Foreign investors: setting up in Morocco

Are you a foreign company or a non-resident investor planning to set up in Morocco? The door is open. The Investment Charter guarantees freedom of enterprise and equal treatment for investors of every nationality. Your job is to choose the right structure, comply with exchange control rules and plan your tax position from the outset.

We help foreign investors from our Casablanca office, handling the formalities and structuring the project with you. Our team of 12 currently looks after 112 clients across accounting, audit, tax, payroll and company formation.

Subsidiary, branch or liaison office: which structure?

Morocco’s exchange control rules recognise several forms of foreign investment: setting up a company, buying into an existing company, and opening a branch or a representative or liaison office (Office des changes, General Instruction on Foreign Exchange Operations 2026).

The subsidiary: a Moroccan company

A subsidiary is a Moroccan company in its own right. Your parent company holds all or part of its capital. It has its own legal personality, its own officers and its own accounts, and it pays corporate income tax (IS, impôt sur les sociétés) in Morocco. The forms most often used are:

• Private limited company (SARL), including the single-member SARL: a simple, tried-and-tested form with no minimum capital (see our guide setting up a SARL in Morocco);
• Simplified joint-stock company (SAS), or single-shareholder SAS (SASU): wide freedom in drafting the articles of association, and the president can be a legal person – for example, your parent company itself (see our guide setting up an SAS in Morocco);
• Public limited company (SA) (Law No. 17-95): the most regulated form, with either a board of directors or a management board and supervisory board.

The branch: part of your foreign company

A branch (succursale) has no separate legal personality. Your foreign company itself trades in Morocco through it. The branch manager must register it on the trade register (Registre de Commerce, RC) where it operates, within three months of opening (Commercial Code, Articles 37, 38, 41 and 75). Its business documents show the branch’s registration number as well as the head office’s (Article 49).

For tax purposes, Moroccan establishments of non-resident companies pay corporate income tax in Morocco (General Tax Code, CGI, Article 2). The profits they distribute fall within the scope of withholding tax on income from shares and similar income (CGI, Article 13).

The liaison or representative office

A liaison office is a lighter form of presence, which the exchange control rules also recognise as a form of foreign investment. It does not suit every activity. What the office may do, and how it is treated for tax and social security, depend on what it will actually do. Before it is set up, we check with you that this option fits your project.

Setting up a subsidiary: the steps

A subsidiary follows the same steps as any Moroccan company. You can complete them online on directentreprise.ma, the official company formation platform, available across the whole country since March 2025:

1. a negative certificate (certificat négatif) from OMPIC, Morocco’s industrial and commercial property office, confirming the company name (valid for 90 days);
2. drafting and signing the articles of association by the shareholders, with your parent company represented by an authorised signatory;
3. depositing the capital with a bank, which issues a certificate; if the capital arrives from abroad in foreign currency, the bank provides proof of the transfer – keep it safe;
4. registration of the articles, professional tax (taxe professionnelle) registration and a tax identification number;
5. registration on the trade register, within three months of incorporation (Commercial Code, Article 75);
6. publication in the Official Bulletin and in a newspaper authorised to carry legal notices, then registration with the National Social Security Fund (CNSS).

For a non-resident foreign shareholder or manager, the registration declaration shows their passport number (Commercial Code, Article 45). We give you the exact list of documents your parent company needs to provide in your case. You will also need an address in Morocco: an office, premises or business domiciliation in Casablanca.

Exchange control: bringing capital in and taking it out

Foreign investments financed in foreign currency benefit from a convertibility regime. It is set out both in the Investment Charter (Article 31) and in the General Instruction on Foreign Exchange Operations 2026 issued by the Office des changes (the foreign exchange authority), in force since 1 January 2026.

• Who benefits: foreign legal persons, foreign individuals – resident or not – and Moroccans living abroad, for investments financed in foreign currency.
• What is guaranteed: transfer of after-tax profits, with no limit on amount or time; transfer of the proceeds of a sale or liquidation, including capital gains; repayment of the principal of shareholder current-account advances and related-party loans taken out in foreign currency.
• The condition: you must prove the investment was financed in foreign currency. When you transfer the proceeds of a sale or liquidation, the bank will ask in particular for evidence of the payments made for the investment and proof that the taxes due have been paid.
• Bank accounts: banks may open foreign-currency or convertible-dirham accounts for non-resident foreigners, foreign companies and their representative offices in Morocco.

If an investment does not qualify for convertibility, the sale proceeds are paid to the seller if they are resident in Morocco, or into a “forward convertible account” (compte convertible à terme). New in 2026: resident foreigners who have held an investment in Morocco for at least ten years, without proof of foreign-currency financing, may transfer the income from it up to MAD 2,000,000 per calendar year.

The Investment Charter and the CRI

Framework Law No. 03-22 on the Investment Charter establishes freedom of enterprise, free competition and equal treatment of investors whatever their nationality (Article 2). In the regions, it is put into practice mainly by the Regional Investment Centres (CRI, centres régionaux d’investissement) and to the unified regional investment committees (Article 3).

• A main support scheme made up of grants: common grants, a territorial grant and a sector grant (Article 8). These can be combined up to 30% of the eligible investment amount (Article 16). Thresholds, criteria and rates are set by regulation.
• Specific schemes for strategic projects, for very small, small and medium-sized enterprises, and for the international expansion of Moroccan companies.
• An investment agreement signed with the State to benefit from the main scheme (Article 9). Under the conditions set by law, this agreement also gives access to tax and customs benefits (Article 10).
• Exclusions: real estate and trading projects are excluded from the main scheme, and agriculture remains governed by its own legislation.

Tax: what to plan for

• Corporate income tax: standard rate of 20% for financial years beginning on or after 1 January 2026; 35% for companies with net profit of MAD 100 million or more (with exceptions); 40% for certain financial institutions, such as banks and insurance companies (CGI, Articles 19 and 247).
• Dividends: withholding tax of 11.25% on amounts distributed from 1 January 2026, then 10% from 1 January 2027 (CGI, Article 247).
• Tax treaties: Morocco has signed double taxation agreements, listed by the Directorate General of Taxes (DGI). The treaty with France dates from 29 May 1970. We check how each treaty applies case by case.

How we help you

• Structuring: subsidiary, branch or liaison office; legal form; capital and financing (share capital, shareholder current account).
• Incorporation: articles of association, all the formalities from start to finish, registered office domiciliation if needed, and opening your bank account.
• Exchange control: gathering and keeping the supporting documents you will need for future transfers.
• Investment Charter: checking your eligibility for grants and preparing your application to the CRI.
• After incorporation: accounting, tax returns, payroll and, where the law requires it, statutory audit. For matters outside our remit, we work with partner lawyers.

For French companies, we work in partnership with Vendome Expertise Comptable, an accountancy firm in Paris. This makes coordination easy when the parent company and its Moroccan subsidiary each need their own accountant. See also accounting and payroll for your French company.

Frequently asked questions

See also: setting up a SARL in Morocco · setting up an SAS in Morocco · our company formation package · tax and legal · contact.