Clause 763 - Definition.
The definition of a foreign investment is any investment made in foreign currency by private or legal person of foreign nationality either resident or non-resident as well as private persons of Moroccan nationality living abroad.
These investments benefit from a convertibility regime which guarantees the investors the complete freedom to:
- Implement the investment operations in Morocco;
- Transfer any income generated by these investments. The income of investments represent a current operation which transfer terms are defined in Chapter 1, Title VI, Part Two of this clause;
- Transfer of the benefit made from settlement or sale of the investments.
Clause 764 - Forms of investment.
Foreign investment in Morocco can take the following forms:
- Establishment of companies in accordance with the legal or regulatory provisions in effect;
- Capital participation in an existing company;
- Subscription to the capital increase of an existing company;
- Establishment of a branch or liaison office;
- Acquisition of Moroccan transferable securities;
- Contribution to the current account of partners in cash or in trade receivables;
- Unpaid short-term financial assistance;
- Related foreign currency loans in accordance with the provisions of this clause;
- Acquisition of real property or rights of use of such property;
- Equity financing of real estate construction works;
- Establishment or acquisition of a sole proprietorship.
The above clause transactions may be carried out in any sector of economic activity. Investors must comply with the provisions in effect in the sector of activity for which they have opted.
Clause 766 - Reports.
Foreign investors, including Moroccans living abroad, are obliged, within six months starting from the end date of the investment transaction, to send to the Office des Changes directly or through their bank, fiduciary, notary, lawyer ... a report highlighting the following:
- the identity, nationality and place of residence of the investor;
- the line of business;
- the amount of the investment;
- the form of the investment.
On top of this report, the following documents must be presented:
I- For the establishment of companies, capital participation, subscription to the capital increase and acquisition of transferable securities;
Company status, minutes of the general constitutive assembly meeting and declaration of subscription and payment
Extraordinary minutes of the general assembly ratifying the increase of capital, a memorandum of understanding between partners;
Depending on the case:
For investments in foreign currencies, in convertible dirhams or by debit to a convertible account: forms (2, 3 or 4) or bank certificates justifying the financing in foreign currencies, in convertible dirhams or by debiting a convertible account;
For investments that are financed by the contribution of imported goods or materials: import licenses duly filled by the Customs department and indirect taxes as well as bank statements of non-payment produced by the bank domiciling the import licenses; for the contributions other than those imported from abroad, copies of acquisition contracts, forms (2, 3 or 4) or bank certificates justifying their financing in foreign currencies, in convertible dirhams or by debiting a convertible account in addition to the report of the contribution auditor;
For investments financed by consolidation of debts intended for technical foreign assistance, a copy of the agreement by the relevant Office des Changes;
for real estate acquisitions, a copy of the acquisition contract or any other document that can replace it as well as the forms (2, 3 or 4) or bank certificates justifying their financing in foreign currencies, in convertible dirhams or by debit of a convertible account;
II-for advances related to partners' current account and related loans: copies of corresponding contracts and forms (2, 3 or 4) or bank statements justifying their financing in foreign currency or in convertible dirhams and the detailed statement of the "Associates current account".
III-for the acquisition of real property and the rights attached to it, as well as the development and construction work of the said real property: copies of the acquisition contracts, a statement showing the expenses incurred accompanied by the corresponding invoices as well as the forms (2, 3 or 4) or bank statements justifying the financing of investment in foreign currencies, convertible dirhams or debit of a convertible account.
Any Moroccan legal person whose capital is partly or wholly owned by foreign resident or non-resident must annually update its record with the Office des Changes by providing a statement showing the distribution of its capital between residents and non-residents as well as a proof of financing of the foreign capital participation.