• What is the business domiciliation in Morocco?

• Why domicile your company?

• What is the duration of domiciliation?

• What is business domiciliation?

• Why domicile your business?

• How to choose your domicile? How long can you domicile your business?

• What changes with the new law of 2021 on the rules of domiciliation?

• What is the duration of the domiciliation contract? What are the obligations of the resident?

• What are the obligations of the domiciliary? Who can be a domiciliary?

We answer all these questions in this article. You will know everything about business domiciliation in Morocco.

What is the business domiciliation in Morocco?

The domiciliation consists of choosing as the registered office of a company (called domiciled) the address of another company (called domiciliary).

This involves giving the domiciled a legal address without it actually being there. This address is therefore legally considered as the head office of the domiciled company vis-à-vis all administrations and third parties: Tax administration (Directorate General of Taxes), National Social Security Fund, Customs Administration, Commercial Court as well as as all of the company's customers and suppliers.

Why domicile your business?

First of all, it is a legal obligation. Every business must have a legal address. It is an obligation when setting up a business. This address must be included in all the company's legal and administrative documents: contracts, invoices, etc.

The chosen address allows third parties to give a certain image to the company. The choice of the address that we will attribute to our company thus becomes a brand issue.

The legal framework for domiciliation in Morocco?

Business domiciliation in Morocco has undergone some regulatory changes since its establishment in 2003. Here are the key dates of this change:

2003: Note from the Ministry of Justice N°1923 of 2003
Although it is only an instruction not having the legal force of a law, this instruction was the only legal text to regulate direct debit.

The duration of the domiciliation according to this law is three months renewable only once. That is a maximum duration of six months. Beyond that, the company had to change its registered office to another address on the basis of a commercial lease or an acquisition.

According to this same instruction, by exceeding this maximum duration, the domiciled company was deemed to be dissolved. In practice, no company has been dissolved for this reason.

2019: Law N°89-17 promulgated by Dahir N°1-18-110 of January 09, 2019
The 2019 law provided a legal framework by integrating it into the Commercial Code.

This law regulates the domiciliation activity and sets the obligations of the parties (domiciled and domiciliary).

2021: Decree 2.20.950 of June 25, 2021 published on August 9, 2021
This implementing decree of the 2019 law provides more details on the obligations of the parties and The text defines the standard model of the domiciliation contract.

What are the obligations of the two parties (domiciled and domiciliary)?

The domiciled and the domiciliation agent are required to sign a domiciliation contract according to the model set by decree.

The domiciliation contract is concluded for a period renewable by tacit agreement.

Obligations of the resident:
Make a declaration to the domiciliary
– if it is a natural person, any change in his personal address and activity
– if it is a legal person, the declaration of any change in the legal form, the name, the object, the names and addresses of the managers, the persons having delegation to deal with the domiciliation agent
Provide the domiciliation agent with all the registers and documents necessary for the performance of its obligations
Inform the domiciliation agent of any probable litigation or any business
Inform the competent authorities of the cessation of direct debit
Give a power of attorney accepted by the domiciliation agent to receive all notifications on his behalf
Mention his status as domiciled in all commercial documents intended for others
Obligations of the paying agent:

Provide the domiciled with equipped premises for making and receiving communications, holding meetings and keeping the registers and documents provided for in the texts
Ensure the identity of the person domiciled by requesting a copy of an identity document of the domiciled natural person and a certificate of registration in the commercial register for legal persons
Keeping documents relating to the company's activity and the obligation to update them
Keep the documents that can determine the identity of the resident. This conservation is planned for five years after the end of the domiciliation relationship
Ensure the registration of the domiciliation in the commercial register
Keep a file on each domiciled person containing the authentication documents: For natural persons: • Personal addresses, • Telephone details • Numbers of their identity cards, • Emails; As regards legal persons: • Documents attesting the addresses,• Telephone numbers• Identity cards of their leaders as well as their emails.
Communicate to the authorities the following information:• Communicate to the authorities, the list of persons domiciled on an annual basis,• Notify the authorities when letters sent by the tax services to the domiciled, could not be delivered;• Inform the clerk at the court, of the end of the domiciliation contract; • Communicate to the authorities, the information likely to allow them to contact the person domiciled; • Ensure that the secrecy of information and data relating to the domiciled person is respected.
Sanctions in the event of non-compliance with obligations:
In the event of non-compliance with the obligations set out above, the domiciliary assumes joint and several liability with the domiciliary. In practice, he could be required to jointly settle tax debts incumbent on the resident.

How to become a domiciliation agent in Morocco?

To become a domiciliation agent, you must meet the following conditions:

Justify the ownership (or lease) of the premises made available to the resident
Be in a regular situation vis-à-vis the tax authorities;
Not have been convicted by the courts;
Not having been the subject of a final decision pronouncing against him the commercial forfeiture.
A declaration must be made to the competent administration to request its approval.