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.
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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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