BURKINA FASO Law and Practice Contributed by: Bobson Coulibaly, Pierre Yanogo, Oumarou Cisse and Diana Woba, SCP Yanogo Bobson
SARLs SARLs are generally managed by one or more managers, who may be shareholders or third parties. It offers a more flexible management structure which is more suited to smaller entities. SAS The management structure in an SAS is flexible and defined in the company’s articles of associa - tion. It has considerable freedom in defining its management bodies. There must be at least a chairman who manages the company under the supervision of the shareholders. 3.5 Directors’, Officers’ and Shareholders’ Liability The main rules governing the liability of directors and officers are set out in the AUDSCGIE. Directors are individually liable to the company and to third parties for faults committed in the performance of their duties (Article 161 et seq. of the AUDSCGIE). Company directors may be liable for intentional criminal offences. The AUDSCGIE defines a number of offences and penalties are deter - mined by the criminal law of Burkina Faso. In SAs, SARLs and SAS’s, the shareholders are only liable for the company’s debts up to the amount of the value of their shares (Articles 309, 385 and 853-1 of the AUDSCGIE). 4. Employment Law 4.1 Nature of Applicable Regulations The employment relationship in Burkina Faso is governed by various different legal rules.
Laws, Decrees and Orders Act 028 -2008-AN of 13 May 2008 on the Labour Code in Burkina Faso is the main law govern - ing labour relations. There are also a number of decrees and orders which complement the Labour Code, such as Decree 2023-1586/PRES- TRANS/PM/MFPTPS/MEFB of 20 November 2023 setting guaranteed inter-professional mini - mum salaries. Collective Agreements There is an inter-professional collective agree - ment dated 9 July 1974, which governs relations between employers and salaried workers under the Labour Code in all companies operating in the country in particular sectors such as com - merce, banking and road transport. There are also collective agreements negotiated between workers’ associations and employers’ organisa - tions for certain professional categories, such as the collective agreement for those working in the Individual employment contracts, whether writ - ten or oral, define the terms and conditions of employment between an employer and an employee in line with the law and collective agreements. Case Law private education sector. Employment Contracts Decisions of the labour courts, while not having any general regulatory value, help to clarify and explain the interpretation and application of legal rules and collective agreements. In summary, labour law in Burkina Faso is pri - marily based on the Labour Code and its appli - cation texts. It is complemented by collective agreements and individual contracts. Case law also plays a role in clarifying the applicable rules.
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