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CORPORATE GOVERNANCE REPORT Conflicts of Interest and Related-Party Transactions The Board maintains robust procedures to ensure that related party transactions and potential conflict of interests are identified, disclosed and managed. These procedures include declaration interests in other businesses by Directors on appointment to the Board and annual self-certification by Directors. Where it is identified that a related-party relationship exists, the Board agrees specific additional procedures to ensure the effective management of potential conflicts of interest. These procedures have been documented in our Conflict of Interest Policy which is in line with Section 16 of the SEC Code. The Board also receives a quarterly Related-Party Transaction Report showing transactions that have been authorised during the period under review and those proposed for review by the Board. A summary of the related-party transactions during the year is disclosed below: AG Dangote Construction Limited The entity buys cement from Dangote Cement and is controlled by Dangote Industries Limited (DIL). Amaras Nigeria Limited The entity buys cement from Dangote Cement and the entity is guaranteed by Sani Dangote, a Director of Dangote Cement. Bulk Commodities International Inc./Bulk Commodities International Dubai The entity, which is controlled by DIL, purchases gypsum, coal, clinker, bulk cement and importation of spare parts on behalf of Dangote Cement. DANCOM Technologies Limited The entity, which is controlled by DIL, provides internet services, and IT support to Dangote Cement. Dangote AD Star Limited Dangote Cement purchases LPFO in bulk and on behalf of some subsidiaries/affiliates of DIL, including this entity. Dangote Cement is reimbursed for expenses incurred on behalf of this entity. 78 Annual Report 2016 Dangote Agro Sacks Limited Dangote Agro Sacks produces bags for Dangote Cement and also purchased cement from the Company during the year. Dangote Cement also shares one of its power plants with this entity. Dangote Coal Limited Dangote Cement buys coal from this entity, which is controlled by Dangote Industries Limited. Dangote Fertilizer Limited Dangote Cement purchases LPFO and AGO in bulk and on behalf of some subsidiaries/affiliates of DIL, including this entity. Dangote Cement is reimbursed for expenses incurred on behalf of this entity. Dangote Flour Mills Plc Dangote Cement purchases AGO in bulk and on behalf of this entity. Dangote Cement also purchases trucks on behalf of this entity for which it is reimbursed. Dangote Global Services This entity which is controlled by DIL, assists Dangote Cement in importing spare parts. Dangote Industries Limited Dangote Industries Limited is the major shareholder of Dangote Cement. It provides short term financing and manages Dangote Cement expatriates’ salaries and receives management fees for its services. Dangote Noodles Limited Dangote Cement purchases AGO in bulk and on behalf of some subsidiaries and affiliates of DIL, including this entity. Dangote Cement is reimbursed for expenses incurred on behalf of this entity. Dangote Oil and Gas This entity, which is controlled by DIL, imports AGO and LPFO on behalf of Dangote Cement. Dangote Oil Refinery Dangote Cement is reimbursed for expenses incurred on behalf of this entity, which is an affiliate of Dangote Industries Limited.

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