The exchange regime for foreign investment in Morocco enables foreign (or non-resident) investors to convert their investments. Indeed, this regime allows non-residents who have invested money in Morocco to recover their investments as well as the generated profits.
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First of all, note that the exchange and transfer of a foreign currency is regulated in Morocco by the Foreign Exchange Office. Residents, both natural and legal persons, do not have the freedom to transfer their funds in foreign currency outside Morocco.
This regime guarantees full convertibility of foreign investments. It is a derogatory regime to the general regime of exchange control.
Foreign investment regime in Morocco – the possibility of repatriating income
General principle of the foreign exchange control in Morocco
Morocco has a regulated foreign exchange regime, governed by the Exchange Office which states that:
- Moroccan citizens resident in Morocco must repatriate all their income and assets acquired abroad.
- Funds transfer abroad are prohibited, except operations authorized and regulated by the Exchange Office.
For instance, a Moroccan citizen is only allowed to spend the equivalent of 45,000 dirhams on leisure travel per year, per household member. Another example would be foreign suppliers payments: these must be justified by a real import, customs’ documents or a contract.
This rule does not apply to foreigners and non-residents
However, foreigners (both residents et non-residents), as well as non-resident Moroccans, benefit from specific measures allowing them more flexibility. These flexibilities concern in particular:
- First, free transfer of dividends, interest and other benefits acquired in Morocco (under specific formalities)
- Second, no obligation to repatriate profits acquired abroad to Morocco
- Finally, liberty to transfer share selling profits.
Foreign residence provides certain advantages that we will detail in terms of the expected income’s nature. For example, a Moroccan resident abroad has, as per the general instruction of foreign exchange operations, the right to make Foreign Investments in Morocco (I.E.M. : Investissement Etranger au Maroc). It is also valid for foreigners whether they are residents or not.
Keep in mind that when you reside in Morocco, as defined by the exchange regulations, a dual national with a Moroccan nationality is regarded solely as Moroccan. As such, he loses the benefits of the derogatory regimes when he settles in Morocco.
Foreign Investment in Morocco (I.E.M)
The Article 155 of the General Instruction of the Foreign Exchange Office (I.G.O.C. : Instruction Générale de l’Office des Changes) defines the regime of Foreign Investment in Morocco (I.E.M) and states its advantages in comparison to the general exchange control regime.
To benefit from this regime, three criteria must be met:
The first criterion is related to the status of the beneficiary:
Only the following can benefit from this regime :
- Foreign legal entities,
- Natural persons of foreign nationality (both resident and non-resident)
- Natural persons of Moroccan nationality residing abroad.
The second criterion involves the method of asset financing
Investments under this regime must be financed in foreign currency. The Article 156 of the I.G.O.C. gives more details on the financing modalities, namely:
- Transfers received from abroad;
- Debits of foreign currency or convertible dirhams accounts of foreigners, residents or non-residents, and Moroccans resident abroad opened in the books of a bank;
- Consolidation of a partner’s current account in the share capital (when the latter has been financed by a fund transfer in foreign currency and/or debit of foreign currency or convertible dirhams account).
The last criterion is related to the form of the investment
The I.G.O.C. provides for the following possible forms of investment:
- Company creation
- Acquisition of shares and subscription to a company’s capital increase
- Investment in the stock market or in financial instruments
- Partners’ current account contributions made in cash or in trade receivables
- Related loans
Failure to meet any one of the three criteria is sufficient to lose the benefits of the regime.
Therefore, this regime holds a major advantage because it allows investors, according to the provisions of the same article, to benefit from a free and total convertibility regime. It ensures that the concerned investors have the freedom to:
- Transfer of the profits generated by investments, namely:
- Dividends or profit shares distributed by Moroccan companies ;
- Interest on related loans and partners’ current accounts contributions ;
- Interest generated by debt securities ;
- Attendance fees ;
- Transfer of liquidation or disposal profits ;
- Repay current account advances to partners and related loans contracted in foreign currency ;
The advantages provided by this regime are transferable to non-resident beneficiaries as part of the inheritance of a foreigner or a Moroccan residing abroad.
Formalities and Supporting documents’ conservation
Under the provisions of the Article 13 of the I.G.O.C., banks must provide their clients with all the supporting documents proving transactions made in foreign currency.
A key document in an investment operation is the “Formule 2”.
Banks must provide their clients with “Formule 2”. This document proves the reception of a fund transfer in currency (F2: Forex purchases from customers)
Moreover, every bank must provide their clients with all of the necessary documents to prove an investment. (debit note, credit note…)
In order to protect the convertibility regime, it is useful to send to the foreign exchange office, a dossier for the constitution of a foreign investment (I.E.M) which includes, in addition to the supporting documents, the regulatory statistical reports and a request for validation of the dossier. Following the submission of this dossier, the foreign exchange office confirms, in a written letter, the benefit of free convertibility.
What about Foreign Investments that don’t meet these criteria ?
If the profits of the liquidation or disposal of an investment do not benefit from the convertibility regime, and after justification of the payment of taxes and any other charges due, banks may treat said profits in one of the following ways:
- Either, convert the profits to dirhams and make them available to the seller, if the latter is a Moroccan resident ;
- Or, proceed to a term deposit of the profits in a convertible dirhams account (with deferred payment).
In addition, non-resident foreign persons may open “convertible term accounts”. These accounts receive funds in dirhams held in Morocco by such persons.
What is it about ?
- Funds resulting from the disposal or liquidation of a foreign investment made in Morocco and not benefiting from the convertibility regime;
- Assets that banks cannot transfer in the context of definitive leaves or inheritance devolutions.
Cash in “convertible term accounts” gives the right to a delayed transfer. Indeed, the transfer is spread over a four-year period, in the form of four equal annual installments of 25% each.
The first annual instalment occurs within one year. This period starts running as of the date the funds are credited to the said accounts. The remaining three annual instalments are paid on each anniversary date of these funds’ transfer.
Once the retention period has expired, the beneficiary can transfer the matured annuities freely.
In conclusion, one must respect the exchange procedure when making an investment. Always seek advice from your accountant, bank or notary.
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