Enonchong Chambers Lawyers, Douala

Company formation and corporate compliance

A company is incorporated in Cameroon through the Centre de Formalites de Creation d'Entreprises, the one-stop shop where the registry, the tax administration and social security sit together. The Ministry of Finance gives the official target as 72 hours.

The forms available are those of the OHADA Uniform Act on Commercial Companies. The choice between them turns on capital, on how the business will be governed, and on whether a notary is required.

FormMinimum capitalInstrument
SARL100,000 FCFA, minimum share value 5,000 FCFANotarized deed or private instrument
SA10,000,000 FCFANotarized deed only
SASNo minimumFreely determined by the articles
SNC and SCSNo minimum

Law No. 2016/014 of 14 December 2016 reduced the minimum capital of the SARL from 1,000,000 to 100,000 FCFA and allowed its articles to be established by private instrument, with the CFCE authenticating the signatures. A single-member SARL requires no notary, and an SARL whose capital does not exceed 1,000,000 FCFA may choose whether to use one.

Capital and paying it in

Contributions in kind and in services are paid in full at subscription. Cash contributions follow a different rule: half the capital of an SARL is paid in at subscription and the balance within two years, while for an SA a quarter is paid in at subscription and the balance within three years. Funds are deposited within eight days with a notary, a bank or a microfinance institution, which issues a certificate of deposit.

Our work includes

  • Advising on the choice of corporate form and drafting the articles of incorporation (statuts)
  • Organizational meetings, subscription records and the appointment of officers
  • Registration in the Trade and Personal Property Credit Register at the registry, and publication of the statutory notice within fifteen days
  • Taxpayer card, business license, assignment to a tax center, and registration with the CNPS (social security) and the Regional Labor Delegation
  • Branch and representative office registration for foreign companies
  • Approval of the Minister of Trade where a venture involves majority foreign ownership or the acquisition of more than half the shares of an existing company
  • Shareholders' agreements, capital increases, transfers of shares and corporate restructuring

Investment incentives

The framework is Law No. 2013/004 of 18 April 2013 on private investment incentives, supplemented by Ordinance No. 2025/002 of 18 July 2025, which introduced a one-stop procedure targeting approval within ten days, graduated tax credits, accelerated depreciation and customs relief, with differentiated treatment for special economic zones and public-private partnerships.

Contact

Speak with an attorney

Enonchong Chambers meets with clients at its offices at 305 rue Alfred Saker in Akwa, Douala. Correspondence in English or French is answered in the language it was written in.