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Morocco Introduces New Decree to Define Share Pricing in Capital Increases
On Thursday, Feb 26 2026, Morocco’s Council of Government approved draft decree No. 2.25.1080, amending the 2009 decree that implements Law 17‑95 on public limited companies. The amendment adds explicit rules for determining the issue price of capital‑increase operations and requires auditors to certify the methodology, enhancing transparency for investors. The changes affect paragraphs 2 and 3 of article 4, mandating that price‑setting conditions and the auditor’s opinion be included in the minimum information disclosed in audit reports. The move is aimed at strengthening corporate governance and protecting shareholders.
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Government adopts decree to clarify share‑price setting
On Thursday, February 26, 2026, the Moroccan Council of Government met in Rabat and approved draft decree No. 2.25.1080, which amends and completes decree No. 2.09.481 dated 4 Moharram 1431 (December 21 2009) that implements Law No. 17‑95 on public limited companies.
Presented by Industry and Trade Minister Ryad Mezzour, the draft aims to revise paragraph 2 of article 4 of the existing decree. It now requires the conditions used to determine the issue price of a capital increase – together with the price itself and the amount raised – to be listed among the minimum information that must appear in the auditor’s report.
Paragraph 3 of the same article is also updated. It obliges the statutory auditor to give an opinion on the regularity and sincerity of the bases used to calculate the issue price, on the price range selected, and on the conditions set by the board of directors or the management board.
These changes are intended to increase transparency for shareholders and improve the quality of corporate governance in Morocco.