CMMB Statutes

It is formed between the founding members who took part in the Constitutive General Assembly held in Casablanca on June 25, 2013, a non-profit association, governed by these statutes and by the provisions of dahir n°1-58- 376 of 3 Joumada I 1378 (November 15, 1958), regulating the right of association as it has been modified and supplemented.

The Association will take the name “Moroccan Banking Mediation Center” by abbreviation “Al Wassit Al Banki” hereinafter the “Center”

المركز المغربي للوساطة البنكية

The Center has an unlimited duration, unless it is dissolved early within the framework of the provisions of the law or these statutes.

The Center aims to:

• The amicable settlement of disputes that may arise between credit institutions and similar organizations and their customers through an institutional, conventional or judicial mediation system, under the conditions and following the modalities provided for by the mediation regulations;
• Editing, publication and dissemination, by all means and on all media, of information relating to the aforementioned managed mediation system;
• The organization of events aimed at raising awareness and promoting mediation;
• The organization of training courses and seminars for the benefit of all mediation prescribers.
• The conclusion of all partnerships with public or private, national or international organizations with a view to developing this alternative method of dispute resolution

The Center’s head office is established in Casablanca. It can be transferred to any location by the Extraordinary General Assembly on a proposal from the Council, and in the Casablanca region by decision of the Council.

The Center carries out its activities throughout the national territory. It can have antennas across the national territory

The Center is made up of active founding members, active members and honorary members.

The active members who provide their effective and permanent support to the activities of the Center and participate in its operation are:

Founding active members

• Bank Al-Maghrib;
• The Professional Group of Banks of Morocco;
• The Professional Association of Finance Companies;
• The National Agency for the Promotion of Small and Medium Enterprises;
• The National Federation of Microcredit Associations;

Active members

• The Professional Association of Payment Institutions;
• The General Confederation of Moroccan Businesses;
• The Federation of Moroccan Chambers of Commerce, Industry and Services

Honorary Members: Honorary members are those who are known for their competence and independence.

Any natural person, any association recognized as being of public utility or any other legal entity whose corporate purpose aims at the same objectives as those of the Center, can also be approved as an active member or honorary member.

The amount of the annual contribution is set in the Center’s Budget. Contributions are payable annually one month after the meeting of the Board of Directors which validated the Budget.

Resources are allocated to any activity referred to in Article 4 above allowing the Center to achieve its objectives.

The admission of any new active member or honorary member is decided by the Council and approved by the nearest General Assembly.

Admission implies commitment to comply with the stipulations of these Statutes and the Internal Regulations. It also implies submission to all other decisions regularly taken by the governing bodies of the Center.

It is established and kept up to date when the Center is created or during its operation:

It is established and kept up to date when the Center is created or during its operation:

1. Internal Regulations and Mediation Regulations drawn up by the Mediator, and approved by the Board of Directors after consulting the Management Committee;
2. A register of active members, honorary members and independent directors, regularly updated.

The Governance Bodies are:

• General Assemblies
• The Council
• The Management Committee
• The mediator
• The deputy mediator

The Center can equip itself with internal structures likely to facilitate the achievement of its objectives. The composition, responsibilities and organizational rules of these structures are determined below. They can be specified in the Internal Regulations.

13.1: The Ordinary General Meeting

The Ordinary General Assembly is composed of all active members and honorary members of the Center. It is chaired by the President of the Council. In the event of the latter’s absence or incapacity, the Assembly is chaired by any member delegated for this purpose; failing this, the Assembly elects from among its members the president of the session.

The Ordinary General Meeting meets when convened by the Chairman of the Council. The notices are sent to members at least fifteen days before the date of the meeting and indicate the agenda. The President of the Council sets the agenda. Any director can add an item to the agenda by contacting the Chairman of the Board.

This meeting takes place at the Center’s headquarters, or any other place designated in the notice.

The Bureau of the General Assembly is made up of the President of the Council as chairman of the meeting, two Scrutineers chosen from among the members present and a Secretary chosen from among or outside the members.

The Ordinary General Assembly can only validly deliberate if at least half of the members are present or represented.

Failing this, the Assembly is convened again, but at least fifteen days apart and this time, it can validly deliberate regardless of the number of members present or represented, but only on the questions listed on the order of the meeting. day of the first meeting. Deliberations are taken by a majority of votes of the members present or represented.

Each member present has one vote.

The Ordinary General Meeting:

• Designates the members of the Council;
• Hears the report of the Mediator on the exercise of his missions;
• Establishes the general orientations of the Center;
• Approves the appointment by the Council of new members;
• Approves or adjusts the accounts for the closed financial year, following reading of the auditor’s report;
• Approves the budget for the following financial year;
• Deliberates on all questions submitted to it, with the exception of those relating to an Extraordinary General Meeting.
• Appoint the auditor

The minutes of the sessions are signed by the members of the General Assembly office. Copies or extracts of these minutes may be signed by the President.

An original is kept in a register kept at the Center’s headquarters.

13.2: Extraordinary General Meeting

The Extraordinary General Meeting may modify the provisions of the statutes. It is convened by the President of the Council or at the request of at least half of the members of the Association.

The form and deadline for convening, the presidency, the constitution of the office, the keeping of the attendance sheet and its certification are the same as for the Ordinary General Meeting.

The Extraordinary General Meeting can only deliberate validly if at least half of the members are present or represented. If this condition is not met, the Assembly is convened again at an interval of fifteen days and this time, it can validly deliberate regardless of the number of members present or represented but only on the questions already brought to the floor. agenda of the first convocation.

The deliberations of the Extraordinary General Assembly are taken by a two-thirds majority of the votes of the members present or represented.

The minutes of extraordinary general meetings are signed and kept in the same form as those of the Ordinary General Meeting.

14.1: Composition

The Council is made up of active members and independent personalities chosen by the general assembly because of their expertise and professional experience in banking, financial or legal matters.

The number of independent personalities is set by the ordinary general meeting.

The Board of Directors is chaired by Wali Bank Al Maghreb in his capacity.

The President may invite the mediator to participate in the deliberations in an advisory capacity. He can also summon any person whose presence he considers necessary.

14.2: Missions

The Council:

• Appoints and dismisses the Ombudsman and the Deputy Ombudsman;
• Refers to the active members and honorary members of the Center;
• Proposes modifications to the statutes;
• Controls the activity of the Center;
• Approves the Centre’s budget;
• Approves the Internal Regulations;
• Approves the Mediation Rules;
• Approves the code of ethics;

He watches:

• On the independence and impartiality of the Mediator;
• On the definition of general guidelines and ensures their application;
• On the issuance of any recommendation to the attention of the Mediator;

The term of office of Council members is four years. They are re-electable and their functions are free, except for expenses incurred by their functions and authorized by the Council. The conditions for payment of these fees will be specified in the internal regulations.

14.3: Deliberations

The Council meets at least once a year and whenever necessary when convened by its President or at the request of the majority of its members.

It deliberates validly when half of its members are present or represented. It takes its decisions by a majority of its members present or represented, the President’s vote being casting in the event of a tie.

Each member can only represent one other member.

The Council may delegate part of its responsibilities to the Management Committee.

The composition, responsibilities and operating procedures of this Committee are set by the Internal Regulations of the Center.

The Mediator is vested with the broadest powers to direct the Center. He exercises all actions and authorizes all acts which are not reserved for the General Assembly or the Board of Directors.

The Council may delegate part of its responsibilities to the Mediator.

The Deputy Mediator is vested with the same prerogatives as the Mediator in the absence of the latter.

The Mediator is appointed by the Council, which sets his emoluments.

It must present all guarantees of impartiality, both with regard to credit institutions and similar organizations, as well as their managers and customers, as well as recognized skills in legal and financial matters.

The mission of the Mediator is two years, renewable by tacit agreement.

The Mediator is assisted by collaborators chosen, after advice of the Management Committee, because of their competence, their professional experience and their integrity.

The Mediator prepares each year, for the attention of the Council, an annual report on his activity, the nature of the disputes handled as well as the difficulties encountered.

It may make recommendations with a view to improving the functioning of the Banking Mediation system.

The mission of the Mediator is terminated:

• Either at his request after three months’ notice;
• Either by decision of the Council in the event of serious breach of its mission or for any other cause.

In these two cases, the Council must replace the Mediator.

Funding for the Center’s activities is provided in particular by:

• The contributions of its active or honorary members;
• Public or private donations or subsidies;
• Products generated by its activities;
• Funds made available under partnership agreements, program contracts with public bodies, local authorities or international institutions.

The auditor is appointed for a 3-year mandate, renewable once. He carries out his mission according to the rules and standards of his profession.

It establishes and presents each year, to the General Meeting called to approve the accounts for the closed financial year, a report accounting for its mission and attesting to the regularity and sincerity of the accounts.

As a transitional measure, the auditor is appointed by the Council for the first term.

In the event of dissolution pronounced by the Extraordinary General Meeting, one or more liquidators are appointed by it and the assets, if applicable, are vested in accordance with the legislative provisions in force.

The President designated by the Constitutive General Assembly is responsible for completing all declaration and publication formalities prescribed by current legislation.

Full powers are given to the bearer hereof to carry out these formalities.