Morocco Investment Charter Law 03-22 — complete presentation

Promulgated by Dahir 1-22-76 of 14 Joumada I 1444 (9 December 2022) and published in Official Bulletin 7152 of 15 December 2022. Replaces framework Law 18-95 of 1995. Aligned with structural reforms (advanced regionalisation, administrative deconcentration, CRI reform, Mohammed VI Investment Fund, fiscal reform). Fundamental objectives (art. 1): stable job creation; territorial disparity reduction; priority sector orientation; Kingdom attractiveness as FDI hub; export and Moroccan international development promotion; import substitution by local production; sustainable development; business climate improvement; increased private investment share. Guiding principles (art. 2): freedom of enterprise, free competition and transparency, equal treatment regardless of nationality, legal certainty, good governance.

The State establishes: a main dispositive with (a) common investment premiums (art. 12), (b) additional territorial premium for targeted provinces (art. 13), (c) additional sectoral premium for priority sectors (art. 14). Specific dispositives for strategic projects (art. 17), SMEs (arts. 19-20), and Moroccan international development (art. 21). Main dispositive premiums are cumulative up to 30% of investable amount (art. 16). Any investment convention with the State defines reciprocal commitments (art. 9).

Article 7 of the framework law provides that agricultural sector projects remain subject to their own texts and are not covered by the Charter. Crucially, it excludes investment projects in real estate and trading sectors from the main support dispositive — separate particular measures are to be enacted. This conditions all reasoning on the eligibility of so-called "real estate" operations as opposed to "industrial" ones which remain eligible through their productive component.

Projects with strategic character can benefit from negotiated specific advantages. Strategic character is determined by criteria fixed by regulation (2023 implementing decrees). Note: defence industry projects are automatically considered strategic. The strategic dispositive is NOT cumulative with the main support dispositive (art. 18).

Article 31 guarantees Moroccan nationals established abroad (MRE) and foreign individuals or entities (resident in Morocco or not) making foreign-currency-funded investments in Morocco: convertibility regime ensuring full freedom for the transfer of net post-tax profits without limitation of amount or duration, and the transfer of proceeds of total or partial sale or liquidation, including capital gains. Article 32 guarantees IP protection. Article 33 imposes professional secrecy on dossier handlers.

A ministerial commission is established (art. 34), charged with approving investment conventions above a regulatory threshold, ruling on strategic character, evaluating dispositive effectiveness and proposing adjustments. For conventions below the threshold, elaboration-approval-signature happens at regional level (art. 35) — entrusted to Unified Regional Investment Commissions (CRUI) established by Law 22-24 amending Law 47-18 on CRIs (Dahir 1-24-68 of 20 December 2024).

Investment conventions may provide for amicable settlement prior to any judicial recourse (art. 37), and international arbitration for disputes with foreign investors per conventions ratified by Morocco (art. 38).

Art. 39 — abrogation of Law 18-95 (Dahir 1-95-213 of 8 November 1995). Application texts remain in force pending replacement. Art. 40 — commitment to enact texts: 3 months for main and strategic dispositives, 6 months for internationalisation, 12 months for SMEs. Art. 41 — acquired rights: conventions concluded under old regime keep their advantages until expiry. Art. 42 — investor with convention since 1 January 2022 may request the new dispositive if more advantageous.

3 activation decrees signed early March 2023, notably Decree 2-23-1 of 16 February 2023 (main support regime and strategic projects) and Chief of Government Decision 3-12-23 of 1 March 2023. The 4 activated dispositives: common premium (up to 30% of investable, minimum project MAD 50 million per decrees), territorial, sectoral, strategic premium (projects above MAD 2 billion and 500+ direct jobs). H1 2024 outcome: 64 projects approved, MAD 25 billion investment, 12,900 direct jobs.

• Minimum project size threshold met (MAD 50M+ for common premium)
• Sector eligibility (productive — not real estate per art. 7)
• Territorial premium zone confirmed
• Sectoral premium sector confirmed
• Cumul 30% cap respected
• Strategic dispositive option assessed (MAD 2bn+ and 500+ jobs)
• Article 31 convertibility activated by foreign-currency funding
• Convention with State signed before disbursement

• Real estate project assumed eligible (art. 7 excludes)
• Cumul with strategic dispositive (art. 18 forbids)
• Foreign-currency funding skipped — Article 31 not activated
• Convention not signed before claim