Country investment factsheet · National business law
Legal & tax framework for investment — 2026 edition
Related reading: for a broader introduction to setting up in Morocco, see our 2025 article Successful Business Establishment in Morocco. This factsheet complements it with an updated, structured data reference.
A crossroads between Africa, Europe and the Middle East, Morocco has established itself as a strategic investment hub, anchored by a modernised legal framework, an extensive free-trade agreement network and flagship infrastructure (Tanger Med, Casablanca Finance City). Morocco is not an OHADA member state — its business law is national, distinct from the OHADA framework applied across the 17-state West and Central African zone. This factsheet summarises the macroeconomic, tax and legal data relevant to an entry decision, with particular focus on the legal securing of the investment.
Morocco at a glance
Note: legislative elections are scheduled for 23 September 2026; the incumbent Head of Government has announced he will not stand again, so a change of government is expected after the vote — a factual point of context, not a forecast.
A national business-law framework
- Not an OHADA member. Morocco applies its own Commercial Code and company statutes — Law 17-95 on public limited companies (SA) and Law 5-96 on limited liability companies (SARL), general partnerships (SNC), limited partnerships (SCS or SCA) and simplified joint-stock companies (SAS). There is no CCJA, no SYSCOHADA accounting and no CFA franc zone in Morocco.
- Arbitration — Law 95-17 (Dahir n°1-22-34 of 24 May 2022, on arbitration and conventional mediation, in force since June 2022): domestic and international arbitration is recognised as valid in Morocco, and foreign arbitral awards are subject to the exequatur procedure (Morocco being a member of the New York Convention). International investment disputes fall within the jurisdiction of ICSID/the World Bank.
- CGNC accounting standard (Code Général de Normalisation Comptable) — the national accounting framework.
- Member of the African Union, the AfCFTA, the WTO and a network of free-trade agreements (including the US and Turkey), and holder of an advanced-status association agreement with the EU.
Common company forms
| Form | Minimum capital | Typical use |
|---|---|---|
| SAS | Set freely by the by-laws (no statutory minimum) | Joint ventures or subsidiaries of mid-sized/large groups requiring tailored governance. |
| SARL (LLC) | Set freely by the by-laws (no statutory minimum) | Simpler projects, most common vehicle for subsidiaries |
| SA (public limited company) | MAD 300,000 (MAD 3,000,000 if public offering; min. 5 shareholders) | Codified governance, access to public savings, larger projects |
| Branch | Attached to the foreign company | Market-entry vehicle before incorporating locally |
Tax regime — the essentials (2026)
| Tax | Rate | Details |
|---|---|---|
| Corporate income tax (CIT) | 20% / 35% | 20% on net taxable profit below MAD 100,000,000; 35% at or above that threshold (a threshold effect, not a progressive scale). A special 40% rate applies to credit institutions, Bank Al-Maghrib, the CDG and insurance/reinsurance. Minimum contribution: 0.25% of turnover excl. VAT (0.15% for certain regulated products). |
| VAT | 20% / 10% | Since 1 January 2026 (2026 Finance Act reform completed), only two rates remain: 20% standard, 10% reduced. |
| Withholding taxes (non-residents) | Dividends 11.25% · interest/royalties/services 10% | Dividends: 11.25%. Interest, royalties and service fees: 10%. Reduced rates possible under a tax treaty, subject to a certificate of tax residence. |
| Tax treaties | Extensive network | Morocco has an extensive bilateral tax-treaty network. The France-Morocco treaty (signed 29/05/1970, amended 18/08/1989) remains in force. The applicable reduced rate depends on the specific treaty — to be checked case by case. |
Tax source: PwC Worldwide Tax Summaries — Morocco (updated 30/04/2026); 2026 Finance Act. To be confirmed against the General Tax Code in force at the time of the transaction.
Attractive sectors
- Automotive — Africa’s leading car manufacturer, over 1 million vehicles produced in 2025.
- Phosphates (OCP) — Morocco holds over 70% of the world’s known phosphate reserves.
- Tanger Med — Africa’s largest port, a logistics gateway to Europe and beyond.
- Renewable energy — the Noor solar programme, targeting 52% renewable capacity by 2030.
- Offshoring & financial services — Casablanca Finance City (CFC), a regional financial and business hub.
- Aerospace & tourism — established and growing value chains.
Investment incentives
- Investment Charter (Law 03-22, 2022) — a national framework targeting MAD 550 billion in investment and 500,000 jobs, with tax, customs and administrative incentives calibrated by project size and region.
- AMDIE (Moroccan Investment and Export Development Agency) — the national one-stop shop for investors, coordinated with the regional investment centres (CRI).
- Casablanca Finance City (CFC) — a dedicated status for regional headquarters, financial and holding activities.
- Industrial acceleration zones — dedicated customs and tax regimes for export-oriented manufacturing.
Work permits for expatriates
- Foreign staff on a local employment contract require a work permit (contrat de travail visé) and a residence card, processed through the Ministry of Employment and the relevant authorities.
- Transfer of salaries to the home country is permitted, subject to Moroccan tax and social-security obligations having been met.
Foreign-exchange regulation
- Regulator: the Office des Changes. All transactions involving a cross-border flow fall under the Instruction Générale des Opérations de Change (IGOC), issued and monitored by the Office des Changes (latest version as at 1 January 2026).
- Repatriation of dividends and capital. Foreign investors are guaranteed the right to transfer the proceeds of their foreign investments (dividends, repayment of shareholder current accounts, disposal proceeds, liquidation surplus), provided the original foreign investment was made in foreign currency and documented through the banking system (the “Formule 2” foreign-currency purchase form).
- Degressivity principle for continuous services. For imports of continuous services (technical assistance in particular), the IGOC requires that the fee reflect the know-how and results acquired over time and move on a degressive basis — a point to factor into the structuring of intra-group management-fee agreements.
- Good practice. Fund every investment (including shareholder current accounts and similar items) in foreign currency and keep documentary traceability of each flow.
Regulation subject to change — precise terms (forms, declarations, timelines) to be checked with the Office des Changes (oc.gov.ma) and an approved intermediary bank.
Securing the investment — the UGGC angle
Beyond the figures, a successful entry rests on command of a legal framework that is national rather than OHADA-based — the levers and reflexes are different from those used elsewhere on the continent.
- Company-law flexibility — SARL and SAS with no statutory minimum capital for lean structures; SA for larger or listed projects.
- FX & repatriation — structure the investment in foreign currency from day one, full documentary traceability.
- Governance & compliance — CGNC accounting, sector-specific regimes (CFC, industrial acceleration zones), early-difficulty prevention.
- Recourse to international arbitration for dispute management (e.g. ICC, CIMAC) and recognition in Morocco of foreign arbitral awards subject to exequatur (New York Convention).
Our teams support these transactions across M&A, tax law and litigation & arbitration.
Our reading — the practitioner’s view
The figures don’t tell the whole story. Here are the points we flag to our clients before any entry into Morocco — where field experience makes the difference.
Which structure to choose?
For a foreign operator, the SARL remains the vehicle most commonly used for a subsidiary — no statutory minimum capital, simpler governance. However, since 2021 Morocco has introduced a new company form, the SAS, which is now the structure recommended by default for any new entity, owing to its flexibility (no minimum share capital) and its freedom of governance.
See our article: “Successful two years on: the Société par Actions Simplifiée (SAS) in Morocco.”
The SA only becomes relevant for larger-scale projects, a public offering of securities, or where a codified governance structure is expected by partners or lenders (minimum capital MAD 300,000, or MAD 3,000,000 for a public offering with at least 5 shareholders). A branch can be a useful first step before local incorporation.
Three pitfalls investors underestimate
- Foreign-exchange documentation is not optional. Repatriation of dividends and capital is guaranteed by law, but only if the original investment was funded in foreign currency and documented. Without supporting documents, obtaining a regularisation can be difficult, and investment proceeds may as a result be blocked in Morocco. Structuring this point at entry — rather than after the fact — avoids delays at the time of repatriation.
- Having an authorised local signatory is key. Most administrative and legal formalities in Morocco require signatures legalised in Morocco or notarised, or even apostilled where signed abroad. This is often also a requirement for signing commercial contracts, and electronic signature via international platforms (Yousign, DocuSign, etc.) is not recognised under Moroccan law. Having a signatory (potentially a legal representative) in Morocco is essential to be able to sign and validate documents quickly.
- Moroccan labour law is highly protective of employees and complex to apply. Some obligations only carry modest fines in principle but can have significant consequences: for example, the absence of staff representatives (in principle sanctioned by a modest fine) is often treated by the courts as grounds for nullifying any dismissal of an employee, whatever the reason for it.
From text to practice
AMDIE and the regional investment centres (CRI) are the operational entry points for incorporation and incentive applications. For dispute resolution, anchoring international contracts to CIMAC arbitration under the 2022 arbitration law provides a predictable, internationally recognised framework. Traceability of foreign-currency financing, from entry into the capital, remains the single most decisive factor for smooth repatriation later.
Frequently asked questions
What is the minimum capital to set up a company in Morocco?
A public limited company (SA) requires a minimum capital of MAD 300,000 (MAD 3,000,000 if it makes a public offering of securities, with a minimum of 5 shareholders). The SARL and the SAS have no statutory minimum capital — it is set freely by the by-laws. Morocco is not an OHADA member state: company law is national (Law 17-95 for the SA, Law 5-96 for the SARL and other forms).
What is the corporate income tax rate in Morocco?
Following a multi-year convergence path, as of 2026 the standard rate is 20% for net taxable profit below MAD 100,000,000 and 35% above that threshold (a threshold effect, not a progressive scale). A special 40% rate applies to credit institutions, Bank Al-Maghrib, the Caisse de Dépôt et de Gestion and insurance/reinsurance companies.
What is the VAT rate in Morocco?
Following the reform completed by the 2026 Finance Act, Morocco applies only two VAT rates from 1 January 2026: 20% (standard rate) and 10% (reduced rate). The intermediate 14% and 7% rates have been phased out.
How can dividends be repatriated from a Moroccan subsidiary?
Under the foreign-exchange convertibility regime administered by the Office des Changes (Instruction Générale des Opérations de Change, in force since 1 January 2026), foreign investors are guaranteed the right to transfer profits and to repatriate disposal or liquidation proceeds, provided the investment was funded in foreign currency (not in dirhams) and duly declared. Rates may be reduced by an applicable tax treaty.
Does Morocco apply OHADA business law?
No. Morocco is not an OHADA member state. Business law is national (Commercial Code, Laws 17-95 and 5-96 on companies, the 2022 arbitration Law 95-17, CGNC accounting standards). Morocco is a party to the 1958 New York Convention on the recognition and enforcement of foreign arbitral awards, and international arbitration is commonly seated at CIMAC in Casablanca.
Considering an entry into Morocco?
Contact the UGGC Africa Morocco team · Download the country factsheet (PDF)
Disclaimer. This country factsheet is provided for general information, as at July 2026; it does not constitute legal or tax advice and cannot bind UGGC Africa. The figures are drawn from public sources and are subject to change (notably through Moroccan finance acts and Office des Changes instructions). Any investment decision should be the subject of a tailored analysis.
Sources: Haut-Commissariat au Plan (HCP, national accounts and economic outlook, June 2026) · IMF (Article IV consultation, March 2026) · World Bank · Worldometer (population) · PwC Worldwide Tax Summaries — Morocco (updated 30/04/2026) · Office des Changes (oc.gov.ma, Instruction Générale des Opérations de Change, in force 1 January 2026) · CIMAC (cimac.ma) · UNCITRAL (New York Convention status) · AMDIE · Casablanca Finance City · uggcafrica.com.