Steps to Register a Company in Cameroon

Steps to Register a Company in Cameroon

Steps to register a company in Cameroon. To register a company in Cameroon, the promoters must ascertain the type of company (private or public limited company). To register a company in Cameroon the promoters must understand the principle of corporate legal entity. In setting up a company in Cameroon, the minimum share capital to set up a private limited company is 1,000,000 (one million) FCFA whereas that of a public limited company is 10,000,000 (Ten million) FCFA. Shares are the unit of holding or right of ownership by an investor in a company.

COMPANY CREATION IN CAMEROON

  • A Limited Liability Company may be incorporated by one or more natural persons or corporate bodies with minimum share capital of XAF 1,000,000.
  • A Limited Liability Company can be managed by one or more managers who may be shareholder or non-shareholder.
  • A Branch Office of a Foreign Company which is not a member State of the OHADA Region has only a two year validity after which it must be transformed into a fully incorporated subsidiary unless a waiver is obtained from the Minister or Trade

COMPANY REGISTRATION IN CAMEROON – LICENSING

The following tax and business licenses registrations are essential and obligatory for all the companies in Cameroon.

  • Registration of the company in the Trade and Personal Property Credit Register (RCCM)
  • A business license (patent) that should be acquired from the Taxation Department by paying an annual fee.
  • Obtainable A tax number from the Taxation Department
  • Register the employees along with company at the National Social Insurance Fund (CNPS) and the Labour Office

ACCOUNTING AND TAX FOR COMPANY REGISTERED IN CAMEROON

  • Personal tax rate for First XAF 2 million of annual taxable income is 10%
  • Corporate tax rate is 38.5%
  • There is a withholding tax on dividends at the rate of 16.5%
  • Value added tax rate 19.25%
  • Capital gains are taxed in Cameroon at the rate of 38.5%.
TypeLimited Liability Company
Under Cameroon law, foreigners can own100%
Share CapitalXAF 1,000,000
ManagerMinimum of one
ShareholdersMinimum of One
Memorandum and Articles of AssociationYes
Can the entity hire expatriate staff in CameroonYes, but requires the contract to carry a
Visa from the minister of employment
SecretaryNo
Tax Registration Certificate RequiredYes
Statutory audit requiredYes
How long to open Corporate Bank Account1 -2 Weeks
The timeframe for Incorporation:5 -8 Weeks
Annual ReturnYes
Annual TaxYes
Access to Cameroon double tax treatiesYes
    

Information required from the company founders:

– Name of Company ( Private or Public ) limited company
– Objectives of the company
– Copy of shareholder (s) national identity card , passport or residence permit for foreigner and birth certificate for minor.
– Non-conviction or non-crime certificate
– Proficiency certificate (where applicable)
– Company registered address
– Company startup share capital.

Documents to be Prepared by the Commercial Attorney:

– Memorandum & Article of Association of the company-
– Notarized statement of subscription and payment of shares
– Notarized certificate of appointment of company manager
– Declaration of regularity and OHADA conformity
– Notarized list of company shareholder & company manager
– Location & localization sketch of business premises

Documents Delivered upon Completion:

– Certificate of incorporation
– Certificate of business registration
– Article /memorandum of association duly stamp
– Notarize statement of subscription
– Tax payers card
– Certificate of non-indebtedness
– Duly signed notarization sketch

The shareholders must adhere strictly to the Cameroon General Tax code 2017 to ensure the company is issued with a tax payers card and a certificate of non- indebtedness. Shareholders are further enjoined to register a company in Cameroon with the National social insurance Fund (CNPS) and place all its workers under an insurance scheme in accordance to the CIMA Insurance code 2009.

To register a company in Cameroon, economic operators involved in International trade are duty bound to adhere to law No 2010/004 of 18th April 2016 governing external trade and decree No 2017/6523/PM of 7th June 2017 so as to obtain import and export license.


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