SARL in Morocco: the preferred legal vehicle for investors

Salaheddine YatimManaging Partner, Upsilon Consulting

The SARL is the most used legal form when creating a company. Indeed, it represents about 90% of the volume of company creation.

The success of the SARL in Morocco is not by chance. It represents fiscal, legal and flexibility advantages which make it the legal vehicle of choice.

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These advantages are the following:

  • The limited liability of the shareholders (rather called partners).
  • The flexibility that it provides for project owners;
  • The ease with which it can be set up;
  • Certain tax advantages, particularly in comparison with partnerships.
  • An LLC is subject to corporate income tax. Depending on its activity, it is also subject to VAT. Local taxes apply depending on the case.

This article sheds light on this legal vehicle.

Except in very limited cases, the choice of the LLC is almost automatic and natural. In the following, we will analyze the various advantages of the LLC.

Read also : What are the difference between the main legal forms in Morocco

SARL in Morocco: limited liability of shareholders

The SARL in Morocco is a commercial company by form. Indeed, whatever its purpose, the SARL is considered as commercial.

The SARL is a company which is constituted between one or more partners. The partners of the SARL in Morocco do not automatically obtain the quality of trader. It is, therefore, ideal for investing when one carries out an activity incompatible with the function of trader.

Moreover, in case of dissolution / liquidation of the SARL, the associates bear the losses only up to their contributions. This is why we speak of limited liability.

Note, finally, that the limited liability company is a form that is only suitable in the following cases:

Firstly : Banking and credit distribution

Secondly: Insurance (agents and brokers can be incorporated as an LLC)

Third: Savings and capitalization

Management method: Flexibility of the LLC

The status of the LLC is a hybrid company. Indeed, it has been designed to be at the crossroads between a capital company and a partnership.

The SARL in Morocco has several advantages that seduce project holders:

  • Number of partners that can go up to 50 persons;
  • No minimum: a SARL can be constituted with only one partner;
  • Formalities of constitution very simple: On average, the time of constitution does not exceed 2 weeks (all formalities included);
  • No minimum capital is required;
  • No obligation to block the capital at the bank (if the capital < 100.000 dirhams);
  • When there is a capital, the associates must release the capital at a minimum of 25%. This payment is made either :

In the hands of the manager if the capital is less than one hundred thousand dirhams

In a blocked account in the opposite case

The limited liability company must have one or more managers. The manager(s) must be natural persons and are not necessarily partners. They are appointed in the statutes and can be dismissed at any time by the partners.

The appointment of an auditor is not mandatory. However, it becomes mandatory when the SARL has a turnover of more than 50 million dirhams.

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