Business law — Law 17-95 / 5-96 / 15-95
Business lawyer in Marrakech: securing, recovering, litigation
Company formation (LLC, joint-stock, sole entrepreneur), commercial contract drafting, debt recovery, partner disputes, insolvency proceedings: Asmaa Zerdaoui supports entrepreneurs, merchants and companies in Marrakech, before the Commercial Court and the Court of First Instance.
Business law attorney
Asmaa Zerdaoui, Esq.
Driven by passion for the law and a deep sense of justice, Asmaa Zerdaoui supports entrepreneurs and companies in Marrakech with rigor and humanity. Her expertise notably covers business law, commercial litigation, debt recovery and contract drafting.
- Formation and structuring of companies (LLC, joint-stock, sole entrepreneur)
- Commercial contracts: drafting, negotiation
- Amicable and judicial debt recovery
- Commercial litigation before the Marrakech Commercial Court
- Insolvency proceedings: judicial reorganization and liquidation
Choosing the legal form suited to your project
The legal form determines taxation, liability, governance and your company's image. In Morocco, several structures coexist, each with its constraints and advantages. Here is a comparison of the main forms used in Marrakech:
| Form | Capital | Associates | Liability | Recommended for |
|---|---|---|---|---|
LLC Limited Liability Company (SARL) | Free capital | 1 to 50 associates | Limited to contributions | SMEs, small businesses, family projects |
LLC SP Single-Person LLC (SARL AU) | Free capital | 1 sole associate | Limited to contributions | Sole entrepreneur seeking patrimonial protection |
JSC Joint-Stock Company (SA) | 300,000 MAD min (3M MAD if public offering) | 5 shareholders minimum | Limited to contributions | Large companies, fundraising, listing |
GP General Partnership (SNC) | Free capital | 2+ partners all merchants | Unlimited and joint | Professional firms, trust associations |
Sole entrepreneur Individual status — Law 114-13 | No capital | Single individual | Personal patrimony engaged | Low-revenue activities, start-up, freelance |
Steps to create a company in Marrakech
Creating a company in Morocco involves several sequential formalities. The Marrakech Regional Investment Center (CRI) allows grouping most procedures into a single window. The firm pilots the entire process.
Negative certificate and name choice
48 to 72 hoursRequest to OMPIC (Moroccan Office of Industrial and Commercial Property) to reserve the company name. Verification of availability and absence of conflict with an existing trademark.
Drafting and signing of articles of association
1 to 2 weeksCustomized drafting: corporate purpose, capital, share transfer terms, management, governance bodies, fiscal year, profit distribution. The quality of the articles conditions the company's future flexibility.
Capital deposit and blocking certificate
A few daysFor joint-stock companies and per the articles, capital deposit on a blocked bank account. The bank issues a blocking certificate to be produced at registration. For LLCs with free capital, this step can be greatly simplified.
Registration and publicity
1 to 3 weeksRegistration of articles with the tax administration, payment of registration fees, publication of a notice in a legal announcement journal and the Official Gazette. All these formalities can be carried out via the Marrakech CRI.
Registration in the Trade Register
1 weekRegistration in the Trade Register of the Marrakech Commercial Court. The company acquires its legal personality. Issuance of model J and obtaining the tax ID, professional tax and CNSS number.
Debt recovery: from letter to forced execution
An unpaid debt is handled in stages. Choosing the right procedure at the right time saves time and prevents the debt from becoming irrecoverable. Here are the available tools, from the most amicable to the most coercive:
Formal notice
Registered letter with acknowledgment of receipt giving the debtor formal notice to pay within a determined period. Starting point for late interest and mandatory preliminary step.
Order to pay
Articles 156-159 of the Code of Civil Procedure. Fast and inexpensive procedure for certain, liquid and due debts. The judge issues an executory order if documents are solid.
Commercial substantive action
Referral to the Marrakech Commercial Court for disputes between merchants or relating to a commercial act exceeding 20,000 MAD. Heavier procedure but with broader evidentiary means.
Conservatory seizure
Preventive measure to block bank accounts or debtor's assets pending judgment. Requires judicial authorization based on demonstrated insolvency risk.
Enforcement methods
Bank account garnishment, movable seizure, real estate seizure based on the executory title. Implemented by judicial bailiff with public force assistance if necessary.
Insolvency proceedings
If the debtor is in cessation of payments: judicial reorganization or liquidation (Book V of the Commercial Code). Debt declaration within 2 months to preserve rights.
Commercial contracts: prevention beats litigation
Most commercial disputes originate in a poorly drafted, ambiguous or incomplete contract. The firm drafts and reviews contracts with particular attention to sensitive clauses: subject matter, price, deadlines, penalties, warranties, intellectual property, confidentiality, competent jurisdiction, applicable law.
Service contracts
Mission, deliverables, milestones, late penalties, ownership of results and confidentiality.
Distribution & franchise
Territorial exclusivity, commercial objectives, duration, termination conditions and indemnities.
Partnership & joint venture
Each party's contributions, governance, profit sharing, exit and non-competition clauses.
Business asset transfer
Inventory, eviction warranty, liability warranty, price escrow and opposition formalities.
Share transfer
Prior audit, asset and liability warranty, earn-out clauses, approval of other associates.
Shareholders' agreement
Pre-emption, drag-along, tag-along, dilution caps, strategic committee, governance.
Company, executive or merchant in Marrakech?
Formation, contracts, recovery, litigation or difficulties: an early legal audit protects the value of your company and patrimony.