Registered office transfer in Morocco: how do you change city in 2026?
The transfer of the registered office to another city is an amendment to the articles of association decided, in a SARL, by the partners representing at least three quarters of the shares (Article 75, Law 5-96), in an SA by the extraordinary general meeting (AGE) and in a SAS by the body provided for in the articles of association. Here is what you then need to do: update the articles of association, file the amending entry in the Commercial Register with the registry of the commercial court of the new registered office, publish the notice in a legal announcements newspaper and in the Official Bulletin (Bulletin Officiel), then declare the transfer to the DGI within 30 days (Article 149 CGI). With Charikaty, you do everything online: drafting of the deeds, electronic signature, filing with the registry and legal publications.
The essentials in 6 points
In shortNature: amendment to the articles of association (the registered office is a mandatory clause of the articles of association)
Decision: SARL: partners representing at least 3/4 of the shares (Article 75, Law 5-96); SA: AGE by a majority of 2/3 of the votes (Law 17-95); SAS: body and majority set by the articles of association (Law 5-96 as amended and supplemented by Law 19-20)
Formalities: minutes (PV), updated articles of association, amending entry in the RC (commercial court of the new registered office in the event of a change of city), publication in the JAL and the BO
Declarations: DGI within 30 days (Article 149 CGI), CNSS, bank, Office des Changes if there are international flows
Official costs: registration of the minutes, registry fees, publications (from a few hundred to 1,500 MAD depending on the length of the notice)
10-year retention of minutes, articles of association and notices (Article 211 CGI); the IF and the ICE are kept
the information provided in this article is for information purposes only and does not constitute personalized legal advice. We recommend that you consult a qualified expert before making any decision. Charikaty provides experts to support you: contact us for free advice.
The company also updates its file with the CNSS and its bank; it keeps its IF and its ICE.
Which texts govern the transfer of the registered office?
| Text | Contribution |
|---|---|
| Law 15-95 enacting the Commercial Code | Rules governing the Commercial Register and amending entries (Articles 27 to 78) |
| Law 53-95 establishing the commercial courts | Jurisdiction of the registry of the commercial court of the new registered office |
| Law 17-95 on SAs, as amended by Law 19-20 | SA: decision of the AGE |
| Law 5-96 as amended and supplemented by Law 19-20 | SAS: freedom in drafting the articles of association |
| Law 5-96 on the SARL | Amendments to the articles of association decided by partners representing at least 3/4 of the shares (Article 75) |
| Law 88-17 | Electronic creation of businesses |
| Law 43-20 | Advanced electronic signature of the minutes and the updated articles of association |
| CGI 2026 | Article 149: declaration of transfer of registered office to the DGI within 30 days |
| Law 89-17 | Rules governing domiciliation (if the new registered office is a domiciliation address) |
What majority is required depending on the company form?
| Form | Body | Quorum and majority |
|---|---|---|
| SA | AGE | Quorum of half the shares on first notice and a quarter on second notice; majority of 2/3 of the votes of the shareholders present or represented (Law 17-95) |
| SAS | Body designated by the articles of association | Rule set freely by the articles of association (Law 5-96 as amended and supplemented by Law 19-20) |
| SARL | Collective decision of the partners | Partners representing at least 3/4 of the shares (parts sociales) (Article 75, Law 5-96) |
Certain clauses in the articles of association allow the manager or the board of directors to move the registered office within the same city or the same jurisdiction (ressort), subject to ratification by the next general meeting. For a change of city falling outside this clause, a collective decision is required.
How does the transfer of registered office work, step by step?
1.Decision of the competent body
- Notice of meeting under the conditions laid down in the articles of association and the law (notice period, agenda)
- Holding of the meeting (AGE for the SA, body provided for in the articles of association for the SAS, collective decision for the SARL)
- Vote by the required majority
- Signed minutes (advanced electronic signature possible, Law 43-20) and updated register of decisions
2.Updating the articles of association
- Redrafting of the "Registered office" clause
- Dating and signing of the updated articles of association
- Registration of the minutes with the DGI (fixed duty), required in practice by the registry
3.Amending entry in the RC
The filing is made with the commercial court registry of the new registered office (the rules on the competent registry for registering a company apply), within 30 days of the decision, with:
- Minutes of the competent body (AGE or collective decision)
- Updated articles of association
- Proof of the new registered office: registered commercial lease (Law 49-16), title deed or domiciliation contract (Law 89-17)
- RC amendment form (model J) and declaration of amendment
- Identity of the legal representative
In the event of a change of jurisdiction, the company is struck off the register of the former court and registered in the register of the new court, which assigns it a new RC number; the legal personality, the IF and the ICE are kept. Within the same jurisdiction, the RC number does not change. How the Commercial Register and amending entries work is detailed in a dedicated guide. With Charikaty, the filing is done online and you receive your new RC extract.
4.Publication
| Publication | Purpose |
|---|---|
| Legal announcements newspaper | Informing third parties; in the event of a change of jurisdiction, a notice in each of the two jurisdictions is generally requested |
| Official Bulletin | Legal publicity of the amendment to the articles of association (Law 5-96, Article 96; Law 17-95) |
The cost of the publications ranges from a few hundred to 1,500 MAD depending on the length of the notice, to which the registry fees are added. The rules on legal publication in the JAL and the Official Bulletin apply to any amendment to the articles of association.
5.Administrative notifications
| Administration | Text / Reference |
|---|---|
| DGI | Article 149 CGI: declaration of transfer within 30 days; attachment to the new tax office and update of the professional tax (taxe professionnelle) |
| CNSS | Update of the employer affiliation (Dahir 1-72-184 of 27 July 1972) |
| Bank | Update of the KYC file (Law 103-12; Law 43-05 as amended by Law 12-18) |
| Office des Changes | Information if the company carries out international transactions (IGOC) |
| Municipality and local services | Update for the municipal services tax (taxe de services communaux) and the operating authorization |
| OMPIC | Optional update of the address of the holder of registered trademarks |
| Insurers, customers and suppliers | Contractual information |
What are the special cases of registered office transfer?
Transfer within the same city
Where the clause in the articles of association allows it, the manager or the board of directors may decide on a transfer within the city, on condition that it is ratified at the next general meeting, that the amending entry is made in the RC and that the transfer is declared to the DGI within 30 days.
Transfer to domiciliation premises
If the new registered office is a domiciliation address, the transaction is governed by Law 89-17 (Articles 544-1 to 544-11 of the Commercial Code): a written domiciliation contract for a fixed term, concluded with a domiciliation provider (domiciliataire) registered in the RC. To choose the type of registered office, see our comparison domiciliation or commercial lease for the registered office.
Transfer to a special economic zone
The transfer of a registered office to an industrial acceleration zone (formerly an export free zone), to Casablanca Finance City or to any other special regime requires, in addition to the standard procedure, compliance with the eligibility conditions and obtaining the approvals specific to each regime. See our overview of industrial acceleration zones (ZAI) and our guide on Casablanca Finance City status.
International transfer
The transfer of the registered office abroad is legally delicate (change of applicable law and of nationality) and must not be confused with the creation of a subsidiary or a branch abroad. It requires a prior study of the legal, tax and foreign exchange consequences (Office des Changes, IGOC).
What are the effects of the transfer on the company?
| Question | Effect of the transfer |
|---|---|
| Legal personality | Maintained: the company keeps its identity, its IF and its ICE; the RC number changes only in the event of a change of court |
| Ongoing contracts | Maintained: no automatic novation |
| Employees | Employment contracts maintained (Law 65-99); a change of place of work may require an amendment (avenant) depending on the clauses |
| Bank accounts | Maintained, subject to a KYC update with the bank |
| Court jurisdiction | Moves to the court of the new registered office (Law 53-95) |
| Local taxation | New tax office; the municipal services tax may vary depending on the municipality |
Which documents should be kept after the transfer?
The minutes, updated articles of association, publication notices, receipts for declarations, new RC extracts and tax identification certificate are kept for 10 years (Article 211 CGI; Law 9-88), on paper or electronically.
How does Charikaty simplify the transfer of registered office?
Charikaty is a private Moroccan legal-tech platform specializing in company formation and compliance. Here is what you need to transfer your registered office: a decision of the competent body, updated articles of association, an amending entry with the registry, legal publications and administrative declarations. With Charikaty, you do everything online, simply and quickly, thanks to our service for amendments to the articles of association: we draft the minutes and the updated articles of association, have them signed electronically, file the amending entry with the competent commercial court registry, handle the publication in the JAL and the BO and prepare the declarations to the DGI and the CNSS. You follow progress online and receive your new RC extract, without travelling.
More than 250 companies have already been set up with Charikaty.
FAQ: Transfer of registered office
What majority is required to transfer the registered office in a SARL or an SA?
In a SARL, the transfer of registered office is decided by the partners representing at least 3/4 of the shares (Article 75, Law 5-96), unless a clause in the articles of association authorizes the manager to move the registered office within certain limits. In an SA, it is decided by the AGE by a majority of 2/3 of the votes of the shareholders present or represented (Law 17-95).
Must the transfer of registered office be published in the Official Bulletin?
Yes. The transfer of registered office, like any amendment to the articles of association, is published in a legal announcements newspaper and in the Official Bulletin; in the event of a change of jurisdiction, a notice is generally requested in each of the two jurisdictions.
Does the RC number change on a transfer of registered office?
The RC number does not change if the new registered office remains within the jurisdiction of the same court. In the event of a change of city falling under another commercial court, the company is struck off the former register and receives a new RC number; it keeps its IF and its ICE.
Must the transfer of registered office be declared to the DGI?
Yes, the transfer of registered office is declared to the DGI within 30 days, in accordance with Article 149 of the CGI. The company is then attached to the tax office of the new registered office.
Does the transfer of registered office affect ongoing contracts?
No. Contracts are maintained automatically after a transfer of registered office; it is nevertheless recommended to inform the counterparties and to update invoices and business documents.
Can the registered office be transferred abroad?
Transferring the registered office abroad is a complex transaction (change of applicable law and nationality, tax and foreign exchange consequences), to be distinguished from the creation of a subsidiary or a branch abroad. A prior study is essential.
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