COTE D’IVOIRE LAW AND PRACTICE Contributed by: Abdourahim Bodeen Diallo, Albert Dione, Tokpanan Doré, Joane-Dominique Bah, Thierno Moustapha Diallo, Mamadou Billo Barry and Nasrine Akrah, Thiam & Associés
In this sense, in the absence of a specific legal frame - work governing the method of employee remuneration (eg, cash, shares, etc), the common practice remains the payment of remuneration in cash. That said, there is no legal provision prohibiting employers from offering alternative or mixed com - pensation structures, which may include, in particular, shares, a cash component, and/or any other legally permissible benefits, subject to compliance with the applicable provisions of labour law and social regula - tions in force. With regards to the impact of remuneration mecha - nisms in the event of a change of control, these aspects are generally dealt with at the contractual level in the transaction documentation (sale agree - ments, shareholder agreements, employment con - tracts, or amendments). In the authors’ experience, acquisitions are most often carried out with the retention of jobs and, correspond - ingly, the renewal of the compensation structures in place prior to the transaction, unless otherwise nego - tiated between the parties. However, it should be noted that any substantial change in working conditions or compensation, such as a reduction in salary, the elimination of benefits, or a significant reassignment, following an acquisition or change of control, requires the prior and express consent of the employee concerned. In the absence of such consent, the employer cannot unilaterally impose these changes and, where applica - ble, only has the option of proceeding with dismissal, in strict compliance with the applicable legal proce - dures and subject to the payment of severance pay as provided for by the regulations in force. 10.3 Employment Protection The Ivorian Labour Code seeks to ensure the continu - ity of employment relationships and the protection of employees’ acquired rights, while preserving sufficient flexibility to allow economic and corporate transac - tions to be carried out efficiently.
Pursuant to Article 11.8 of the Labour Code, any change in the legal status of the employer or trans - fer of ownership, whether by way of merger, sale, conversion, or succession, does not affect existing employment contracts. As a result, such contracts are automatically transferred to the new employer and continue in force under the same terms and condi - tions, without requiring termination or re-execution. 11. Intellectual Property and Data Protection 11.1 Intellectual Property Considerations for Approval of FDI To the authors’ knowledge, the Investment Code and international agreements ratified by Côte d’Ivoire (notably the Bangui Agreement and its annexes on intellectual property) do not make intellectual property a criterion for authorising foreign direct investment in Côte d’Ivoire. 11.2 Intellectual Property Protections From a regulatory standpoint, Côte d’Ivoire, as a member country of the African Intellectual Property Organization (OAPI) and bound by most relevant inter - national legal instruments such as the Berne Conven - tion for the Protection of Literary and Artistic Works, the Paris Convention for the Protection of Intellectual Property, and the Patent Cooperation Treaty, offers strong protection for key intellectual property rights. It should be noted that titles registered with OAPI automatically take effect in Côte d’Ivoire. Finally, to date, works generated by AI are not covered by the current legal framework and, to the authors’ knowledge, are not subject to intellectual property protection. 11.3 Data Protection and Privacy Considerations Since 2013, there has been a specific legal frame - work for the protection and confidentiality of personal data in Côte d’Ivoire. The first regulation of the country devoted to the protection of personal data is Law No 2013-450 of 19 June 2013 on the protection of per - sonal data.
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