CAMEROON Law and Practice Contributed by: Bayee A. Besong, Besong & Co
liable or who have the power to bind the company or legal person; • a sworn statement signed by the applicant and attesting that he/she is not subject to any of the prohibitions provided for in Article 10 of the Uni - form Act; this sworn statement shall be supple - mented within 75 days of registration by an extract from the criminal record or, failing that, by the document in lieu thereof; or • any other information provided for by a specific legal provision. This information is, in theory, accessible to the public. The supervisory powers of the companies registrar are extensive: • The registrar checks the compliance of the applica - tion for registration with the supporting documents before registration. • It controls the cessation of activity by removing data entries after the closure or liquidation of a company. • The RCCM centralises the registration of securities (pledges, pledges) to guarantee their enforceability against third parties, making it possible to monitor the level of indebtedness of companies. 5.4 Global Anti-Money Laundering The reporting requirements are set out in Regulation No 02/24/CEMAC/UMAC/CM on the Prevention and Suppression of Money Laundering and the Financing of Terrorism and Proliferation in Central Africa. Individuals are required to declare and update the information relating to beneficial owners with the authority in charge of managing the register of ben - eficial owners of legal persons or legal arrangements. However, where no natural person could be declared as a beneficial owner, the following shall be consid - ered as such: • a natural person who holds, directly or indirectly, more than 25% of the capital or voting rights of the company; • the manager of the general partnership, the limited partnership or the limited liability companies;
• the chief executive officer of public limited compa - nies with a board of directors; • the sole chief executive officer or the chairperson of the management board of public limited compa - nies with a board of directors; or • the chairperson of simplified joint-stock compa - nies. When beneficial ownership information is reported, obliged entities and, to the extent that this is part of the normal exercise of their controls, the supervisory authorities, must report to the authority responsible for managing the register of beneficial owners any discrepancies they find between the information entered and the information available to them, includ - ing instances where no registration has been made. The authority responsible for the beneficial ownership register may require legal persons to submit or cor - rect information relating to beneficial ownership where such information is incomplete or inaccurate. The authority managing the register may request the legal person to regularise its file. If the legal person fails to respond within one month of the request for regularisation, the matter shall be referred to the National Financial Investigation Agency (ANIF). In the event of non-compliance with the provisions of the anti-money laundering and counter-terrorism financing framework, the legal person and relevant natural persons (including any individual who directly or indirectly holds more than 25% of the capital or vot - ing rights, and the general manager of public limited companies with a board of directors) shall be jointly and severally liable for the payment of any applicable fines. 6. Audit, Risk and Internal Controls 6.1 External Auditors The appointment of an external auditor is mandatory. Limited liability companies that do not make a public offering of securities are required to appoint one statu - tory auditor and one deputy auditor.
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