the Bank of China Ltd., Alexander & Alexander Services, State Street Bank, The Housing Finance Corporation and Financial Security Assurance (UK) Ltd. He has worked as a governor in educational establishments and received an honorary fellowship from Merton College Oxford in 1997.

MEdICApITAl HOldINGS plC BOARD

Stanislas YassukovichDirector

Mr Yassukovich was born in France but educated in the US where he attended Harvard and served in the US Marine Corps. He joined White, Weld & Co in 1961, became Branch Manager in London in 1967 and a General Partner in 1969. He became Managing Director of the European Banking Group in 1973 and served until 1985 when he joined Merrill Lynch as Chairman, Europe, Middle East & Africa where he remained until 1991.

During this period he served as Chairman of the Securities Association, Deputy Chairman of the London Stock Exchange and as a member of the City Panel on Takeovers & Mergers.

Mr Yassukovich served for 14 years as Deputy Chairman ABC International Bank plc and has been non-executive Chairman and a director of a number of financial and industrial companies during the last ten years.

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The MediCapital Bank plc board controls the operations of the bank in the UK and overseas. Its key responsibilities are: to approve and ensure implementation of a clear business strategy; to establish and apply appropriate measures of performance; to set the tone for all major communications both internal and external; to manage the relationship with the parent company proactively; to ensure that proper foundations exist and are adhered to with respect to proper corporate governance; and to review and approve risk management guidelines.

david SuratgarChairman

Jaloul Ayed Vice Chairman

Eric AouaniChief Executive Officer

Hicham BritelChief Operating Officer

Bernard AsherIndependent non-executive Director

Bernard Asher served as an executive director of HSBC Holdings and Chairman of HSBC Investment Bank. In 1998 he became non-executive director and Vice Chairman of Legal & General and Vice Chairman of the London School of Economics and Political Sciences.

Currently Mr Asher holds directorships with Liontrust Asset Management, Hansard Global plc, China Shoto, Debts Co UK and Morgan Sindall.

A graduate of the London School of Economics, with an earlier career in GEC and ITT Inc, Mr Asher has held executive positions in London, Brussels, New York and Hong Kong.

MEdICApITAl BANk plCBOARD

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John BottsIndependent non-executive Director

John Botts is Chairman of Botts & Company, which was founded in 1987 in association with the private merchant banking company Allen & Company. Botts & Company is a corporate finance advisory and private equity investment company.

Previously he was Chairman of Citibank’s investment banking business in Europe, Middle East and Africa from 1980 to 1986; other Citibank assignments included Johannesburg, Montreal, Brussels, Casablanca and London.

Mr Botts is Chairman of United Business Media, a director of Euromoney Institutional Investor, and a Trustee Tate Foundation & Carnegie Institution. He is also Chairman of Glyndebourne Arts Trust and a member of the Council on Foreign Relations and Grolier Club.

Colin M. fisherIndependent non-executive DirectorChairman Audit Committee

Colin Fisher is Chairman of Goldfish Bank Limited and a Non-Executive Director of Morgan Stanley Bank International Limited, where he is Chairman of the Audit Committee. Previously, he was Chairman of ActivCard UK Limited. His executive career was spent at Lloyds Bank, subsequently Lloyds TSB Group. There he was director of Lloyds TSB Financial Services Holdings Limited and Lloyds TSB Scotland plc, as well as Chairman of United Dominions Trust and Mortgage Express.

Mr Fisher has also been Chairman of Travellers Cheques Associates Limited, an American Express subsidiary, and a member of the Executive Board of the Chartered Institute of Bankers/Institute of Financial Services.

MEdICApITAl BANk plC BOARD

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Christopher ReevesIndependent non-executive DirectorChairman Remuneration Committee

Educated at Malvern College, Christopher Reeves undertook National Service in Kenya and Malaysia before joining the Bank of England in 1958 and then Hill Samuel in 1963. He went on to join Morgan Grenfell in 1968 and became Deputy Chairman and Group Chief Executive until 1987. In 1988 Mr Reeves joined Merrill Lynch as Senior Advisor to the President of Merrill Lynch Capital Markets, becoming Vice Chairman in 1989. He became Chairman, Merrill Lynch Europe plc in 1993 until 1998 when he became Deputy Chairman, Merrill Lynch International and joined the Office of the Chairman at Merrill Lynch & Co Inc. In February 1999 he became Senior Advisor to Merrill Lynch Holdings Limited.

Until recently, Mr Reeves served as Chairman of the Merrill Lynch Pension Fund, and continues to be involved in all aspects of their business in Europe, the Middle East, Africa and India. He is a member of the EMEA Advisory Council.

He is a non-executive Director of Allianz Insurance plc, Allianz Holdings plc, Allianz UK Ltd, DSP Merrill Lynch Limited, East India Hotels Limited, and Chairman of the Marine & General Mutual Life Assurance Society.

Mr. Reeves also acts as an advisor to a number of organisations, particularly in the Middle East, and is a Member of the Council, City University and Cass Business School.

MEdICApITAl BANk plC BOARD

Ian plenderleith CBEIndependent non-executive Director

Ian Plenderleith is Chairman of BH Macro, a listed fund investing in the Brevan Howard hedge fund group, and a Director of Sanlam in South Africa. He also acts as an advisor to a number of organisations, including the International Capital Markets Association, Central Banking Publications and the Invoice Clearing Bureau South Africa.

He is a Governor of Reed’s School, a Council member of the British Museum Friends, and serves on the advisory boards of Shakespeare’s Globe theatre, the Actors Centre, Columbia Business School, New York, and Wits Business School, Johannesburg.

Previously, his career was in central banking, at the Bank of England (1965-2002), where he was Executive Director responsible for market operations and a member of the Monetary Policy Committee, and at the South African Reserve Bank in Pretoria (2002-2005), where he was Deputy Governor and a member of the South African Monetary Policy Committee.

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MediCapital Bank’s Executive Committee is composed of the Senior Executives of the bank, and is chaired by the CEO. It manages business development and strategy, and monitors financial results and non-financial performance indicators.

Eric AouaniChief Executive Officer

Yassine BenjellounHead of Financial Markets

Born in 1968, educated in Paris at École Polytechnique and ÉcoleNationale des Ponts et Chaussées, Yassine Benjelloun has spent most of his career to date trading Fixed Income Derivatives in various G7 currencies.

He worked for Morgan Stanley London between 1994 and 1996, and again between 1998 and 2003, with an intervening period at the company’s New York business. Prior to joining MediCapital Bank in 2006, Mr Benjelloun worked for Goldman Sachs in London.

Yassine Benjelloun is the founding President of the London Magnet Society, the City Association of Financiers from Maghreb.

Hicham BritelChief Operating Officer

Hicham Britel started his career as a fund manager in the CIC Group. He then spent 12 years in large consulting firms such as CSC Peat Marwick, PriceWaterhouseCoopers and Andersen Consulting, working for leading European companies in the financial sector.

In 2002, he joined Groupama, a leading French insurance company. He participated in Groupama Banque’s launch, with responsibility for the establishment of its front office. Subsequently, he was appointed as a Head of Department at Groupama Asset Management.

MEdICApITAl BANk plCEXECUTIVE COMMITTEE

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Ian GreenstreetHead of Risk Management

Mr Greenstreet has over 25 years of financial experience and extensive knowledge of Banking and Finance. He spent 10 years at ABN AMRO Bank where he was the Country Risk Officer for London which included credit approval, evaluation, structuring and mitigation of risk for complex structures relating to real estate lending and asset securitisation as well as all the other wholesale bank products such as financial market and equity derivatives, leverage finance, project finance and infrastructure.

He has held senior positions at a variety of financial institutions. He was General Manager at Henderson Fund Management in Luxembourg in the late 1980s. In addition, he was a Manager at Midland Montagu (now HSBC).

He is a Chartered Accountant, having trained with Touche Ross and Co in London.

Ramz Hamzaoui Head of Corporate Banking

In charge of Corporate Banking, Ramz Hamzaoui has acquired extensive experience in the Maghreb Region on both the Capital Markets and Corporate Banking sides through his 12 years with Citibank and more recently as a partner in investment firm Axis Capital which has become MediCapital’s Tunisian pillar.

Mr Hamzaoui is a graduate of the Economics and Finance Program of the Institute of Political Studies in Paris in addition to various internal Citibank qualification programmes.

MEdICApITAl BANk plCEXECUTIVE COMMITTEE

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MediCapital Bank is forming around a change in global attitudes to economic development in Africa. No longer does the world of opportunity simply tend either towards a model of charitable aid or to the straightforward exploitation of the past.

MediCapital Bank is creating a new model of collaborative finance, structured with the prospect of sustainable long term involvement.

MediCapital Bank’s vision is to replicate the success of BMCE on a pan-African basis. A highly skilled management team combines a fluent understanding of the latest structures and innovations in global financial services with special expertise in Africa, creating an institution that is comfortable across continents and cultures.

In its activities MediCapital Bank will seek to create and sustain prosperity in Africa and beyond, providing significant rewards for both immediate participants and for those who will benefit from its investments in the future.

SUMMARY

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MediCapital Bank plcJuxon House100 St Paul’s ChurchyardLondonEC4M 8BUTel. +44 (0)20 7429 5550Fax +44 (0)20 7248 8595www.medicapitalbank.cominfo@medicapitalbank.com

All location photographs taken in and around MediCapital Bank’s London headquarters during October 2007