Frequently Asked Questions

Creation fees are charges incurred in cases of actions that condition the company's existence or development, especially creation, capital increase, merger with another company, or any other action that may affect the entity’s life cycle. Their amount cannot be related to any production of goods or services rendered.

Dividends are a share of profits distributed to the company's shareholders. They are fixed by the General Assembly following judiciary approval of annual accounts. The distribution is carried out either in cash or shares, which in such a case, will result in a capital increase.

Domiciliation is an action whereby a physical or legal person, called domiciliation entity, lays its head office at the disposal of another physical or legal person, called domiciliated entity.

The domiciliation contract is concluded through a template form designed by authorities and intended for a limited period renewable by tacit agreement. Enterprise domiciliation in Morocco is ruled by virtue of Law 89-17 terms and conditions.

Limited Liability Company (SARL) managers, either partners or not, as minority or majority, who receive a salary by virtue of their activities and responsibilities within the company, are compulsorily subject to both the National Social Security Fund (CNSS) and the Compulsory Health Insurance (AMO).

A non-managing partner, as minority or majority, as well as a member of the Board of Directors or the Supervision Board who carry out a remunerated function within the company based on employer-employee subordination and dependence relationship, are subject to the National Social Security Fund (CNSS), provided they do not exercise another function susceptible to exclude them by law from the scheme (such as civil service, military or any other function based on an obligating scheme).

Investors and entrepreneurs have to pursue regularly budgets and predict potential evolutions for the purpose of efficient monitoring and control of the company's development. This is feasible by using specialized software, tasking an SME to manage it or calling for short-term bank loan.

The Accounting Summary Statements should be established in compliance with the accounting law and the General Code of Accounting Standards (CGNC). They can be in two presentation modes:
•    The standard mode which includes 5 statements forms an inseparable whole:

• o    The Balance Sheet (BL),
• o    The Income and Expense Account (CPC),
• o    The Statement of Operating Balances (ESG),
• o    The Cash Flow Statement (TF),
• o    The Statement of Additional Information (ETIC).

•    The simplified mode which includes 4 statements also forming an inseparable whole:

• o    The Balance Sheet (BL),
• o    The Income and Expense Account (CPC),
• o    The Cash Flow Statement (TF),
• o    The Statement of Additional Information (ETIC).

1. 1.     The Accounting Balance: an indispensable document for accounting control consisting of a recapitulation statement precising for every account if its balance is debitor or creditor as of the beginning of the tax year, cumulated debit and credit transactions as well as debit and credit balances added up at the end of the period.
2. 2.     The Ledger: a daybook held as per conditions provided for by Law where transactions are recorded either on daily basis or in the form of at least a monthly recapitulation of the sum totals, provided that in such a case, all documents enabling day-to-day traceability are preserved.
3. 3.     The Great Book: made up with total individual and collective accounts, it enables their follow-up. Every account shows distinctly the balance as of the beginning of the tax year, cumulated debit and credit transactions as of the beginning of the tax year (initial balance not included), as well as its balance as of the end of the period.

Any physical or legal person with trader quality, in the sense of the Moroccan Trade Code, is liable to handle his corporate accounting as provided for by the relevant Law and its attached tables of terms and conditions. The accounting should record, in detail and in day-to-day
chronological order, all transactions susceptible to alter the enterprise assets and liabilities. Every accounting record should specify the origin, designation and the transaction allotment as well as the reference of supporting vouchers.
 

Companies must submit tax returns on a monthly, quarterly or annual basis:

•    Monthly or annual income tax return,
•    Annual corporate tax return and quarterly corporate tax down payments,
•    Monthly or quarterly VAT tax return,
•    Professional tax return,
•    Social security return (Social Security National Fund “CNSS”, Moroccan Inter-professional Retirement Fund “CIMR”…)

In the framework of procedure simplification, enterprises may now submit their tax returns, pay and retrieve their certifications online.

No, a parent is not allowed to create a company with his minor children.

Yes it is possible by means of a power of attorney.

A Limited Liability Company cannot have another Limited Liability Company composed of a single person as unique partner

Entities entitled to provide an in-kind contribution to a company are physical persons fulfilling conditions of judicial competence, and legal entities fulfilling conditions of judicial personality.

The company's Articles of Association should include an estimation of every in-kind contributed item made by a contribution auditor designated unanimously by future partners, or failing such, by ordinance of the Court President sentenced as temporary injunction following a request by the most diligent future partner.

However, future partners may decide unanimously that recourse to a contribution auditor is not necessary when no in-kind contribution value exceeds MAD 100 000, and if the total value of all in-kind contributions, not subjected to a contribution auditor, does not exceed half of the capital.

Yes, no law forbids that.

1. •    The permanent establishment name,
   •    Its activity,
   •    Its Head Office,
   •    Its legal Representative.

1. 1.    Obtention of the Negative Certificate from the Moroccan Office of Industrial and Commercial Property (OMPIC) to acquire a permanent establishment title,
2. 2.    Issuance of a Decision Statement of Facts concerning the opening of the permanent establishment,
3. 3.    Establishment of a tax domiciliation address in Morocco,
4. 4.    Registration of the Decision Statement of Facts at the taxation administration,
5. 5.    Deposit at the court clerk’s office and registration in the Register of Commerce,
6. 6.    Publication of the company creation (in French in a local legal gazette, and in Arabic in the Official Bulletin),
7. 7.    Adherence to the National Social Security Fund (CNSS),
8. 8.    Informing the Currency Exchange Office.

Foreign companies intending to settle in Morocco have the choice among many types of representation, namely permanent establishments and subsidiaries.
Both types share the characteristic of being dependent of a parent company but at different degrees:

1. - The Permanent Establishment is endowed with major management autonomy, but without legal entity nor financial independence.

2. - A subsidiary stands under the exclusive control of the parent company as a result of:

• ●Direct or indirect Parent Company’s ownership of the voting right majority which entitles it to designate the majority of the subsidiary’s admin staff,
• ● Or designation, during two simultaneous tax years, of the majority of the subsidiary’s admin staff (except in cases of companies under joint control),
• ● Or right to exert a “predominance” upon the subsidiary, by virtue of a contract or a statute clause, granting it the power to steer the subsidiary.

Many legal business structures are provided for by Moroccan law, mainly:

•    Self-Employment (Liberal Professions)
•    Individual Entrepreneurship
•    General partnership (SNC)
•    Limited Partnership Business Entity (SCS)
•    Limited Liability Company (SARL)
•    Public limited company (SA)
•    Simplified joint stock company (new SAS)
•    Partnership limited by shares (SCA)
•    Joint venture (JV)
•    Economic Interest Grouping (GIE)
•    Permanent Establishment
 

For more information, please access the legal business structures section following this link : Choice of the legal business structures

DIRECT ENTREPRISE has become the official platform for entrepreneurs, businesses, and professionals to handle all formalities related to company formation and the management of their activities : www.directentreprise.ma

Some derogations can be allowed to companies seeking foreign manpower, provided they obtain authorization from the competent department and justify that the profile to be recruited is not available in the local employment market.

For more information about foreign staff recruitment, please read this dedicated report : rapport sur l'emploi des salariés étrangers ↗

VAT, Professional tax, income tax, corporate tax…,taxation in Morocco also includes stamp and registration fees together with local taxes. The Casablanca-Settat RIC provides you with the information you are looking for to help you operate in a clear and predictable taxation environment.

For more information, please access the taxation section: Taxation System

In addition to taxation measures provided by the common law, especially within the framework of the Investment Charter, further measures are provided within the framework of investment conventions and the finance law.

For more information about these advantages, please download : Code des impôts 2022.

The RIC is ready to support you finding an appropriate plot of land, building or premises adapted to your activities. The nature of your activity, the requested area and your favourite locations can be specified to enable us to meet your expectations.

For more information, please access the section dedicated to Productive Land Property in the Region: Productive Land Property

A working capital refers to the resources that a company owns enabling it to cover its expenditures pending concrete incomes from its clients. Awareness of this parameter allows the company to anticipate any shortage resulting from a mismatch between assets and liabilities as well as providing a short-term adequate financing to overcome such a shortage.

The RIC’s mission is to assist investors and entrepreneurs essentially to obtain certificates and authorizations to launch their businesses and to support them during their business life cycle for the sustainability of their activities. The RIC can guide you to the most suited financing mechanism according to your needs and profile (innovation, export, recruitment, training, access to markets …).