Returns You Have Earned but Cannot Move: A Common Problem With a New Solution
Many foreign investors who have held assets in Morocco for more than a decade have accumulated dividends, rental yields, or capital gains that they cannot legally transfer abroad — not because the sums are contested, but because they cannot produce documentation proving that the original investment was funded in foreign currency through an authorised channel.
This documentation gap is more common than it sounds. It arises from investments made before Morocco’s exchange control requirements were tightened, from successive corporate restructurings that obscured the original funding trail, from informal arrangements with local partners, or simply from the loss or absence of the bank exchange receipts (bordereaux de change) that should have been collected at the time of each inward transfer.
Under the general IGOC framework, the free transfer guarantee — Morocco’s commitment to allow foreign investors to repatriate their capital and returns — is conditional on proving that the investment was originally funded in foreign currency. Without that proof, the transfer is blocked. The IGOC 2026, which entered into force on 1 January 2026, introduces a specific relief provision for exactly this situation.
The General Repatriation Guarantee Under IGOC 2026
Under the standard IGOC 2026 framework, any foreign investor who financed their Moroccan investment in foreign currency through an authorised Moroccan bank benefits from a full free transfer guarantee covering:
- The repatriation of the invested capital upon exit
- The annual transfer of income and returns (dividends, rental income, interest)
- The transfer of capital gains upon disposal
This guarantee is unconditional in law — but conditional in practice on documentary proof. The authorised bank through which the investor operates is the first compliance gate: it will not process an outbound transfer absent documentation establishing the foreign-currency origin of the investment.
For investors who made their Moroccan investments before these documentation standards were systematically enforced, or whose documentation chain has been broken by subsequent events, this creates a real and persistent blockage. IGOC 2026 responds to it directly.
The IGOC 2026 Relief: Up to MAD 2 Million Per Year Without Original Proof
IGOC 2026 Chapter IV introduces a specific provision for long-term foreign investors who cannot produce original foreign-currency funding documentation. The conditions are cumulative:
- The investor must be a foreign resident — a natural person or legal entity domiciled or registered outside Morocco
- The investment must have been held for at least 10 years — the investor must be able to demonstrate continuous ownership over a decade
- The annual transfer is capped at MAD 2 million (approximately EUR 185,000 at current rates) — this is an annual allowance, not a one-off provision
Within these parameters, the investor can transfer up to MAD 2 million per year of investment returns to their foreign account, even in the absence of the original foreign-currency proof that the standard regime requires.
This provision is a deliberate regulatory correction. It acknowledges that the strict documentation requirement, while appropriate for new investments, created an unreasonable barrier for investors whose presence in Morocco predates the current administrative standards. The 10-year threshold and the annual cap limit the provision to genuinely long-term investors rather than opening a broad loophole.
If your Moroccan investment returns have been blocked by documentation gaps, Lafrouji Avocats can help you assess your eligibility under IGOC 2026 and prepare the file for your bank.
Contact us: contact@lafroujiavocats.com — +212 (5) 22 47 55 29
What Investors Must Prepare: The Practical Process
The authorised bank — not the Office des Changes directly — is the operational gateway for this transfer. The bank reviews the documentation and processes the transfer under its own regulatory responsibility. Five steps:
Step 1: Assemble evidence of the 10-year holding period. This means gathering any contemporaneous documents that establish the investment’s age: corporate incorporation documents, shareholder registers, tax declarations, notarised deeds of acquisition, partnership agreements, banking records, or any other instrument that dates the investment reliably back at least 10 years. The standard of proof required is not that of a court — it is the standard of a prudent bank compliance officer.
Step 2: Approach the authorised bank with an explicit reference to the IGOC 2026 Chapter IV provision. Banks are the regulatory front line under IGOC 2026 — they have both the authority and the obligation to process qualifying transfers. A clear and documented request, citing the applicable provision, is more likely to receive a direct response than a general repatriation request.
Step 3: Respond to any bank follow-up. If the bank requests additional documentation or raises questions, a legal opinion from a Moroccan counsel citing the applicable provision and confirming the investor’s eligibility typically resolves the query.
Step 4: Process the transfer in tranches if necessary. The MAD 2 million cap is annual. For investors with significant accumulated returns, a multi-year transfer plan — structured around the annual allowance — is the practical approach.
Step 5: File the annual exchange declaration. Investors with regular international financial activity must file annual exchange declarations with the Office des Changes by 31 March. Transfers made under the IGOC 2026 relief provision should be properly documented in that declaration.
A Related IGOC 2026 Change: Asset-and-Liability Guarantees in M&A Are Now Permitted
IGOC 2026 introduces a second change that materially affects foreign investors involved in M&A transactions involving Moroccan companies.
Foreign investors in Morocco have historically been unable to provide standard international representations and warranties to foreign buyers of Moroccan assets. The exchange control framework created ambiguity around offshore escrow arrangements, post-closing adjustment mechanisms, and indemnity payments to foreign counterparties.
IGOC 2026 expressly permits Moroccan residents to provide asset-and-liability guarantees to non-resident buyers in the context of corporate disposals. Key parameters: offshore escrow accounts are now authorised; a simple declaration to the Office des Changes within 30 days of closing is required; and the guarantee structure must be documented in the transaction agreement.
The practical consequence is significant: cross-border M&A transactions involving Moroccan targets can now be structured with the standard international protections that buyers and sellers expect — representations and warranties, escrow mechanisms, post-closing adjustments — without the regulatory uncertainty that previously required case-by-case interpretation.
Annual Declaration Obligations: What IGOC 2026 Requires
IGOC 2026 strengthens the annual declaration framework for entities with regular cross-border financial flows. Key points:
- Annual declarations covering inbound and outbound flows must be filed by 31 March of the year following the reference year
- Audit scope: Office des Changes reviews typically cover the preceding 5 years, but can extend to 10 years for significant exposures
- Remediation, not concealment: companies discovering past declaration gaps should take a proactive regularisation approach. The Office des Changes has historically been more receptive to voluntary disclosure than to compliance discovered during an audit
Companies that implement robust internal controls and documentation systems are well positioned in the new framework. Those that do not face increasing audit exposure as the Office des Changes advances its digital monitoring platform.
Lafrouji Avocats Advises on IGOC Compliance and Capital Repatriation
Lafrouji Avocats advises foreign investors on the assessment of their repatriation rights under IGOC 2026, the preparation of documentation files for the 10-year relief provision, compliance with annual declaration obligations, and representation before banks or the Office des Changes where questions arise.
64 rue Taha Houssein, 20000 Casablanca
+212 (5) 22 47 55 29
contact@lafroujiavocats.com
