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September 8, 1999
H.E. Fathallah Oualalou
Minister of Economy and Finance
Ministry of Economy and Finance
Avenue Mohammed V
Rabat
Kingdom of Morocco
Re: 
Grant for the Development of Moroccan Accounting Standards
IDF Grant No. TF027297                                                           
Excellency:
I am writing on behalf of the International Bank for Reconstruction and 
Development (the Bank) to indicate the Bank's agreement to make to the Kingdom of 
Morocco (the Recipient) a grant in an amount not exceeding one hundred and fifty 
thousand Dollars (US$150,000) (the Grant).
The Grant is made in response to the Recipient's request for financial 
assistance and for the purposes and on the terms and conditions set forth in the Annex 
to this Letter-Agreement. The Recipient represents, by confirming its agreement below, 
that it is authorized to contract and withdraw the Grant for the said purposes and on 
the said terms and conditions.
Please confirm your agreement with the foregoing, on behalf of the Recipient, by 
signing, dating, and returning to us the enclosed copy of this Letter-Agreement. Upon 
receipt by the Bank of the copy of this Letter-Agreement countersigned by you, this 
Letter-Agreement will become effective as of the date of countersignature.
Very truly yours,
INTERNATIONAL BANK FOR
   RECONSTRUCTION AND DEVELOPMENT
By /s/ Christian Delvoie
Country Director
Maghreb Department
Middle East and North Africa Region
AGREED:
KINGDOM OF MOROCCO
By /s/ Fathallah Oualalou
Date:
November 5, 1999
ANNEX
Purposes, Terms, and Conditions of the Grant
1.
The purpose of the Grant is to provide the 
Conseil National de la Comptabilité 
(CNC) the means to: (i) define its organizational and financing structure and setting 
up its technical secretariat; and (ii) fulfill its role in the development of national 
accounting standards.
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The activities (the Activities) for which the Grant is given are as follows: 
(a)
Technical Assistance in connection with setting up CNC's institutional 
and the technical secretariat;
(b)
Technical assistance to CNC for the updating and development of the 
national and sector accounting standards, including legislative and regulatory advice;
(c)
Development and delivery ofStarting of  a training programs in connection 
with (b) above.
2.
Expenditures to be financed out of the proceeds of the Grant are as follows:
Grant Allocated
Expenditures
Category
(in US Dollars)
to be Financed
(1)
Consultants'
   125,000
100%
services and
technical
assistance
(2)
Training and
    25,000
100%
study tours
TOTAL
   150,000
3.
The Recipient, through the CNC, shall carry out the Activities with due 
diligence and efficiency; promptly provide the funds, facilities, services, and other 
resources required for the purpose; furnish all information covering the Activities 
and the use of the proceeds of the Grant as the Bank shall reasonably request; and 
from time to time exchange views with the Bank's representatives on the progress and 
results of the Activities.
4.
Except as the Bank shall otherwise agree, procurement of the consultants’ 
services required for the carrying out of the Activities and to be financed out of the 
proceeds of the Grant shall be governed by the provisions of Attachment I to this 
Annex.
5.
The amount of the Grant shall be credited to an account opened by the Bank on 
its books in the name of the Recipient (the Grant Account), and the Bank shall 
disburse funds therefrom to or on the order of the Recipient to meet the expenditures 
specified in paragraph 2 above. The Recipient shall submit a written application for 
withdrawal of such funds in the form specified by the Bank.  Withdrawal applications 
for the Grant shall be:  (a) signed on behalf of the Recipient by the Minister of 
Economy and Finance or any other person authorized by him or her for such purpose; and 
(b) accompanied by evidence of the expenditures made, or, if the Bank shall so agree, 
to be made. Authenticated specimen signature(s) of the designated person(s) shall be 
provided with the first application. To facilitate the carrying out of the Activities, 
the Recipient may open a special deposit account (the Special Account) in Dirhams in 
its General Treasury on terms and conditions satisfactory to the Bank. Deposits into, 
and payments out of, the Special Account shall be made in accordance with the 
provisions of Attachment II hereto.
6.
The Bank may require that withdrawals from the Grant Account be made on the 
basis of statements of expenditure for expenditures for: (a) services of consulting 
firms costing less than the equivalent of US$50,000; (b) services of individual 
consultants costing less than the equivalent of US$25,000; and (c) training and study 
tours, all under such terms and conditions as the Bank shall specify by notice to the 
Recipient.
7.
The Grant shall be disbursed in U.S. dollars.  However, the Recipient may 
request any other currency required to meet an expenditure to be financed by the 
Grant, and the Bank will purchase that currency with U.S. dollars.
8.
Withdrawals from the Grant Account shall be made only for expenditures services 
supplied from countries eligible under the Consultant Guidelines.  No withdrawals 
shall be made on account of payments for any taxes levied by, or in the territory of, 
the Recipient.
9.
No withdrawals from the Grant Account shall be made after a date two years from 
the date of signature by the Bank of this Letter-Agreement, or such later date that 
the Bank may establish by notice to the Recipient (the Closing Date), except that the 
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Bank may disburse against withdrawal applications for expenditures incurred prior to 
the Closing Date, which are received by the Bank within four months after the Closing 
Date.  Any amount of the Grant then remaining unwithdrawn shall be canceled.
10.
The Bank may at any time, by notice to the Recipient, suspend further 
withdrawals from the Grant Account if any of the following events has occurred: (a) 
funds withdrawn shall not have been used for the purpose agreed between the Recipient 
and the Bank; (b) the Activities shall not have been carried out in accordance with 
the standards or methods agreed between the Recipient and the Bank; (c) the Recipient 
shall not have complied with any of the obligations herein specified; or (d) the right 
of the Recipient, or any other entity to which the Bank has made a loan with the 
guarantee of the Recipient, to make withdrawals under any loan agreement with the Bank 
or any development credit agreement with the International Development Association 
shall have been suspended.
11.
The Bank may, by notice to the Recipient, cancel any amount of the Grant 
remaining unwithdrawn (a) at any time after withdrawals from the Grant Account shall 
have been suspended pursuant to the provisions of paragraph 10 above; or (b) if the 
Recipient fails to take action, satisfactory to the Bank, regarding the implementation 
of the Activities within six months of the date of this Letter-Agreement.
Attachment I
Procurement
Section I.
Consultants’ Services
Part A:
General
Consultants’ services shall be procured in accordance with the provisions of the 
Introduction and Section IV of the "Guidelines:  Selection and Employment of 
Consultants by World Bank Borrowers", published by the Bank in January 1997 and 
revised in September 1997 and January 1999 (the Consultant Guidelines), and the 
following provisions of this Section I.
Part B:
Quality- and Cost-based Selection
1.
Except as otherwise provided in Part C of this Section, consultants’ services 
shall be procured under contracts awarded in accordance with the provisions of Section 
II of the Consultant Guidelines, paragraph 3 of Appendix 1 thereto, Appendix 2 
thereto, and the provisions of paragraphs 3.13 through 3.18 thereof applicable to 
quality- and cost-based selection of consultants.
2.
The following provisions may, with the Bank agreement, apply to consultants’ 
services to be procured under contracts awarded in accordance with the provisions of 
the preceding paragraph.  The short list of consultants may comprise entirely national 
consultants in accordance with the provisions of paragraph 2.7 of the Consultant 
Guidelines.
Part C:
Other Procedures for the Selection of Consultants 
1.
Selection Based on Consultants’ Qualifications
Services estimated to cost less than $50,000 equivalent per contract may be 
procured under contract awarded in accordance with the provisions of paragraph 3.1 and 
3.7 of the Consultant Guidelines.
2.
Single Source Selection
Services estimated to cost less than $50,000 equivalent per contract, may with 
the Bank’s prior agreement, be procured in accordance with the provisions of 
paragraphs 3.8 through 3.11 of the Consultant Guidelines
3.
Individual Consultants
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Services for tasks that meet the requirements set forth in paragraph 5.1 of the 
Consultant Guidelines shall be procured under contracts awarded to individual 
consultants in accordance with the provisions of paragraphs 5.1 through 5.3 of the 
Consultant Guidelines.
Part D:
Review by the Bank of the Selection of Consultants
1.
Selection Planning
Prior to the issuance to consultants of any requests for proposals, the proposed 
plan for the selection of consultants under the Activities shall be furnished to the 
Bank for its review and approval, in accordance with the provisions of paragraph 1 of 
Appendix 1 to the Consultant Guidelines.  Selection of all consultants’ services shall 
be undertaken in accordance with such selection plan as shall have been approved by 
the Bank, and with the provisions of said paragraph 1.
2.
Prior Review
(a)
With respect to each contract for the employment of consulting firms for 
tasks estimated to cost the equivalent of $50,000, the procedures set forth in 
paragraphs 1, 2 (other than the third subparagraph of paragraph 2(a)) and 5 of 
Appendix 1 to the Consultant Guidelines shall apply.
(b)
With respect to each contract for the employment of individual 
consultants estimated to cost the equivalent of $25,000 or more, the qualifications, 
experience, terms of reference and terms of employment of the consultants shall be 
furnished to the Bank for its prior review and approval.  The contract shall be 
awarded only after said approval shall have been given.
3.
Post Review
With respect to each contract not governed by paragraph 2 of this Part, the 
procedures set forth in paragraph 4 of Appendix 1 to the Consultant Guidelines shall 
apply.
Attachment II
Special Account
1.
For the purposes of this Attachment:
(a)
the term "eligible categories" means the categories set forth in 
paragraph 2 of the Annex to this Letter-Agreement;
(b)
the term "eligible expenditures" means expenditures in respect of the 
reasonable cost of services required for the Activities to be financed out of the 
proceeds of the Grant allocated from time to time to the eligible categories in 
accordance with the provisions of paragraph 2 of the Annex to this Letter-Agreement; 
and
(c)
the term "Authorized Allocation" means the amount of US$50,000 to be 
withdrawn from the Grant Account and deposited in the Special Account pursuant to 
paragraph 3 (a) hereof.
2.
Payments out of the Special Account shall be made exclusively for eligible 
expenditures in accordance with the provisions of this Attachment.
3.
After the Bank has received evidence satisfactory to it that the Special Account 
has been duly opened, withdrawals of the Authorized Allocation and subsequent 
withdrawals to replenish the Special Account shall be made as follows:
The Recipient shall furnish to the Bank a request or requests for a deposit into 
the Special Account of an amount or amounts which do not exceed the aggregate amount 
of the Authorized Allocation. On the basis of such request or requests, the Bank 
shall, on behalf of the Recipient, withdraw from the Grant Account and deposit into 
the Special Account such amount or amounts as the Recipient shall have requested.
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4.
For each payment made by the Recipient out of the Special Account, the Recipient 
shall, at such time as the Bank shall reasonably request, furnish to the Bank such 
documents and other evidence showing that such payment was made exclusively for 
eligible expenditures.
5.
(a)
If the Bank shall have determined at any time that any payment out of the 
Special Account: (i) was made for an expenditure or in an amount not eligible pursuant 
to paragraph 2 of this Attachment; or (ii) was not justified by the evidence furnished 
to the Bank, the Recipient shall, promptly upon notice from the Bank: (A) provide such 
additional evidence as the Bank may request; or (B) deposit into the Special Account 
(or, if the Bank shall so request, refund to the Bank) an amount equal to the amount 
of such payment or the portion thereof not so eligible or justified.  Unless the Bank 
shall otherwise agree, no further deposit by the Bank into the Special Account shall 
be made until the Recipient has provided such evidence or made such deposit or refund, 
as the  case may be.
(b)
If the Bank shall have determined at any time that any amount outstanding 
in the Special Account will not be required to cover further payments for eligible 
expenditures, the Recipient shall, promptly upon notice from the Bank, refund to the 
Bank such outstanding amount.