How to register a company in Morocco as foreigner

Read our discussion before asking question how to register a company in Morocco as foreigner. Morocco is quite a well-known tourist destination. Located in Northern Africa it is a blend of Berber, European and North African inspirations. The country is officially known as Kingdom of Morocco and the name Morocco means ‘place the sun sets’.

Morocco has a rugged mountainous region, large areas of desert and a long coastline along the Atlantic Ocean and Mediterranean Sea. It has a population of 35.3 million (July 2017). Some of the famous towns or cities in Morocco are Tangiers, Casablanca and Marrakech. Moroccan Dirham (MAD) is the name of their currency and difference of currency with US$ is around US$ 1= M. Dirham 9.60.

As for its economy, the country relies on the mining and export of phosphates, clothing & textiles, petroleum products, fruits & vegetables and tourism.

Types of companies in Morocco

These types of companies are available in Morocco –

Sole proprietorship company

A foreigner ma also establish this type of company. It must be registered with the Commercial Registry and with the relevant tax authority.

Partnerships business

There are basically 3 types of partnership companies –

General partnership –

In this organization, all the partners are equally liable for the debts of the company without any limitation. The partners can be individuals or corporations. There are also no restrictions for foreigners as partners.

Limited partnership –

For this type of partnership, there must be at least one partner who will have unlimited liability for the debts of the company. This is normally the managing partner. All other partners are liable only up to the limit of their shares and if you like to set up a foreign company in Morocco you may visit here getting more information.

Societe a Responsabilite Limitee (SARL) -

Societe a Responsabilite Limitee (SARL) also known as a limited liability company. This is one of the most common forms of companies in Morocco.

The features of this business structure are –

• There is no legal requirement to have a minimum share capital but normally some companies start with MAD10,000. The maximum number of allowable shareholders is 50.
• The company is normally run by one or more managers appointed by the shareholders or can be one of the shareholders. This manager is personally liable for the decisions made for the company.
• e shares of the company are freely transferable among spouses and parents but not transferable among third parties without the consent of the majority of the shareholders.

Societe Anonyme (SA)

Societe Anonyme (SA) also known as a joint stock company. The features of this company are –

• There must be a minimum of 5 shareholders. These shareholders can be individuals or companies. The minimum capital must be MAD300,000 if it doesn’t raise funds from the public. If it does then the paid up capital must be at least MAD3 million.
• At least 25% of the share capital must be paid upon incorporation and the balance within 3 years.
• Shares of the company is freely transferable.
• The company is managed either by a board of directors or an executive board under the control of a supervisory board.

Branch office (Succursale) –

A branch office is not recognized as a separate legal entity and must follow both the laws of Morocco and the country of its incorporation. They have to appoint at least one manager who doesn’t need to be a Moroccan resident. This entity doesn’t need a minimum capital requirement.

Liaison office (Bureau de liaison) –

This type of entity is also not a separate legal entity. They are also not allowed to do any commercial business in Morocco. They are only allowed to conduct business as a marketing research company, data collection and showing the products of the parent company.

How to register a limited liability company in Morocco

The Ease of Doing Business report ranks Morocco at 68 out of 190 countries (2017 data). It actually takes a relatively short period of about 9 working days to register a company. Below is the process of how to register a limited liability company in Morocco.

• Obtain ‘Certificat Negatif’ – This is obtained from the Regional Investment Centre to register a company name. This can be applied by the applicant in person or online. Cost for this process is MAD230 and takes about 1 day.
• Pay Stamp Duty – The applicant will need to pay the relevant stamp duty at any kiosk, bookstore or post office. This also takes 1 day and cost about MAD30.
• Register for patent tax, the Tribunal of Commerce, social security and taxation – The applicant can download a form at the website of the Regional Investment Centre (Center Regional d’Investissement (CRI)). Once the form is completed, it must be submitted in person at the CRI.

The CRI will centralize the following procedures –

• Deposit the bye laws and Registration at the Tribunal of Commerce and the Company Registrar
• ‘Patente’ tax number which is a professional tax number
• 2 announcements in a legal journal and in an official bulletin
• Declaration of fiscal existence
• Social security affiliation
• Legalization of legal books

Registration of a company fee in Morocco

There is a fixed fee of MAD1,000 plus other fee as follows –

• MAD200 for Registration fees
• MAD350 for Registration at the Commercial Registry
• MAD150 for the publication fee which is MAD8-9 per line in the business paper and MAD4 per line in the official bulletin.

When submitting all the documents, the applicant must also provide the text of the publication. This must be typed in Arabic. Although the publication in the journal will only be in 30 days, the applicant must still obtain the receipt which will be used in the Registration with the Tribunal of Commerce.

How to register a company in Morocco and how long takes to finish the process? After about a week, the applicant will receive the ‘patente’, the fiscal identification, the Registration certificate, the legal books and the social security Registration.

Make the company seal – The company will make a company seal after receiving confirmation on the registered company.