Domiciliation in Morocco: everything you need to know in 2024

DOMICILIATION IN MOROCCO: EVERYTHING YOU NEED TO KNOW IN 2023

🏠Domiciliation in Morocco explained easily: companies, startups, individuals, associations, in Arabic …

• What laws apply to domiciliation?
• What is domiciliation?
• Why should you register your company?
• How does domiciliation work in Morocco?
• Next step: transferring the registered office?

What laws apply to domiciliation?

For a long time, domiciliation was governed by an instruction (no. 1923) issued by the Ministry of Justice in 2003, which set the maximum period for which companies could be domiciled at 6 months.

Direct debit is now governed by the law n°89-17 modifying and completing law n°15-95 forming the commercial code (Bulletin officiel n°6745 of January 21, 2019). These provisions are supplemented by decree no. 2-20-950 implementing the provisions of articles 544-2 and 544-7 of the French Commercial Code (Bulletin officiel no. 7011 of August 9, 2021).

What is domiciliation?

The domiciliation, according to the law n°89-17, is “ a contract by which a natural person or legal entity, known as the domiciliary, makes its company headquarters or registered office available to another natural person or legal entity, known as the domiciliary, for the purpose of establishing its company headquarters or registered office, as the case may be. “.

The direct debit contract must be drawn up in writing and contain all the compulsory details set out in the standard model contract appended to the aforementioned decree no. 2-20-950. The parties agree on a fixed term, which may be renewed.

Why should you register your company?

In Morocco, companies are subject to certain obligations concerning their domiciliation. Here are the main requirements :

• Have a physical address: every company must have a physical address in Morocco, which may be a head office address, an office address or a business address.
• Registration in the Trade Register: the company must be registered in the Trade and Companies Register (RCS), providing a physical address.
• Regular updating of information: the company must ensure that information relating to its physical address is regularly updated with the appropriate bodies, such as the tax authorities, the Caisse Nationale de Sécurité Sociale (CNSS), the Direction Générale des Impôts (DGI), etc.

How does domiciliation work in Morocco?

Domiciliating a company in Morocco is a legal procedure that involves establishing the company’s official address. Here are some important points that companies should know about domiciliation in Morocco:

• The domiciliation must be carried out when the company is created.
• Domiciliation is offered by professionals in all Moroccan cities. The services offered differ from one professional to another;
• Companies that already have a registered office in Morocco may not be domiciled there. It is also forbidden for any individual or legal entity to establish its registered office in more than one location;
• Domiciliation can have an impact on company taxation: depending on the location of the domiciliation, the company may be subject to different local taxes.

Companies are advised to contact the relevant authorities and professionals for precise information on the procedure for domiciling in Morocco and the tax implications involved.

Options for domiciling your company

In Morocco, companies have several options for domiciling their headquarters. Here are the main domiciliation options for companies in Morocco:

• Domiciliation in commercial premises: companies can choose to domicile their head office in commercial premises, such as offices or stores. This option is generally chosen by companies needing a physical space in which to operate.
• Domiciliation in business centers: business centers offer shared workspaces and domiciliation services for companies. This option is often chosen by companies requiring flexible workspace and administrative support.
• Domiciliation with a domiciliary: companies can also domicile their head office with a domiciliary. The domiciliataire is a specialized company that provides domiciliation services, including mail and telephone call management. This option is often chosen by companies wishing to outsource their administrative management.
• Domiciliation in free trade zones: companies can also choose to domicile their head office in a free trade zone. Free trade zones offer companies tax and customs advantages, as well as access to high-quality infrastructure.

What are the advantages and disadvantages of domiciliation in Morocco?

The advantages of direct debit are as follows:

• low-cost installation: if you are launching your start-up and do not have the budget to pay a substantial rent, domiciliation can be a way of optimizing your costs;
• a temporary location: domiciliation provides you with a registered office for the purpose of registering your business while you identify your future premises and negotiate your lease;
• Visibility for third parties: domiciliation gives you a head office from which third parties, particularly customers and partners, can contact your company;
• shared services: domiciliation sometimes offers additional services, such as a mailbox, a switchboard to take your calls, and possibly a meeting room to organize your customer meetings.

The disadvantages of domiciliation are as follows:

• the possibility of additional costs: check the quality of the company’s services and read the terms and conditions of your direct debit contract carefully. Lower direct debit fees may mean fewer services. You may therefore incur additional costs for certain services (mail forwarding, telephone answering service, etc.);
• recurring travel : you may have to travel regularly to pick up your mail. You run the risk of losing track of your suppliers’ or customers’ letters too late;
• a long-term commitment : by committing to a minimum period, you may be subject to termination fees in the event of early termination of the contract. Your contract may contain a tacit renewal clause, so that on its anniversary date, your contractual commitment is automatically renewed. Read the clauses of the direct debit contract carefully before signing.

Domiciliation of an individual

If you do not have your own business premises, you may declare your home address, unless otherwise provided by law.

When you apply for registration in the Commercial Register or for a change of registration, you must present: the certificate of ownership or the lease contract, or any other document attesting to the address of your home.

You must also make sure that the :

• is exercised only by the applicant and on the declared premises;
• does not require the reception of customers or merchandise.

Before submitting your application for registration in the commercial register, you must notify the owner of the premises in writing of your intention to establish your business in your home. Your declaration will not entail any change in the use of the building, nor the application of legislation governing commercial, industrial or craft leases.

Examples of domiciliation companies in Morocco

Several professionals offer domiciliation services in Morocco. The following is a non-exhaustive list based on public sources available at the time of writing:

• Fidubay ;
• Sidoric;
• Omri Conseil ;
• Agefic Bcp (Agefic Business Centre Premium) ;
• Office 201 Bc (Office 201 Business Center) ;
• Ideal Consulting ;
• Ovaliz ;
• Morocco Leader Bc2 (Morocco Leader Business Center 2) ;
• Regus Morocco ;
• Domiciliation Center (Company Domiciliation Center) ;
• Servcorp ;
• Moorish;
• My Desk Business Center ;
• Bcng (Business Connection Networking Group).

Note that the services offered by domiciliation professionals are quite diverse and varied. Remember to check the reputation of the domiciliation companies and to read your domiciliation contract carefully before signing.

Some ideas for interesting head offices in Morocco

Choosing the region where your company’s head office will be based is a crucial step.

First of all, the location of your head office can, in certain cases, determine the regulations applicable to your structure:

• any benefits you may be entitled to (regional aid, tax exemptions or advantages, etc.). For example, companies based in the Atlantic free zone in Kénitra and those with “Casablanca Finance City” status are subject to special regulations. Direct debit may not be possible under certain specific rules;
• requirements for completing the formalities involved in setting up your company. Note that the requirements of the investment centers that receive company start-up applications may have specific requirements depending on their geographical location.

To find out more, read the article entitled how to set up a start-up in Morocco?

Secondly, the nature of your business can play an important role in the choice of location for your head office. A good market study, taking into account your offer, that of your future competitors and the needs of your future customers, will undoubtedly help you target the right location for your head office.

Finally, the price of real estate can be a determining factor in the choice of location for your head office.

The Casablanca-Settat region is Morocco’s economic powerhouse, and a real magnet for investors. Figures released by the Casablanca-Settat regional investment center indicate that the region represents :

• 32.3% of national GDP ;
• 20% of Morocco’s population;
• 78% of Morocco’s foreign trade ;
• 30% of domestic companies ;
• ¼ of business start-ups in Morocco ;
• 87% of Morocco’s financial activity ;
• 25% of the national vocational training workforce.

The Tangier region also offers interesting opportunities. Figures released by the Tangier regional investment center indicate that the region represents :

• 2.43% of the national territory ;
• 10.51% of Morocco’s population;
• the 5th wealth-creating region ;
• an unemployment rate estimated at 8.6% in 2019;
• GDP/region (2017) of 111 billion dirhams ;
• a diverse range of growth sectors: industry, logistics, offshore, energy, tourism, services.

Domiciliation of an association

How to register an association in Morocco?

Unlike commercial companies, which are required to register with the Registre du Commerce, the creation of an association is subject to a simple declaratory procedure. In other words, anyone wishing to set up an association must make a declaration to the local administrative authority (Caïd or Pacha) in whose jurisdiction the association’s head office is located, either directly or through a bailiff.

Your declaration must include details of your association’s registered office.

However, Dahir no. 1-58-376 of November 15, 1958 regulating the right of association (as amended or supplemented, notably by law no. 75-00 promulgated by Dahir no. 1-02-206 of July 23, 2002) is fairly silent on the question of how to justify the registered office of associations.

In practice, we strongly recommend that you contact the relevant Wilaya to confirm the nature of the documents required for your association’s head office.

Is it possible to sign a domiciliation contract in Arabic?

In Morocco, Arabic is the official language of public administration and public and private establishments. Please note that the standard model of the domiciliation contract set by decree is in Arabic. Your direct debit contract can therefore be drawn up in Arabic.

What are the obligations of the domiciled company?

To register your company, you must :

• declare to the domiciliation agent any change relating to the legal form, name and corporate purpose of your company, as well as the names and addresses of the directors and persons delegated to bind the domiciled company vis-à-vis the domiciliation agent. Your declaration must be accompanied by supporting documents;
• deliver to the domiciliation agent all registers and documents required by law, necessary for the performance of your company’s obligations;
• inform the domiciliation agent of any dispute or lawsuit to which you are a party concerning your business activity;
• inform the clerk of the competent court , the tax authorities, the General Treasury of the Kingdom and the customs authorities, where applicable, of the transfer of the registered office, within one month of the expiry date of the contract or its early termination;
• authorize the domiciliation agent, who accepts it, to receive all notifications on your behalf;
• indicate that you are domiciled with a domiciliary in all your invoices, letters, purchase orders, price lists, brochures and other business documents intended for third parties.

Next step: transferring your registered office?

As part of their business development, companies may feel the need to have a space dedicated to their employees, and which also allows them to welcome their customers more comfortably. This may make it necessary to switch from domiciliation to a commercial lease.

As such, you should consider transferring your registered office from your current location to a new address. Note that whatever the corporate form of your company, transferring the registered office will require a modification to the articles of association, usually decided at an extraordinary general meeting of shareholders. The decision must be taken under the quorum and majority conditions required for a change in the Articles of Association.

For further information, please consult the following articles:

• Protecting your intellectual property in Morocco;
• Declaring personal data processing in Morocco ;
• Term Sheet in the fund-raising process;
• Fundraising in French-speaking Africa: understanding fundraising typologies