REQUIREMENTS FOR CREATING A COMPANY BRANCH OFFICE IN CAMEROON
WHAT ARE THE REQUIREMENTS FOR CREATING A BRANCH OF A COMPANY IN CAMEROON?
The Uniform Act does not expressly provide for the procedure for the registration of a branch. It defers that authority to national law.
The law on Commercial Activities in Cameroon does not itself provide for ‘‘the procedure for registration of a branch company in Cameroon’’ but states that a regulation shall be enacted in this regard. Such regulation has never been enacted; thus, most lawyers and notary publics have relied on practice to execute the registration of branches.
Following a decision by the management of the company to set up a branch in Cameroon, the following documents are needed to file an application for registration:
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- Resolution by the company’s management to set up a branch;
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- Appointment of manager(s) of the branch;
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- Criminal records/police clearance of the manager(s) of the branch;
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- Identification documents/passport(s) of manager(s);
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- Certificate of incorporation of the company;
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- Articles of Association of the company;
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- Branch office plan.
WHAT IS THE DURATION OF A BRANCH OF A COMPANY IN CAMEROON?
The branch of a company registered in Cameroon enjoys the same lifespan as that of the company.
On the other hand, the duration of a branch of a foreign company has a duration of two (02) years. This duration can be extended by a waiver of the Minister of Commerce in special circumstances. However, such waiver cannot exceed two (02) years non-renewable.
The special circumstances are put in place by regulation and such a waiver depends on the justification of the foreign company of the need to continue its activities using a branch. For example, a foreign company that wins a bid for a project in Cameroon that has an execution period of three or four years may not see a reason to incorporate a company. They can create a branch and ask for renewal for two (02) additional years till the completion of the project. Justification is particularly straightforward when the project is a government project or government-funded and such issues was taken into consideration during negotiations of execution, including the SPV needed for that.
This write-up is aimed at giving the reader a cursory look at what a branch entails. Expert advice is needed once a company (foreign or domestic) intends to carry out commercial activities to determine the most suitable vehicle for such activities.
Article by CHUO ANGABUA JUNIOR
‘’The content of this article is intended to provide a general guide to the subject matter. We insist specialist advice be sought depending on your specific circumstance’’
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