PROCEDURE FOR REGISTERING SUBSIDIARY COMPANIES IN CAMEROON
The procedure to register a subsidiary company in Cameroon must be commenced by a holding company. A holding company is a parent company owning more than 50% shares in another company (subsidiary) in order to control its policies and management.
A subsidiary company in Cameroon is one owned and controlled by another company, known as a parent or holding company. It is a separate legal business entity registered with The Trade and Personal Property Rights Registry. It keeps its own financial records, bank accounts, assets, and liabilities.
A foreign company already incorporated overseas and willing to operate in Cameroon can also incorporate a branch or register a subsidiary company in Cameroon of the parent company.
A subsidiary company is a corporate structure with a separate legal personality status. It is statutorily regulated and incorporated under the OHADA Uniform Act Relating to Commercial Companies and Economic Interest Groups, which is the law that regulates the incorporation of companies in Cameroon.
It is worth noting that a subsidiary company cannot be registered where no holding company is in existence.
HOW TO REGISTER A SUBSIDIARY COMPANY IN CAMEROON
The procedure for registering a subsidiary company in Cameroon is complex and thus making it imperative for me to be detailed on the legal assistance we provide to foreign parent companies.
- To register a subsidiary company in Cameroon, the first step required by the Holding Company is to choose a suitable proposed name for the company
- The parent company must decide on the objectives of the company
- To register a subsidiary company in Cameroon, the registered principal address of the subsidiary company must also be provided or negotiated with your attorney to use a temporal/virtual address
- The details of the parent or holding company must be provided before the procedure for registering a subsidiary company in Cameroon can be initiated.
- To register a subsidiary company in Cameroon, the share capital and shareholding formula among shareholders will be required.
- To register a subsidiary company in Cameroon, the particulars of a minimum of one Director, such as an international passport, address, email, and phone number.
- To register a subsidiary company in Cameroon, the Resolution of the parent or holding company authorizing the registration of the subsidiary company must be provided.
- The memorandum and Articles of association of the company are to be registered, which is advisable to be drafted professionally by a Legal Practitioner.
- A copy of the certificate of incorporation of the parent company is to be provided.
LEGAL ASSISTANCE WITH SUBSIDIARY COMPANY REGISTRATION AND OTHER REQUIREMENTS, AND OBLIGATIONS FOR A FOREIGN HOLDING COMPANY
The applicant will be required to pay the filing fee and stamp duty paid to the Revenue office.
Every foreign-owned subsidiary company in Cameroon must have a minimum share capital. This capital is not mandatory to be paid up or provided at the point of registration of the company. It is only filing fees and professional fees for incorporation that may be paid at this point.
Where the filing fee has been paid, the statutory forms will be filled and submitted along with the evidence of payment and other requirements at the TPPRR
SUBSIDIARY COMPANY REGISTRATION COST
The procedure for registering a subsidiary company in Cameroon often comes with a cost. The cost is not fixed and is determined by the type of company, share capital, and activities. However, subsidiary company registration costs are honest and moderate.
In conclusion, for a subsidiary company to operate in Cameroon, it must be incorporated for that purpose. It is noteworthy that a subsidiary company may appoint directors different from the directors of the parent company.
Article by Barr. Mafany victor Ngando
“The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstance