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What are the steps to register a company in Morocco?
Company Registration in Morocco involves a series of essential steps to establish a business entity within the country. This guide provides a concise overview of the 8 key steps required for successfully registering your company in Morocco, ensuring you navigate the process smoothly and in compliance with local regulations.
Step 1 : Obtain a negative Certificate
Obtaining a Negative Certificate in Morocco involves a straightforward process:
Unique Company Name: Choose a unique name not already registered in Morocco’s commercial register.
Applicability: Applies to all types of commercial companies, excluding individual companies not using a sign.
Negative Certificate: Obtain a negative certificate to confirm the uniqueness of your company name.
Acquisition Sources: The certificate can be acquired through the chambers of commerce or OMPIC.
Online Convenience: Procedures for obtaining the certificate are available online for ease and efficiency.
Obtaining a Negative Certificate in Morocco is a key step in ensuring your chosen business name is unique and unregistered, done through either the chambers of commerce or OMPIC.
Step 2 : Establishment of the registered office in Morocco
Setting up your company’s registered office in Morocco involves the following steps:
Establish Legal Address: Define your company’s registered office as stated in your articles of association.
Select Office Type: Choose between a direct debit, a commercial lease, or a property you own for your office location.
Step 3 : Establishment of statutes in Morocco
Establishing statutes for a Limited Liability Company (LLC) in Morocco involves several key steps and considerations. Here is a description with list points:
Choice of Company Type: Determine that the company to be established is a Limited Liability Company (LLC), suitable for small to medium-sized enterprises.
Drafting the Articles of Association: Prepare the articles of association, which is the fundamental document of the LLC. This can be done through a notary (notarial deed) or under private signature by the parties involved or their legal advisors.
Notarization and Registration: The statutes, once drafted, must be notarized and registered with the appropriate Moroccan legal entities. This process gives the statutes legal recognition.
Manager Appointment: Decide whether the manager (director) of the LLC will be appointed in the articles of association or through a separate act. A separate act can be beneficial as it avoids the need to amend the articles each time there’s a change in management.
Defining Manager’s Role and Remuneration: In the appointment act or the articles, specify the manager’s role, duration of their function, extent of their powers, and remuneration details.
Capital Requirements: Set the capital of the LLC in the articles of association. In Morocco, there is no minimum capital requirement for LLCs, but the capital must be divided into shares of equal minimum value.
Compliance with Moroccan Law: Ensure that all aspects of the articles of association comply with Moroccan commercial laws and regulations, especially those specific to LLCs.
Thorough Review and Understanding: It’s crucial for all parties involved to carefully review and understand the articles of association to ensure they accurately reflect the agreement and comply with legal requirements.
These points provide a basic framework for establishing the statutes of an LLC in Morocco, emphasizing legal compliance and clear definition of company structure and management roles.
Step 4 : Opening a bank account and blocking capital in Morocco
Opening a bank account and blocking capital is a crucial step in the process of establishing a company in Morocco. Here’s a description with list points based on the information you provided:
For the establishment of your company’s registered office in Morocco, select a location that will serve as your legal address. This must be detailed in your articles of association.
If your share capital is over 100,000 Dirhams, it’s mandatory to block this capital with a bank of your choice. The bank will then issue a blocking certificate.
For companies with a capital of 100,000 Dirhams or less, blocking the capital is not required but advised. It serves as proof of the partners’ commitment to the company’s capital.
This process is integral to establishing a sound financial foundation for a company in Morocco, ensuring that the company has adequate capital for its operations and that the partners’ commitments are secured.
Step 5 : Submission of acts of creation and registration formalities in Morocco
This is a critical phase to officially register the company and ensure it is legally recognized. Here’s a detailed description with list points:
Submit your business’s creation deeds online through an approved professional such as an accountant.
While creating a business is exempt from registration fees, a 200 Dirham charge is applicable for lease or domiciliation contracts.
This step solidifies the company’s legal standing in Morocco and is essential for commencing business operations within the country’s legal framework.
Step 6 : Registration for the professional tax (TP) and the Fiscal identifier (IF)
Register for the professional tax and tax ID at your local tax office. You’ll need:
An application form for professional tax registration.
A request for the professional tax certificate.
A declaration of existence form.
A copy of your lease agreement or a certificate of domicile.
A copy of the manager’s ID card.
A copy of your company’s statutes.
Approval or diploma for certain regulated activities.
Step 7 : Registration in the Trade Register (RC) in Morocco
bjective of Registration in the Trade Register (RC): The primary aim of this procedure is to obtain the registration number of the company in the commercial register, which is crucial for the acquisition of legal personality.
Filing the Application: The application for registration in the commercial register must be filed at the Commercial Court.
Acquisition of Legal Personality: Through this registration, the company formally acquires its legal personality, an essential step for conducting business activities legally in Morocco.
Required documents (Registration in the Trade Register (RC) in Morocco) include:
Company statutes.
AGC minutes (if needed).
Negative certificate.
Funds freezing certificate.
Business tax and tax ID registration.
Partners’ and manager’s ID.
Form Model 2 (three copies).
Lease or domiciliation certificate.
Step 8 : Official publications in Morocco
Publish company details in a legal newspaper and the official bulletin, including:
Company type and name.
Brief business purpose.
Headquarters address.
Duration of incorporation.
Share capital amount and cash contributions.
Contributions in kind summary.
Names and addresses of partners and those authorized to bind the company.
Commercial register number.
Embark on Your Business Journey in Morocco
Contact us today and take the first step towards establishing your business in Morocco. Our team is ready to assist you with every detail, ensuring a seamless and successful start.
