Is share capital blocked in a bank in Morocco in 2026?

The blocking serves the objective of a genuine incorporation (sincérité de la constitution). It guarantees to third parties (creditors, tax authorities, partners) that the contributions announced in the articles of association have actually been paid. As long as the company does not have legal personality, i.e. as long as it is not registered in the Commercial Register, it cannot use its funds.

This mechanism is provided for by:

• Law No. 5-96 for the SARL and the SARL AU (Art. 51): deposit in a blocked account is mandatory when the capital exceeds 100,000 MAD; below this threshold, Law 21-19 abolished this formality and the funds are handed over to the company after its registration
• Law No. 17-95 for the SA (Art. 21) and Law No. 5-96 as amended and supplemented by Law No. 19-20 for the SAS
• The Commercial Code (Law No. 15-95) for the Commercial Register
• Law No. 53-95 establishing the commercial courts, whose registries keep the Commercial Register

In all forms, contributions in kind are paid up in full on incorporation. The minimum amounts (none for a SARL, from 1 MAD since Law 24-10, 300,000 MAD for an SA, freely set capital for an SAS) are detailed in our guide to minimum capital by company type in Morocco.

The funds are blocked in an account opened in the name of the "company being formed", after an identity check of the partners and a review of the origin of the funds (Law No. 43-05 as amended by Law No. 12-18), and the bank issues a blocking certificate (attestation de blocage) that is attached to the registration file filed with the commercial court registry. The documents to be provided and the payment steps are detailed in our guide to depositing share capital in Morocco.

Release requires no administrative authorization and is not subject to any statutory waiting period. It takes place as soon as the company has legal personality, i.e. after its registration in the Commercial Register with the registry of the competent commercial court. In practice, the transfer to the current account is made within a few working days after the documents are handed over.

If part of the capital consists of contributions in kind (equipment, business (fonds de commerce), securities, real estate), these contributions do not pass through the blocked account. Their valuation and formalities are detailed in our guide to contributions in kind in Morocco.

• They are valued in the articles of association and paid up in full on incorporation (Law 5-96 for the SARL; Art. 21 of Law 17-95 for the SA)
• In a SARL, a contributions auditor (commissaire aux apports) is mandatory unless no contribution in kind exceeds 100,000 MAD and the total value of contributions in kind does not exceed half of the capital (Art. 53 of Law 5-96); in an SA, it is mandatory for any contribution in kind
• When they do without an auditor, the partners of a SARL are jointly and severally liable for five years, towards third parties, for the value attributed to the contributions in kind (Law 5-96)
• The contribution of a registered property (immeuble immatriculé) requires a notarial deed (Law 32-09) and entry at the land registry (conservation foncière)

When the contribution comes from a non-resident or an MRE, the bank applies the General Instruction on Foreign Exchange Operations (Instruction Générale des Opérations de Change, IGOC) published by the Office des Changes. The foreign currency is sold on the foreign exchange market and paid into the account of the company being formed; the bank issues a bank certificate of sale of foreign currency (attestation bancaire de cession de devises) (proof of the contribution in foreign currency), an essential document for the investor to benefit from the convertibility regime: subsequent free transfer of dividends, sale proceeds and liquidation surplus, subject to reporting the investment to the Office des Changes. The non-resident investor may also use a convertible dirham account. The formation formalities are carried out entirely remotely: electronic signature of the articles of association and online filing of the file with Charikaty.

If the company is ultimately not registered (project abandoned, file rejected, disagreement between founders), the contributors may request the return of their payments, in accordance with the provisions of Law 5-96 and Law 17-95. The bank returns the funds on presentation of a deed of withdrawal (acte de désistement) signed by all the founders or, in the event of disagreement, a decision of the president of the commercial court. As the negative certificate is valid for 90 days, a new certificate will have to be requested from OMPIC if the project is resumed later.

To release your capital, here is what you need: the Commercial Register extract, the registered articles of association, the IF and the ICE, and the manager's powers and identity document. With Charikaty, a private Moroccan legal-tech platform, you do everything online, simply and quickly. We check whether your capital requires a blocked deposit and we draft the articles of association; you open the blocked account with the bank of your choice and you send us the blocking certificate, which we include in the registration file filed with the commercial court registry. As soon as your Commercial Register extract, your IF and your ICE are received, we provide you with the documents needed to release the funds. No travel is required, including for MRE. Discover our online SARL formation service.

More than 250 companies have already been set up with Charikaty.