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NPL Data Rooms: What Buyers Expect

Documents and data that enable serious underwriting and competitive bidding.

Author: Serenor Capital
Published: September 11, 2026
Read: 7 min read

The data room is where due diligence happens. For a buyer evaluating a Moroccan NPL portfolio, the data room contains — or should contain — the documents that transform a loan tape into a defensible investment decision. What is present determines what can be verified; what is absent determines what must be assumed, and assumptions carry price.

This checklist sets out what a buyer should expect, and request, in a Moroccan NPL transaction data room. It is organised by function rather than by document type, because the purpose of due diligence is to answer questions, not to accumulate files.

Loan tape and portfolio overview

The loan tape is the central document. Everything else in the data room exists to support, verify, or supplement what the tape claims.

Core tape requirements

Complete loan tape in electronic format (Excel or CSV), covering all exposures in the perimeterField definitions explaining each column, calculation methodology, and data sourceData extraction date and confirmation of which system(s) the data was drawn fromPerimeter confirmation listing any exposures excluded from the sale and reasons for exclusionTape reconciliation to audited accounts or regulatory reporting (total balance, exposure count)

Portfolio stratification

Summary tables stratifying the portfolio by key dimensions:

Classification status (pré-douteux, douteux, compromis)
Secured vs. unsecured, and by collateral type
Borrower type (individual, SME, corporate)
Geographic region
Exposure size bands
Procedural stage (amicable, pre-litigation, litigation, execution)
Vintage (time since first default)

These tables provide an overview before diving into individual files.

Loan documentation

For sampled exposures — and for all material exposures — the underlying loan documentation must be available.

Credit agreements

Original loan agreement or certified copyAll amendments, restructurings, and modifications with dates and termsDraw-down confirmations showing amounts actually disbursedInterest rate documentation including any rate changes

Account statements

Loan account statements showing principal, interest, fees, and payments from origination to presentPayment history with dates and amounts of all payments receivedCalculation of claim amount showing how the current balance was derived

The claim amount on the tape should reconcile to the supporting documentation. Discrepancies require explanation.

Security documentation

For secured exposures, the documentation proving the existence, validity, and priority of security is essential.

Real estate security (hypothèque)

Mortgage deed (acte d'hypothèque) identifying the property and termsLand registry certificate (certificat de propriété or note de renseignements) confirming registrationTitle deed (titre foncier) or, for unregistered land, documentation of ownership chainRegistration date and rank of the mortgage relative to other chargesProperty valuation report with date, valuer identity, and methodologyProperty description including location, size, type, and condition

Pledges and other security

Pledge agreement (acte de nantissement) for each pledged asset classRegistration certificate from the relevant registry (commercial court for fonds de commerce, for example)Asset inventory for pledged equipment or inventoryMost recent valuation of pledged assets

Guarantees

Guarantee agreement (acte de cautionnement) for each guarantorGuarantor identification and, for individuals, evidence of capacityFor corporate guarantors: corporate authorisation for the guaranteeInformation on guarantor financial position if available

Procedural and litigation documentation

For exposures in recovery proceedings, the court file status must be documented.

Litigation files

Case reference numbers for all proceedings (civil, commercial, enforcement)Court jurisdiction and locationKey procedural documents: demand letters, summons, judgments, ordersCurrent procedural stage with most recent court action and dateUpcoming procedural milestones and scheduled dates

Enforcement files

Execution title (titre exécutoire) — judgment or other enforceable instrumentSeizure documentation (procès-verbal de saisie) if property has been seizedAuction documentation if sale has been scheduled or attemptedObstacles encountered: appeals, objections (oppositions), third-party claims

Servicing and collections history

The seller's recovery efforts to date provide insight into borrower behaviour and collection potential.

Collections activity

Contact log showing attempts to reach borrower and outcomesSettlement discussions and any offers made or receivedPayment arrangements entered into and compliance historyReasons for non-payment where known (financial difficulty, dispute, disappearance)

Servicing data

Servicing cost history showing costs incurred on the portfolioRecovery performance on any realisations already achievedWrite-off history showing any amounts written off and reasons

Borrower information

Understanding the borrower's circumstances is essential for projecting future recovery.

Individual borrowers

Identification: name, national ID (CIN), date of birth, addressEmployment information if availableOther known assets or liabilitiesDeath certificate if borrower is deceased

Corporate borrowers

Company identification: name, legal form, registration number (RC)Commercial registry extract (extrait du registre de commerce) showing current statusFinancial statements for the most recent available periodsGroup structure identifying related entities and cross-guaranteesInsolvency status: any pending or completed liquidation, redressement, or safeguard proceedings

Collateral valuations

Valuations underpin secured-recovery estimates and must be critically evaluated.

Valuation reports

Full valuation report for each material secured exposureValuation date — currency of the valuation is criticalValuation methodology: market approach, income approach, cost approachComparable transactions relied uponSpecial assumptions or limiting conditionsValuer credentials and independence

Desktop valuation data

For smaller exposures where full valuations are not available:

Property characteristics (location, size, type)Comparable transaction data from the local marketTax assessment values (valeur vénale) if available

Historical performance data

Where the seller has conducted prior NPL transactions, historical performance provides calibration for projections.

Recovery rates achieved on comparable portfolios previously disposed or worked outEnforcement timelines experienced by asset type and regionCost experience as a percentage of recoveries or per fileVintage curves showing recovery realisation by year since default

This data is often confidential and may require specific requests or NDA coverage.

Legal and regulatory documentation

Transaction-specific legal matters require review.

Transfer mechanics

Proposed transfer structure: direct sale, FPCT securitisation, or otherDraft transfer documentation if availableLegal opinion on transferability of claims and security under Moroccan lawNotification requirements for borrowers and guarantors

Regulatory matters

Regulatory approvals required for the transactionBank Al-Maghrib communications relevant to the portfolio or transactionData protection compliance considerations for borrower data transfer

Operational information

Post-acquisition operations require advance planning.

Servicing arrangements

Current servicer and performance metricsProposed post-sale servicing arrangementsServicer capabilities for amicable and judicial recoverySystems and data transfer procedures

Transition planning

Data migration plan for loan files and systemsHandover timeline and key milestonesOngoing seller cooperation requirements (court appearances, document provision)

Checklist summary

The following table summarises the key data room categories and their purpose:

| Category | Purpose | Priority | |----------|---------|----------| | Loan tape and stratification | Define perimeter, enable segmentation | Essential | | Loan documentation | Verify claim amounts | Essential for material exposures | | Security documentation | Confirm existence, validity, priority | Essential for secured exposures | | Procedural documentation | Assess recovery timeline | Essential for litigated exposures | | Valuations | Calibrate recovery estimates | Essential for secured exposures | | Collections history | Understand borrower behaviour | Important | | Historical performance | Calibrate projections | Important if available | | Legal and regulatory | Confirm transfer mechanics | Essential |

What to do when documentation is missing

Data room gaps are common. The response depends on the nature and materiality of the gap.

For material exposures with missing documentation, the options are: request the documents and delay bidding until received; exclude the exposure from the bid perimeter; or price the exposure conservatively assuming the missing information is unfavourable.

For portfolio-wide gaps — missing valuations across many secured exposures, for example — the impact flows through the entire pricing model as wider assumption ranges and lower bids.

The buyer's leverage to demand better data depends on competitive dynamics. In a competitive auction, requesting extensive additional documentation may simply result in exclusion from the process. In a bilateral negotiation, there is more scope to make information provision a condition of engagement.

Sources

Due diligence practice standards from European NPL markets (EBA NPL transaction guidelines)
Moroccan legal requirements for loan documentation and security registration
Serenor Capital internal due diligence protocols

Evaluating an NPL Portfolio

Serenor Capital supports financial institutions and investors in the analysis and valuation of non-performing loan portfolios in Morocco.

NPL portfolio underwriting

Serenor Capital publishes research on non-performing loans, distressed-credit valuation and the development of Morocco’s secondary credit market.

This note is general commentary on method and market structure. It is not investment advice, legal advice, or a recommendation in relation to any portfolio, transaction or financial asset.

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