Business and company law
The firm advises entrepreneurs, SMEs and companies at every stage of their life: incorporation, contracts, relations between partners and commercial litigation. We appear before the commercial court and also assist foreign investors setting up in Morocco.
What the firm does
- Company formation (SARL, single-member SARL, SA): articles of association, shareholders' agreement, formalities
- Drafting and negotiating commercial contracts: distribution, services, partnership
- General meetings, transfers of shares and amendments to the articles
- Disputes between partners, abuse of majority and removal of directors
- Commercial litigation before the commercial court
- Business goodwill (fonds de commerce): sale, pledge, lease management
- Companies in difficulty: prevention, safeguard, reorganisation
- Arbitration and contractual mediation (Law No. 95-17)
If this is your situation
You are setting up a company and want articles of association that fit your project.
A business partner is not performing the signed contract.
You disagree with a partner about management or the distribution of profits.
You are buying or selling a business or company shares.
Your company is facing cash-flow difficulties and you want to act early.
How a matter unfolds
- 1
Understanding the project
We analyse your business, objectives and constraints, or the exact nature of the commercial dispute.
- 2
Advice and drafting
We propose the appropriate structure or strategy and draft the necessary deeds, contracts or letters.
- 3
Negotiation
We handle discussions with partners, shareholders or opponents, favouring a quick solution that preserves your business relationships.
- 4
Litigation or arbitration
If the dispute continues, we bring it before the commercial court or the arbitral tribunal and follow the case through to enforcement.
Reference texts
- Commercial CodeLaw No. 15-95 enacted by Dahir No. 1-96-83 of 1 August 1996
- SARL and other commercial companiesLaw No. 5-96 (Dahir No. 1-97-49 of 13 February 1997)
- Public limited companiesLaw No. 17-95 (Dahir No. 1-96-124 of 30 August 1996)
- Commercial courtsLaw No. 53-95 (Dahir No. 1-97-65 of 12 February 1997)
- Arbitration and mediationLaw No. 95-17
- Code of Obligations and ContractsDahir of 9 Ramadan 1331 (12 August 1913) forming the Code of Obligations and Contracts
Frequently asked questions
SARL or SA: which form should you choose to set up a company in Morocco?
The SARL (limited liability company), governed by Law No. 5-96, suits most SMEs: it can be formed by one or more partners and is flexible to manage. The SA (public limited company), governed by Law No. 17-95, is better suited to projects with many shareholders or plans for significant fundraising. The choice also depends on taxation, the number of partners and the governance rules you want.
Which court has jurisdiction over a commercial dispute?
The commercial courts, created by Law No. 53-95, hear in particular disputes relating to commercial contracts, disputes between partners in a commercial company and disputes relating to negotiable instruments. The parties may also agree to refer their dispute to arbitration. Territorial jurisdiction generally depends on the defendant's domicile or registered office, unless a valid clause provides otherwise.
Can a commercial contract provide for arbitration?
Yes. Law No. 95-17 on arbitration and contractual mediation allows the parties to include an arbitration clause in their contract or to enter into an arbitration agreement once the dispute has arisen. The arbitral award must then be granted exequatur before it can be enforced. How the clause is drafted is decisive: seat, number of arbitrators, language and applicable rules.
What can you do if a partner is blocking the company's operations?
Depending on the situation, several routes exist: calling a general meeting, asking the court to appoint a court representative, bringing a liability action against the manager or, in serious cases, judicial dissolution. The articles of association and the shareholders' agreement often contain useful rules. Reviewing the company's documents makes it possible to choose the most suitable approach.
This practice area, near you
Business and company law, elsewhere in and around Rabat: Rabat, Hay Riad, Agdal, Souissi, Hassan, L'Océan, Yacoub El Mansour, Youssoufia, Takaddoum, Hay Nahda, Salé, Témara, Harhoura, Skhirat, Aïn Aouda and Kénitra.
Let's talk about your situation.
The firm receives you Monday to Friday, by appointment.