According to Article 3 of the Uniform Act relating to Commercial Companies and Economic Interest Groups in Cameroon, any person, whatever their nationality, wishing to engage in the form of a company shall choose a form of company, which suits the activity, envisaged from among those provided by the Organization for the Harmonization of Business Law in Africa (OHADA) Law.
The activities of an import and export company in Cameroon are exercised in conformity with Law No. 2010/044 of 18th April 2016 governing external trade in Cameroon as well as Decree No. 2017/6523/PM of 7th June 2017.
How many shareholders should an import and export company have upon registration in Cameroon?
An import and export company can have as many shareholders as possible. The shareholders can be physical persons or legal persons. However, the shareholders should not be prohibited by the factors of being a convict, bankruptcy or not legally qualified to own shares in a company.
What should promoters look out for prior to register an import and export company in Cameroon?
The promoters should ensure that the objectives of their company should be import and export business in Cameroon.
The promoters should also ensure they are not barred from registering a company under Cameroon law.
Under what type of company can an import and export business be registered in Cameroon?
A import and export business can be registered under two forms of companies. A private limited company and a public limited company.
This will be based on the minimum share capital to be contributed by the founders upon incorporation of the company.
What are the contributions to be paid to the capital of an import and export company in Cameroon?
Cash contribution, Service contribution and Contribution in kind.
Can a shareholder of a registered import and export company in Cameroon be a manager?
Yes.
Can a foreign national own 100% shares of an import and export company in Cameroon?
Yes.
Who are the parties to obtain an agreement for an import and export company registered in Cameroon?
A manager who is a foreign national must obtain an agreement from the ministry of trade before an import and export license can be granted to the company.
The above provision is not applicable to a Cameroonian citizen who is the manager of a registered import and export company in Cameroon.
Are there any special requirements for an import and export company in Cameroon?
Yes, not all import license are the same. The license to import and export will be subject to the type of goods to be imported or exported.
For example, the cost to obtain an import license for pharmaceutical products is different and a special authorization must be given by the Ministry of Health.
The exportation of mineral substances from Cameroon are subject to an authorization from the Minister of mines.
Who can be granted an import and export license in Cameroon?
An enterprise or company duly registered with the objective of engaging in the business of import and export of goods.
What degree of responsibility is given to an import and export company in Cameroon?
The company is not supposed to engage in the importation or exportation of goods considered to be illegal or contraband on the one hand, or goods subject to a special administrative authorization without first obtaining the required approval.
What are the mandatory requirements for promoters wishing to register an import and export company in Cameroon?
Promoters wishing to register an import and export company in Cameroon must fulfil the following mandatory requirements;
- Must possess a valid Passport or National Identity Card.
- Must be of age 18 years and above.
- Must not be bankrupt from their country of origin.
- Must provide an authorizing document from the parent company if a subsidiary company to be registered in Cameroon.
- Must not suffer from insanity.
- Must possess good criminal records, which is evidenced by a non-crime certificate.
Can an import and export company in Cameroon be registered but not operate?
Yes. If the company has not been granted the license/authorization from the Ministry of trade in Cameroon.
What is the prove that an import and export company registered in Cameroon is operational?
For an import and export company registered in Cameroon to be fully operational, it must show proof of the following;
- A certificate of Incorporation
- An MO Form registration license
- A tax payer’s registration number
- A notarized lease agreement
- A location plan
- A certificate of non-indebtedness
- An attestation of Bank account creation
- A physical office location
- A matriculation number from the National Social Insurance Fund for the newly registered company in Cameroon
- A matriculation number per staff/worker from the National Social Insurance Fund
- A license
What information is required to register an import and export company in Cameroon?
To register an import and export company in Cameroon, the corporate attorney is enjoined by law to request some mandatory information from the company promoters/ founders. This information enables the registration the company in Cameroon to be successful irrespective of whether the founders/promoters are in Cameroon or abroad.
In accordance with section 262 of the Uniform Act relating to commercial companies and economic interest groups of the OHADA Law, the following information is required from the company founders;
- Name of company
- Form of company (Public Limited Company or Private Limited Company)
- Objectives of the company
- Copy of shareholder(s) identification documents
- Non-crime certificate
- Company startup capital
- Copy of identification document of company Manager or General Manager etc.
What documents have to be established by the corporate attorney? Legal assistance to register an import and export company in Cameroon.
The corporate attorney is to establish the following documents which will be subject to registration;
- Memorandum and Articles of Association of the company
- Notarized statement of subscription and payment of shares
- Notarized certificate of appointment of company manager
- Declaration of Regularity and Conformity with the OHADA Law
- Notarized list of company shareholder (s) and company manager (s)
- Location sketch of business premises.
Documents delivered upon completion of the registration process
- A certificate of Incorporation
- An MO Form registration license
- A tax payer’s registration number
- A notarized lease agreement
- A location plan
- A certificate of non-indebtedness
What are the administrative bodies involved in the registration process?
- The Court of First Instance
- The Stamp Duty Office
- The Tax Office
- The Company Registration Office
- Ministry of Trade