How to Open a Branch in Morocco

How to Open a Branch in Morocco: Step-by-Step Legal Guide for Foreign Companies

Introduction

Opening a branch in Morocco is a strategic move for foreign companies seeking to expand into the North African market. With its stable legal environment, growing economy, and key location between Europe and Africa, Morocco offers unique business opportunities. However, opening a branch involves precise legal steps and regulatory compliance.

This article provides a comprehensive guide on how to open a branch in Morocco, including the legal framework, required documents, and ongoing obligations.

1. What Is a Branch in Moroccan Law?

A branch (succursale) is a secondary establishment of a foreign company that operates in Morocco under the name and control of the parent company. It is not a separate legal entity, which means that the parent company remains fully liable for its actions.

Unlike a subsidiary (which is a Moroccan company), a branch:

• Has no independent legal personality,
• Cannot have capital of its own,
• Must report all activities to the parent company.

2. Legal Framework

Opening a branch in Morocco is governed by:

• The Moroccan Commercial Code,
• The Law on Companies (Law 5-96),
• Tax laws and foreign exchange regulations.

Foreign companies are free to open branches, but the process must comply with the rules set by the Moroccan Trade Registry and General Tax Directorate.

3. Required Documents

To register a branch, the following documents are typically required:

• Certificate of incorporation of the parent company,
• Articles of association of the parent company,
• Board resolution authorizing the creation of the branch in Morocco,
• Power of attorney for the local representative,
• Copy of the ID/passport of the branch manager,
• Leased office contract in Morocco (legal address),
• Translated and legalized copies of all foreign documents (into French or Arabic).

Note: All documents must be legalized at the Moroccan consulate or apostilled.

4. Steps to Register a Branch in Morocco

Step 1: Choose a Legal Address

You must have a lease agreement for your branch office in Morocco.

Step 2: Prepare and Legalize Documentation

Ensure all required documents are translated, certified, and legalized.

Step 3: Register with the Regional Investment Center (CRI)

Submit the full file to the CRI, which handles the registration with:

• Trade Registry (Registre de commerce),
• Tax authorities (for ICE and tax ID),
• CNSS (if hiring employees).

Step 4: Publication in Legal Gazette

Once registered, a legal notice must be published in:

• A legal journal,
• The official bulletin.

5. Tax and Accounting Obligations

A branch is subject to Moroccan corporate tax, VAT (if applicable), and must maintain proper accounting books in line with Moroccan standards.

Main taxes include:

• Corporate tax (currently 20%-35% depending on profit level),
• VAT (standard rate: 20%),
• Withholding taxes (if transferring profit abroad).

6. Appointing a Local Representative

It is mandatory to appoint a legal representative in Morocco. This person will:

• Represent the branch before tax authorities and third parties,
• Sign contracts on behalf of the branch.

7. Advantages and Considerations

Advantages:

• No need to create a new company,
• Easier control from the parent company,
• Access to Moroccan and African markets.

Considerations:

• The parent company assumes full liability,
• Some sectors may require licenses or authorizations,
• Legal translation and notarization can take time.

Conclusion

Opening a branch in Morocco is a practical option for foreign companies wishing to operate under their own name while keeping full control of operations. However, the process involves careful legal compliance and local representation.

At Legal Morocco, we assist foreign businesses from A to Z in opening their branch, including document preparation, registration, tax compliance, and legal representation.

Read more : Company Formation & Business Setup in Morocco