Before signing
- Check the seller's entry in the trade register: registered pledges, liens, attachments.
- Review the commercial lease: term, permitted use, assignment clause, rent, and inform the landlord in accordance with Law No. 49-16.
- Examine the last three balance sheets, the monthly turnover and current contracts (suppliers, employees, licences).
- Agree on what happens to employees: employment contracts transfer to the buyer (Article 19 of the Labour Code).
The deed of transfer and publication
- Draw up the deed of sale in writing, with the mandatory particulars: origin of the business, registered charges, turnover and profits for the last three years, lease.
- Register the deed and file it with the registry of the Commercial Court within fifteen days.
- Publish an extract in the Official Bulletin and in a legal notices newspaper, twice at an interval of eight days.
- The seller's creditors may lodge an objection against the price within fifteen days of the second publication; the price is held in escrow until they are paid.
- Record the transfer in the trade register and transfer the operating authorisations.
Guarantees and disputes
The seller guarantees the buyer against eviction and hidden defects; a precise non-compete clause protects the clientele transferred. Inaccuracies in the mandatory particulars may justify annulment or a reduction in price. The firm drafts and secures business transfers in Rabat and assists sellers and buyers before the Commercial Court in the event of a dispute.
This guide is provided for general information by Maître Lahfaia Law Firm, Rabat. It is no substitute for advice tailored to your situation; the rules and deadlines mentioned may change.