Key takeaways
- The SARL is the most common form for operating subsidiaries.
- The negative certificate issued by OMPIC is the first formal step.
- Tax, trade register and CNSS registrations are required before starting business.
Choosing the legal form
Three vehicles dominate practice. The SARL — including its single-shareholder variant — is the most common form for operating subsidiaries: flexible, with no minimum capital imposed. The société anonyme, with more structured governance and a minimum capital of 300,000 dirhams, suits larger or regulated structures. The branch has no legal personality distinct from the parent and can be sufficient for limited activities.
The incorporation steps
Much of the process can be centralised through the Regional Investment Centres (CRI), which act as a one-stop shop.
- Obtain the negative certificate (name reservation) from OMPIC
- Draft and sign the articles of association
- Deposit the capital funds as required by the chosen form
- Register the deeds and obtain the tax identifiers (business tax registration)
- Register the company with the trade register
- Affiliate with the CNSS
- Complete the legal publications (legal gazette and Official Bulletin)
After registration
Registration triggers the recurring obligations: CGNC-compliant bookkeeping, corporate tax and VAT filings, withholding of income tax on salaries, social declarations — and, depending on form and size, the appointment of a statutory auditor.
The point for foreign investors
Foreign investment is free in most sectors. Investments made in foreign currency benefit from the convertibility regime, which guarantees, through the Foreign Exchange Office, the transfer of profits and of sale or liquidation proceeds.
This article provides general information based on Moroccan regulations at the date of publication. It does not constitute personalised advice — rates, thresholds and rules change with each Finance Act. Contact the firm to review your specific situation.