How to Register a Company in Cameroon: Step-by-Step Guide

  Starting a business in Cameroon can be a straightforward process if you understand the legal requirements and documentation needed. Mafan...

 

Starting a business in Cameroon can be a straightforward process if you understand the legal requirements and documentation needed. Mafani Victon Gando of Kingsman Advocate’s Law Firm breaks down the steps for registering a company under the Cameroonian legal system.

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What Is a Company?

A company is an entity formed by one or more persons to run a business and make a profit. In Cameroon, companies can take several forms, but this guide focuses on the Limited Liability Company (LLC):

• Limited Liability Company (LLC): Shareholders’ liabilities are limited to their shares in the company.

• Shares: Represent the contribution and ownership ratio of each shareholder.

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Key Requirements for Registering a Company

Before registering, you must prepare the following information and documents:

1. Corporate Name

• Must end with Ltd for private limited companies or PLC for public limited companies.

2. Company Objectives

• Clearly define your company’s purpose (e.g., construction, real estate, entertainment, investment).

• This ensures your activities remain within the stated objectives.

3. Shareholders

• Identify shareholders (natural persons or corporate entities) and their shareholding ratios.

• Minimum share capital: 1,000,000 XAF.

• Collect identification documents: national ID for Cameroonians or passport data page for foreigners.

4. Physical Office Address

• A temporary address can be used during registration.

• A permanent address can be updated later via a company resolution.

5. Management

• Appoint at least one manager to run the company.

6. Non-Criminal Record Certificates

• Required for all shareholders and the appointed manager.

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Corporate Documents Drafted by a Notary

A Notary (Notaire) prepares the following documents:

1. Articles of Association: The company’s constitution.

2. Statement of Subscription of Shares: Confirms shareholders have paid and subscribed their shares.

3. Certificate of Appointment of Manager: Details functions, duration, and remuneration.

4. List of Shareholders: Include the birth certificate of any minor shareholder.

5. Certificate of Conformity: Confirms compliance with OHADA laws.

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Filing and Registration Process

Once documents are drafted:

1. File Articles of Association, Certificate of Appointment, Shareholder List, Manager List, and Certificate of Conformity with the Ministry of Small and Medium Enterprises.

2. If documents are satisfactory, you will receive:

   • Certificate of Incorporation

   • Registered Articles of Association

   • Manager Appointment Certificate

   • Attestation of Business Creation

   • Taxpayer Identification Card

3. Additional requirements post-registration:

   • Attestation of Localization (official business address)

   • Business License

With these documents, the company can legally:

• Hire employees

• Sign contracts

• Open corporate bank accounts

• Operate fully under Cameroonian law

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Frequently Asked Questions

1. How long does it take to register a company?

• Typically 15–20 working days when handled by professionals.

2. Can a single person start a company?

• Yes, as long as all legal requirements are met.

3. Do I need to be in Cameroon to register?

• No, digital signatures are accepted, so clients can complete registration remotely.

4. What if I don’t have a company address yet?

• A temporary address can be used, and you can update it later through a company resolution.

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Conclusion

Registering a company in Cameroon involves careful preparation of documents, proper filing, and adherence to OHADA laws. With professional guidance, entrepreneurs can successfully navigate the process and start their business efficiently.