Morocco’s capital market regulatory body, the Autorité Marocaine du Marché des Capitaux (AMMC), oversees and regulates the Casablanca Stock Exchange and the derivatives exchanges in Morocco. The AMMC has played a pivotal role in the development and regulation of Morocco’s capital markets since its inception in 1993.

Background and History

The AMMC was established in 1993 following the reorganization of the Casablanca Stock Exchange and the enactment of law number 35-93 on the reorganization of the stock market. This law granted the AMMC legal status and financial autonomy to regulate and oversee Moroccan capital markets.

Prior to the creation of the AMMC, the Casablanca Stock Exchange was state-controlled under the Ministry of Finance. However, in the early 1990s, Morocco launched major economic reforms aimed at liberalizing and modernizing the financial sector. The establishment of the AMMC was part of these reforms to move towards a more open and transparent capital market.

The key objectives behind the creation of the AMMC were to:

  • Protect investors and ensure orderly functioning of the markets
  • Regulate issuers and market intermediaries
  • Promote fairness, efficiency and transparency in securities markets

Since its inception, the AMMC has played an integral role in developing the legislative and regulatory framework for Morocco’s capital markets. It has introduced various reforms over the years aimed at strengthening corporate governance, enhancing issuer transparency, improving securities trading mechanisms and aligning regulations with international standards.

Organizational Structure

The AMMC is governed by a board composed of a Chairman and six board members appointed through a decree for a period of 5 years. The Chairman has the rank of Minister while board members have the rank of Secretary of State.

The board is supported by four specialized commissions focused on key areas:

  • Issuers Commission: Oversees matters related to issuer compliance, disclosure requirements and corporate governance
  • Intermediaries Commission: In charge of regulating market intermediaries such as brokers, dealers, investment advisors etc.
  • Inspections Commission: Conducts inspections and investigations to ensure compliance with regulations
  • Disciplinary Commission: Hears disputes and imposes disciplinary sanctions on regulated entities

Operationally, the AMMC has five departments focused on regulation, issuers, intermediaries, inspection & investigations and legal affairs. The board works closely with the departments to establish policies, enforce regulations and achieve the AMMC’s objectives.

An independent 5-member Disciplinary Board, appointed by the Ministry of Finance, is responsible for ruling on infractions committed by issuers and intermediaries. The AMMC refers cases to the Disciplinary Board and executes its decisions.

Powers and Responsibilities

As the capital market regulator, the AMMC has wide-ranging supervisory and enforcement powers granted under law number 35-96 relating to the AMMC.

The key powers and responsibilities of the AMMC include:

Regulation

  • Drafting regulations applicable to capital market participants
  • Setting disclosure standards and obligations for issuers
  • Establishing conduct of business rules for intermediaries
  • Approving exchange by-laws and rulebooks of central counterparties
  • Promulgating general instructions applicable to the securities industry

Authorization

  • Approving and authorizing the creation of stock exchanges, central counterparties and securities clearing organizations
  • Licensing brokers, dealers, portfolio managers, investment advisors and other intermediaries
  • Approving issuance and listing prospectuses

Supervision

  • Ongoing supervision of exchanges, central counterparties, securities clearing houses and intermediaries
  • Monitoring issuer disclosures, financial reporting and corporate governance
  • Conducting inspections and investigations of regulated entities

Enforcement

  • Imposing administrative sanctions and disciplinary measures on regulated entities for violations
  • Referring criminal offenses to the public prosecutor
  • Suspending or delisting issuers in case of regulatory breaches

Cooperation

  • Concluding cooperation agreements with foreign regulators
  • Collaborating with domestic regulators such as central bank, insurance authority etc.
  • Assisting judicial authorities as needed on capital market matters

By leveraging these powers, the AMMC oversees all facets of securities regulation and supervision aimed at protecting investors, maintaining market integrity and promoting capital formation.

Key Regulations and Frameworks

Since its establishment, the AMMC has introduced various reforms and regulations to develop Morocco’s capital markets. Some of the key regulations and frameworks introduced by the AMMC include:

Disclosure Requirements

  • Periodic disclosures: Issuers must publish quarterly and annual earnings reports reviewed by auditors. Banks must also publish semi-annual reports.
  • Ongoing disclosures: Issuers must promptly disclose any material information that may impact share prices or investor decisions.
  • Prospectus Guidelines: Detailed prospectus content and disclosure requirements for IPOs and security issuances.

Corporate Governance Rules

  • Duties of Board of Directors: Corporate governance code outlining responsibilities of board members.
  • Insider Trading Prohibitions: Strict prohibitions on insider trading and improper disclosure of confidential information.
  • Related Party Transactions: Requirements for transparency and shareholder approval on related party deals.
  • Takeover Bid Rules: Comprehensive regulations on takeover bids, buybacks, and other change of control transactions.

Market Conduct Regulations

  • Client Relations: Rules of conduct for intermediaries when dealing with clients including know-your-client procedures, risk disclosures, trade confirmations etc.
  • Conflicts of Interest: Requirements for intermediaries to implement policies to avoid and mitigate conflicts of interest.
  • Market Manipulation: Prohibitions on manipulation through false information, price manipulation, insider trading etc.
  • Short Selling: Regulatory framework for covered short selling of securities.

Licensing Requirements

  • Brokers: Minimum capital, risk management, personnel competence and IT requirements.
  • Portfolio Managers: Organizational, capital adequacy, disclosure rules for discretionary asset managers.
  • Investment Advisors: Registration, conduct of business rules for non-discretionary advisors.
  • Research Analysts: Separation of research and trading activities, disclosure rules on reports.

Enforcement Powers

  • Administrative Fines: Financial penalties up to 5 million dirhams for regulatory breaches.
  • License Suspension: Authority to suspend or withdraw intermediary licenses for serious violations.
  • Bankruptcy: Power to file for receivership or liquidation of brokers in financial distress.
  • Referrals: Refer criminal violations to public prosecutor for judicial sanctions.

By steadily enhancing regulations across all facets of the capital markets, the AMMC has significantly strengthened investor protections, governance standards and market integrity within Morocco’s capital markets.

Key Developments and Reforms

Since the 1990s, the AMMC has spearheaded multiple capital market reforms in collaboration with other regulators and government entities. Some of the major reforms driven by the AMMC include:

Demutualization of Casablanca Stock Exchange (2008)

Historically, the stock exchange was organized as a non-profit mutual association owned by its broker members. In 2008, the exchange was demutualized into a for-profit company to enhance competitiveness and alignment with international standards.

Merger of Casablanca Exchanges (2016)

The Casablanca Stock Exchange and derivatives exchange were merged in 2016 to create a unified stock exchange for all asset classes under a new holding company.

Revamped Corporate Governance Code (2008, 2016)

The AMMC has enhanced Morocco’s corporate governance code over the years to strengthen board oversight, transparency and shareholder rights.

Introduction of BMSI Index (2012)

The BMSI index comprising the 75 most actively traded companies was launched in 2012 to serve as the benchmark index for the Moroccan equity markets.

Mandatory OPCVM (2013)

The AMMC mandated the conversion of contractual investment funds into OPCVM structured funds to better regulate retail funds.

Regulations for Crowdfunding Platforms (2019)

New rules were introduced to enable crowdfunding platforms to offer investment opportunities to the public under regulatory oversight.

Launch of Central Depository (2020)

The central depository MAROCLEAR was launched to provide centralized clearing, settlement and securities depository services.

By spearheading these and many other reforms over the past 25+ years, the AMMC has transformed Morocco’s capital markets into a modern, robust and internationally integrated marketplace.

Oversight of Casablanca Stock Exchange

As the regulator of Morocco’s capital markets, the AMMC is responsible for overseeing the Casablanca Stock Exchange and enforcing listing and disclosure rules.

The Casablanca Stock Exchange or La Bourse de Casablanca is Morocco’s only stock exchange located in the economic capital Casablanca. It was originally founded in 1929 during the French protectorate era.

Today, the Casablanca Stock Exchange is the third largest bourse in Africa with a market capitalization of around $60 billion as of 2020. It has 78 listed companies spanning various industries.

Key oversight responsibilities of the AMMC with respect to the Casablanca Stock Exchange include:

  • Reviewing and approving the exchange’s rulebook and by-laws
  • Monitoring trading activities and investigating any potential market abuse
  • Assessing and approving applications for listing on the exchange
  • Setting continuous listing standards and disclosures for issuers
  • Suspending trading or delisting companies in case of regulatory breaches

The AMMC works closely with the stock exchange to ensure orderly trading, efficient price discovery and high listing standards to maintain market integrity and quality.

Supervision of Brokerage Firms and Intermediaries

A robust regulatory framework for capital market intermediaries is crucial for safeguarding investor interests and maintaining confidence in the fairness of markets.

The AMMC is responsible for licensing, regulating and supervising various brokerage firms and intermediaries that provide services to investors in Morocco’s capital markets.

The key intermediaries supervised by the AMMC include:

Securities Brokers

Brokerage firms that execute trade orders on behalf of clients across the cash equities market and derivatives market.

Portfolio Managers

Asset management firms that provide customized investment management services and manage pooled funds on a discretionary basis.

Investment Advisors

Advisory firms that provide non-discretionary investment advice to clients for fee-based compensation.

Underwriters

Investment banks involved with helping companies raise capital through securities offerings.

Market Makers

Firms that provide liquidity and two-sided quotes on exchange-traded securities.

The AMMC grants licenses to intermediaries after ensuring they meet minimum competency, governance, capital and technology requirements. Ongoing supervision involves periodic reporting, inspections, audits and enforcement actions for violations.

By maintaining high standards among intermediaries, the AMMC enhances investor protection and promotes public confidence in capital market institutions.

Cooperation with Bank Al-Maghrib

Given the interconnectedness between banking and capital markets, the AMMC maintains close cooperative ties with Morocco’s central bank, Bank Al-Maghrib.

Bank Al-Maghrib is responsible for formulating and implementing monetary policy, overseeing banking institutions and maintaining financial stability. As the central bank, it is a key stakeholder in the orderly growth of Morocco’s financial system.

The AMMC coordinates with Bank Al-Maghrib on policymaking and oversight aimed at harmonizing regulations across banking and capital markets while also promoting financial development.

Areas of collaboration between the two regulators include:

Banking Supervision

Joint oversight of governance and risk management of banks active in capital markets activities such as underwriting, proprietary trading and sell-side research.

Market Infrastructure

Coordination on oversight of market infrastructure institutions like central counterparties and trade repositories.

Fintech Developments

Monitoring emerging fintech such as blockchain, robo-advisors and digital assets from a cross-sector perspective.

Financial Stability

Sharing market intelligence to proactively identify risks and vulnerabilities to financial stability.

Investor Education

Joint initiatives to educate the public on capital market opportunities, investor rights and fraud prevention.

This close cross-sector collaboration ensures consistency between banking sector and capital market regulations while also harnessing synergies for more effective oversight.

Enforcement Actions

As part of its mandate to protect investors and safeguard market integrity, the AMMC actively enforces securities laws and regulations against capital market violations.

The AMMC has wide-ranging administrative sanctions at its disposal to discipline regulated entities for non-compliance and misconduct. Key enforcement tools include:

Fines – Imposing fines up to 5 million dirhams depending on severity of violation.

License suspension – Temporarily prohibiting brokers from conducting regulated activities.

Public censure – Official reprimand for minor violations.

License revocation – Permanently withdrawing license in case of serious misconduct.

The AMMC also has the authority to impose a range of disciplinary sanctions on brokers, portfolio managers and listed companies for breaches. These include:

  • Prohibition from trading securities or managing funds
  • Restrictions on licensed activities
  • Removal of executives and controlling shareholders
  • Appointing temporary administrators

Additionally, the AMMC can refer cases involving potential criminal offenses such as fraud, market manipulation and insider trading to the public prosecutor’s office for judicial sanctions.

By actively enforcing securities regulations, the AMMC strengthens compliance culture among market players and upholds fairness and trust in capital markets.

Investor Education and Financial Inclusion

A key function of the AMMC involves educating the public on capital market opportunities and risks to promote wider participation.

The AMMC’s investor education initiatives aim to:

  • Enhance understanding of capital markets and available products
  • Increase awareness of investor rights and recourse mechanisms
  • Provide guidance on assessing risks vs. returns
  • Prevent fraudulent schemes and illeducated decisions

Key education programs of the AMMC include:

  • Website Content – User-friendly guides and brochures on markets and investing.
  • Workshops – Periodic events and seminars for diverse groups including youth, women and retirees.
  • Mass Media – Engaging local media platforms to disseminate messages to the masses.
  • School Programs – Incorporating capital markets into university curriculums and business schools.

The AMMC also coordinates on financial inclusion policies with regulators and government entities to expand access to capital markets. Making markets accessible to all segments of the population is crucial for broad-based economic development.

Through its education and inclusion initiatives, the AMMC promotes capital markets as an avenue for wealth creation and economic advancement for Moroccans from all socioeconomic backgrounds.

International Role and Integration

As Morocco’s economy and capital markets integrate into the global financial system, the AMMC plays an active role internationally through collaborations with regional and global bodies.

Key international memberships and roles of the AMMC include:

  • IOSCO Member – Member of the International Organization of Securities Commissions that brings together market regulators globally.
  • AMERC Vice Chair – Vice chairman of the Africa Middle East Regional Committee within IOSCO.
  • WFE Affiliate Member – Affiliate member of the World Federation of Exchanges representing over 200 market infrastructures.
  • ASEA Partner – Strategic Memorandum of Understanding with Spain’s securities regulator to exchange information and strengthen oversight of cross-border activities.
  • Bilateral MOUs – Cooperation agreements for enforcement coordination with regulators globally including France, UK, US and MENA regulators.

The AMMC also frequently holds bilateral meetings with regulators to exchange perspectives on latest market developments and risks.

Additionally, the AMMC participates in initiatives by international standard-setting bodies focused on securities regulation such as IOSCO, OECD and IMF to align local regulations with global standards and best practices.

By developing institutional linkages and engaging internationally, the AMMC promotes integration of Morocco’s capital markets into the global financial system.

Conclusion

In its 25+ years since establishment, the Autorité Marocaine du Marché des Capitaux has been instrumental in developing Morocco’s capital markets into a pillar of the domestic financial system and a gateway for global investment.

Through prudent regulation, ongoing reforms, and proactive supervision, the AMMC has strengthened corporate governance, enhanced market infrastructure, increased international integration and improved investor protection.

Today, Casablanca Finance City houses the most advanced capital market in North Africa thanks to the pioneering efforts of the AMMC.

As emerging risks such as fintech disruption and volatile capital flows impact markets, the agile regulatory approach of AMMC will continue playing a vital role in fostering transparent, efficient and stable capital markets that drive Morocco’s development.