SETTING UP A COMPANY IN MOROCCO

Form of Companies

Société à Responsabilité Limitée S.A.R.L. (private limited company)

  • Number of partners: 1 minimum and 50 maximum
  • Capital (max/min): MAD 10,000
  • Shareholders and liability: Responsibility is limited to the amount of contributions.

Société anonyme, S.A. (public limited company)

  • Number of partners: 5 minimum with no maximum
  • Capital (max/min): MAD 3,000,000 to open a listed public limited companies and MAD 300,000 for a Public Liability company.
  • Shareholders and liability: Responsibility is limited to the amount of contributions.

Société en nom collectif, SNC (Partnership)

  • Number of partners: 2 partners at the minimum
  • Capital (max/min): no minimum capital.
  • Shareholders and liability: Responsibility is unlimited.

Société en Commandite Simple, SCS (Limited Partnership)

  • Number of partners: 2 partners at the minimum
  • Capital (max/min): MAD 10 000.
  • Shareholders and liability: Responsibility is limited

CORPORATE TAXES

 

 

Main Taxes Rates
Standard rate for insurance companies, banks and financial institutions 10%
Tax Rate For Foreign Companies Moroccan tax applies territorially. Foreign companies are liable on Moroccan-sourced income if they have a permanent establishment in Morocco. There is an opt-in tax for qualifying activities of 8% of contract amount (see rate table), which requires the submission of a tax declaration before 1 April of each fiscal year. Otherwise, tax incentives apply equally to resident and foreign companies.

Moroccan residency status applies if a company is incorporated in Morocco or its place of effective management is in Morocco.

Capital Gains Taxation Capital gains derived from the disposal of immovable property generally are subject to a 20% tax. Higher rates are applicable in some specific cases. Capital gains derived from the disposal of shares are subject to tax at 20%.
Capital gains derived from the disposal of a residence used as principal residence for at least six years are exempt from taxation.
Main Allowable Deductions and Tax Credits Expenses incurred in connection with business activities are generally deductible unless specifically excluded. The development as well as incorporation expenses shall be capitalised and depreciated for tax purposes over a period of five years. Interest on loans granted by direct shareholders is deductible if the capital is fully paid in.

Charitable contributions made by companies are deductible only if they are granted to foundations and societies explicitly provided by law. The contributions made to the community enterprise are deductible at up to 0.2% of the company turnover.

Tax losses may be carried forward for a period of four years from the end of the loss-making accounting period. However, the portion of a loss that relates to depreciation may be carried forward indefinitely. The carryback of losses is not permitted.

Foreign tax relief is provided for foreign-sourced income.

The Budget Law of 2015 introduced a tax benefit allowing companies created between 1 January 2015 and 31 December 2019, with 5 employees or fewer, to be exempted from personal income tax on gross monthly salary income capped at MAD 10,000. Real estate developers can apply for tax exemption between 1 January 2010 and 31 December 2020 for construction programs for social housing in cooperation with the government.

Morocco offers tax incentives in the form of tax exemption or taxation at more advantageous rates for local and foreign investors. Newly incorporated companies are exempt from the business tax for a period of five years. Exporting companies and businesses operating tourism facilities (subject to certain conditions) are exempt from corporation tax for the first five years of activity and are subject to lower rates beyond that period. Certain companies established in free trade zones are exempt from the business tax for a period of 15 years, and from corporation tax during the first five years of activity (followed by a taxation at a rate of 8.75% after these five years for a period of 20 years).

Other Corporate Taxes A Payroll tax (called professional training tax) is imposed on the gross monthly remuneration of employees that are subject to social security contributions, at a rate of 1.6%.Registration duties are due on all written or verbal conventions, such as property transfer of real estate, shares, or rights; company set up; equity increase; and goodwill transfer. The rates of registration duties range from 1% to 6%. A flat rate of MAD 200 is also applicable to specific operations and conventions.  The company set up and the capital increase are subject to registration duties at the rate of 1%. The transfer of non-listed shares is subject to registration duties at the rate of 4%. However, a 6% rate is applicable to the transfer of shares of real estate companies. The applicable rate for the transfer of goodwill is 6%.

A municipal tax is levied at a rate of 10.5% of the rental value of properties located in urban areas and 6.5% for properties located on the outskirts of cities.

The business tax (taxe professionnelle) consists of a tax on the rental value of business premises (rented or owned) and fixed assets. The tax rates range from 10% to 30%, with exemption for the five first years of activity. The rental value is exempted for the portion of cost exceeding MAD 50 million.

Withholding TaxesDividends: 15% unless otherwise provided in a tax treaty, Interest: 10% (a loan granted for 10 years or more is exempt from withholding tax), Royalties: 10% unless otherwise provided in a tax treaty.

ACCOUNTING AND MANAGEMENT

Accounting Rules

Tax Year
The calendar year normally is the fiscal year, although a company may opt for a different fiscal year.
Accounting Standards
All banks and similar financial institutions need to file using IFRS Standards. All companies listed on the Casablanca Stock Exchange other than banks and similar financial institutions are required to choose between IFRSs and Moroccan GAAP.
Accounting Regulation Bodies
National Council of Accounting (Link in French)
Accounting Reports
Moroccan Institute of Chartered Accountants aims to converge the Moroccan Standards on Auditing with International Standards on Auditing (ISA) for statutory audits by December 2017.
Publication Requirements
The balance sheet describes separately the asset and liabilities items of the business.
The income and expense account summarizes the incomes and expenses of the financial year without considering their date of cashing or payment.
The management balances report describes the formation of the net income and that of self-financing.
The funds flow statement highlights the financial growth of the company during the financial year by describing the resources provided and jobs provided from it.
The additional details report supplements and comments on information provided by the balance sheet, the income and expense account, the management balances report and the funds flow statement.The account should be certified annually.
Professional Accountancy Bodies
Moroccan Institute of Chartered AccountantsMoroccan Institute of Internal Auditors
Certification and Auditing
Audit is obligatory for public limited companies, listed companies, banks and private limited companies with annual turnover higher than MAD 50 million. In the case of a public limited company, a company’s audit must be done by a government appointed auditor during the annual general meeting. The government auditor must belong to the Public Accountants Corporation.
For some companies – listed, public, banking, credit institute companies, etc – the audit must be done by two government auditors.
Accounting News
Accounting News from Morocco

HUMAN RESOURCES MANAGEMENT

Working Contracts
Employment regulations have been adopted in July 2003 and are in force since June 2004. Employment contract is governed by legal provisions and to a lesser extent by collective agreements and individual negotiations.
The employment contract form is rather rigid. Three types of contracts coexist: the permanent contract, the fixed term contract and the contract to complete a given work.
Minimum Wage
MAD 2 334 (source: ILO, 2013, lastest available data).
MAD 2 570.86 per month for non agricultural sector and MAD 1 812.98 for agricultural sector in 2018 according to the Moroccan government data.
Average Wage
The ILO does not have data on the average wage in Morocco.
The average gross wage fluctuates a lot depending on activity sectors. Several privates polls estimate it between MAD 4 000 and 5 000 per month in 2017.
Legal Weekly Duration
44 hours per week for non-agricultural sector.
48 hours per week for agricultural sector.
Contributions
Contributions Paid By the Employer:

  • Old age (7.93%),
  • Sickness (0.67%),
  • Healthcare (4.11%),
  • Unemployment (0.38%),
  • Family Benefits (6.4%),
  • Professional training (1.6%),

totalling 21.09% of gross payroll.

Contributions Paid By the Employee:

  • Old age (3.69%),
  • Sickness (0.33%),
  • Healthcare (2.26%),
  • Unemployment (0.19%),

totalling 6.74% of gross earnings.

 

Labour Laws
Consult Doing Business Website, to obtain a summary of the labor regulations that apply to local entreprises.