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 regime and activities of a mining company are regulated by the 2016 mining code of Cameroon.
How many shareholders should a mining company have upon registration in Cameroon?
A mining 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 a mining company in Cameroon?
The promoters should ensure that they are qualified to be awarded a license to operate by the Ministry of Mines in Cameroon.
The promoters should also ensure they are not barred from registering a company under Cameroon law.
Under what type of company can a mining business be registered in Cameroon?
A mining business can be registered on 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 a mining company in Cameroon?
Cash contribution, Service contribution and Contribution in kind.
Can a shareholder of a registered mining company in Cameroon be a manager?
Yes.
Can a foreign national own 100% shares of a mining company in Cameroon?
According to section 15 (5) of the mining code of 2016, only legal persons under Cameroon law operating in the mining sector shall be granted mining titles.
According to section 22 (1) of the mining code of 2016, only persons of Cameroonian nationality shall carry out non-industrial mining subject to the issuance of an individual non-industrial miners card and a non-industrial mining license.
According to section 27 (1) of the mining code of 2016, the license for a semi-mechanized non-industrial mining shall be granted by the minister in charge of mines to any legal persons governed by Cameroon law.
According to section 31 (1) of the mining code of 2016, the reconnaissance permit shall be granted to legal persons governed by Cameroon law.
According to section 36 of the mining code of 2016, the exploration permit shall be issued to a legal person under Cameroonian law.
According to section 46 (1) of the mining code of 2016, a non-industrial or industrial mining permit shall be granted by right to any holder of an exploration permit who has evidence of the existence of a mineral deposit within his perimeter.
Who are the parties to sign a mining agreement in Cameroon?
A mining agreement in line with section 44(1) of the mining code of 2016 shall be signed between an exploration permit holder and the state with a view to developing and mining or financing a new mineral deposit.
How many types of mining titles can be granted to an applicant?
There a 5 types of mining titles awarded by the Ministry of Mines. They are as follows;
- Non-industrial mining license;
- Semi-mechanized non-industrial mining license;
- Exploration permit;
- Small-scale mining permit;
- Industrial mining permit.
How many types of quarries exist in Cameroon?
There are 4 types of quarries to wit;
- Non-industrial quarries;
- Semi-mechanized non-industrial quarries;
- Public interest quarries;
- Industrial quarries.
Who can be granted a quarry mining license or permit in Cameroon?
Section 69 (1) of the 2016 mining code states that quarry mining license shall be granted to Cameroon nationals and companies governed by Cameroon law who have a lease contract or ownership title after consultation with the competent administrative authorities and neighbouring populations.
Does Spring Water, Mineral and Thermo-Mineral Water form part of the mining regime in Cameroon?
Yes.
Under what circumstance is spring water, mineral and Thermo-mineral water regulated by the Ministry of mines in Cameroon?
If the packaging of spring water, mineral and Thermo-mineral water is intended for public consumption in Cameroon, it must be subject to the issuance of a license by the minister in charge of mines.
What kind of mining activities engage the operator to compensate the victims in Cameroon?
Small scale mining, Industrial mining and public interest quarry.
What degree of responsibility is given to a mining operator in Cameroon?
According to article 133 (1) of the 2016 mining code, any natural or legal person carrying out exploration and mining works pursuant to the law shall be bound to do so according to standard practice and in accordance with the laws and regulations in force, in such a manner as to safeguard the health and safety of persons, workers of the mine and property.
A mining operator also has the responsibility to ensure that environmental protection laws are respected in the course of operations.
Can an interested investor focus only on the marketing of mineral substances in and out of Cameroon?
Yes, but such an investor must have a company registered in Cameroon and obtain the required license from the Ministry of mines in Cameroon.
What license does an investor need to have to be able to market mineral substances in Cameroon?
An individual must in accordance with section 148 of the mining code of 2016 have any one of the following licenses; a valid individual non-industrial mining operator’s card, the individual collector card, a non-industrial mining license, a semi-mechanized non-industrial mining license or a license to open a marketing office.
What are the mandatory requirements for promoters wishing to register a mining company in Cameroon?
Promoters wishing to register a mining 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 a mining company in Cameroon be registered but not operate?
Yes. If the company has not been granted the license/authorization from the Ministry of mines in Cameroon.
What is the prove that a mining company registered in Cameroon is operational?
For a mining 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 mining license/permit/authorization.
What information is required to register a mining company in Cameroon?
To register a mining 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 a mining 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
- The Ministry of Mines in collaboration with the Prime Ministry