Start with the project, not a generic checklist Regulatory due diligence is most useful when it is built around the proposed activity. A foreign investment, services arrangement, technology deployment, public-sector contract and distribution project may engage very different Moroccan institutions and rules. The review should begin by mapping what the parties will do, where they will do it, which assets and data will move, and how money will flow. This project map determines the scope. It also prevents a common failure: producing an impressive list of laws without showing which ones affect the actual decision. ## Corporate identity and authority The first workstream establishes who the Moroccan parties are and whether they have authority to enter the proposed arrangement. Relevant evidence may include Commercial Register information, constitutional documents, governance approvals, signing powers and beneficial ownership material appropriate to the transaction. The Moroccan Office of Industrial and Commercial Property provides official information on [company creation and business life](https://www.ompic.ma/en/content/creation-and-business-life), including Commercial Register formalities. For a live transaction, registry evidence should be current and reconciled with the documents supplied by the counterparty. ## Sector and activity classification A project should then be classified by activity rather than by the label used in the commercial proposal. The key question is whether any element is licensed, reserved, supervised or subject to prior notification. This may turn on the product, service, customer type, channel or territory involved. Where the activity is regulated, the diligence should identify the competent authority, legal basis, required licence or approval, application stage, operating conditions and consequences of a gap. A representation in a contract does not replace verification of the underlying authorisation. ## Contracts, assets and operational permissions Material contracts should be reviewed for scope, term, termination, change of control, exclusivity, assignment, governing law and dispute mechanisms. The review should also identify the rights needed to use premises, intellectual property, technology, equipment and third-party services. Operational permissions deserve separate attention. Environmental, planning, import, product, advertising or local approvals may sit outside the principal commercial contract but still determine whether the project can operate as planned. ## Cross-border payments and foreign-exchange rules Financial flows should be mapped early. Capital contributions, shareholder funding, imported services, royalties, management fees, dividends and exit proceeds may raise different documentary and foreign-exchange questions. The Office des Changes publishes the applicable [foreign-exchange regulations](https://www.oc.gov.ma/fr/reglementations), including the 2026 General Instruction on Foreign Exchange Transactions. A diligence report should identify the intended flow, supporting documents, responsible bank or authority and any point requiring confirmation before payment. ## Employment, data and compliance dependencies The project map should record whether personnel will be hired, seconded or managed in Morocco and whether employee or customer information will be processed. It should also capture compliance dependencies such as intermediaries, gifts and hospitality, public-sector touchpoints, sanctions screening and internal approval requirements. The purpose is not to treat every topic as equally material. It is to identify the issues that could prevent launch, change cost, delay the timetable or require a different contractual allocation of risk. ## Convert findings into decisions A useful diligence report distinguishes four categories: confirmed compliance, open information requests, remediable gaps and decision-critical risks. Each finding should identify the evidence reviewed, legal or regulatory source, responsible party and next action. The final output should also state its limitations. Registry extracts may become outdated, licences may carry conditions not visible in public sources, and administrative practice may require confirmation. Those limitations are part of the advice, not a footnote to it. ## Continue the enquiry The [legal advisory in Morocco guide](/articles/legal-advisory-in-morocco) explains how to commission a decision-focused analysis. The companion article on [preparing a Moroccan legal briefing](/articles/preparing-a-moroccan-legal-briefing) provides a structure for turning diligence findings into a clear internal document. Research-led support is described on the [Moroccan legal advisory page](/consulting). This article is general information, not transaction-specific legal advice. The scope of due diligence and the involvement of locally qualified counsel should be determined for each project.