The SARL (limited liability company) is the most common legal form in Morocco: flexible, protective and suited to the majority of projects. This article reviews its formation, share capital, taxation and obligations, to help you determine whether the SARL is the right structure — including in a free zone.
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What is a SARL?
The SARL is a company in which the liability of the shareholders is limited to their contributions. It may be formed by one or more shareholders (up to 50); with a single shareholder, it is known as a single-member SARL (SARLAU). It is run by one or more managers.
Share capital
The share capital of a SARL is freely set by the shareholders: there is no longer any legal minimum, which makes formation easier. The capital is divided into shares allocated among the shareholders according to their contributions.
Taxation of the SARL
The SARL is subject to corporate income tax (CIT): 20% up to 100 million dirhams of net profit, 35% above that. It is liable for the minimum contribution (exempt for the first 36 months) and for VAT depending on its activity. Dividends distributed to shareholders bear a withholding tax. See our guide to corporate tax in Morocco.
Obligations of the SARL
Keeping compliant accounts, filing financial statements, tax and social security returns. The appointment of a statutory auditor becomes mandatory when turnover exceeds the legal threshold of 50 million dirhams excluding tax.
SARL in a free zone: an advantageous special case
The SARL form is fully compatible with establishment in a free zone (industrial acceleration zone), which gives entitlement to the five-year CIT exemption, then taxed according to the company’s situation. The choice of legal form and the choice of regime are two separate decisions: see our article on the legal structure in a free zone.
Need advice on this topic? Cabinet Dami & Associés, chartered accountants with offices in Tangier and Casablanca, will reply within 24 hours.
How Cabinet Dami & Associés supports you
Since 1991, Cabinet Dami & Associés has supported the formation and management of SARLs in Morocco, in Casablanca as in Tanger Free Zone, through our business setup service. To form your SARL under the right conditions, contact our experts.
FAQ — SARL in Morocco
What is the minimum share capital for a SARL?
The share capital is freely set by the shareholders; there is no longer any legal minimum.
How is a SARL taxed?
CIT (20% up to MAD 100 million of profit, 35% above that), the minimum contribution (exempt for 36 months) and VAT depending on the activity.
Must a SARL have a statutory auditor?
Yes, when its turnover exceeds 50 million dirhams excluding tax.
Conclusion
The SARL in Morocco is a flexible form suited to most projects, including in a free zone. To choose and form your structure, talk to the experts at Cabinet Dami & Associés.
Official source: Directorate General of Taxes (DGI); Law 5-96 on companies.
The information in this article is provided for guidance only and may change as laws and regulations evolve. For an analysis tailored to your situation, contact Cabinet Dami & Associés — Tanger Free Zone: +212 539-39-81-18.
Further reading
