Business takeover

Guest house share transfer in Morocco

In Morocco, many guest houses belong to a company, often an SARL. Buying its shares means taking over the whole business: the property, the activity, the team… and its liabilities too. Here is how to secure the deal.

How it unfolds

The steps of a share transfer

Each step is handled with a lawyer or notary and an accountant by your side.

Letter of intent and confidentiality

We set out the main terms of the deal and obtain access to the company’s documents under a confidentiality undertaking.

Company audit

Articles, accounts, tax and social security debts, employment contracts, ongoing contracts, disputes, licences, and above all: is the property actually in the company’s name?

Price and warranties

The price reflects assets, debts and profitability. An asset and liability warranty protects you against debts discovered after the takeover.

Approval and transfer deed

Depending on the articles, the partners must approve the new shareholder. The transfer deed is then drafted and signed.

Registration and formalities

Registration of the deed, update of the trade register, change of manager, transfer of bank accounts and booking accounts.

Comparison

Shares or the property?

Share transfer

Full continuity: licences, contracts, booking accounts, guest reviews and staff stay in place. On the other hand, you take on the company’s liabilities, hence the audit and the warranty.

Property sale

You buy the property alone, without the company’s history. On the other hand, the business must be rebuilt and licences applied for again.

Points to watch

What needs securing

The most common risks: undeclared tax or social security debts, a dispute with a former employee, shareholder current accounts to repay, a property whose title is not in the company’s name, or works that were never authorised. When the company mainly holds real estate, specific tax rules may apply to the transfer: to be confirmed with your accountant or notary.

For the full list of checks, see riad due diligence, and for the overall strategy, investing in a guest house in Morocco.

Sellers

Selling your guest house?

I help you prepare a clean, credible file (accounts, licences, figures), then present it discreetly to serious buyers. A well-prepared file sells faster and better. Request a valuation.

Frequently asked questions

Share transfers

Who drafts the transfer deed?

A lawyer or a notary. Even when it is not always mandatory, it is strongly recommended, especially when the company holds real estate.

Can a foreigner buy shares in a Moroccan company?

Yes. A foreigner can become a partner, and manager, of a Moroccan company.

What happens to the employees?

Their contracts continue with the company, which remains the employer. Their seniority and rights must therefore be taken into account in the audit.

What is an asset and liability warranty?

A commitment by the seller to compensate you if debts prior to the transfer come to light afterwards. Its amount and duration are negotiated.

This page is provided for general information and does not constitute legal or tax advice. Work with a lawyer, a notary and an accountant.

Preparing a takeover?

Tell me about the file: I will tell you what needs auditing and how to structure the deal.