Finance Law 2026: A Pro-Investment Reform Agenda
Morocco’s Finance Law No. 50-25 for fiscal year 2026 contains several pro-investment measures specifically designed to facilitate cross-border M&A, group restructurings and asset consolidations. These provisions respond to longstanding demands from the business community and align Morocco with international tax practices.
Merger and Contribution Tax Relief
Contributions of business branches and merger transactions between Moroccan entities now benefit from a deferred tax regime: capital gains arising on transferred assets are not immediately taxable but are spread over a 10-year period (or extinguished if the assets are maintained in the acquirer’s balance sheet for 5 years). This relief applies to mergers, partial business contributions and demergers meeting qualifying criteria.
Enhanced Group Fiscal Integration
The law expands Morocco’s fiscal consolidation regime to allow larger groups to benefit from profit-and-loss offsetting across Moroccan entities. A parent company holding at least 80% of subsidiaries’ share capital may elect group taxation, reducing overall IS liability by offsetting profitable subsidiaries against loss-making ones within the same fiscal year.
Foreign Investor Capital Gains Treatment
Non-resident sellers of Moroccan company shares are now subject to a standardized withholding tax rate of 15% on capital gains (down from variable rates), applied at source by the Moroccan notary or acquiring entity. This rate may be reduced under applicable bilateral tax treaties — Morocco has a comprehensive network of over 50 such treaties.
Our firm advises foreign investors and their Moroccan advisors on structuring M&A transactions to optimize Finance Law 2026 benefits.
