CAMEROON LAW AND PRACTICE Contributed by: Serges Martin Zangue, Brandon Ntahdui, Joel Noussie, Julienne Happi, Mathias Choudjem, Maeva Pokem, Winy Felifack and Synthia Pamela Dounking Amfouo, Zangue & Partners
The articles of association of the company or a share - holder agreement may contain provisions to enhance the rights of minority shareholders. 4.3 Disclosure and Reporting Obligations Exchange Control Please refer to 1.2 Regulatory Framework for FDI . Trade and Personal Property Credit Register Please refer to 1.2 Regulatory Framework for FDI . Tax Obligations The company will be required to provide the tax authorities with the identification details of the effec - tive beneficiary owners of the company. Other Reporting Obligations Specific sectors, such as the banking sector, may have further reporting obligations. Prior to 2019, the capital markets in Cameroon were regulated by the Financial Market Commission ( Com- mission des Marchés Financiers CMF), with the Douala Stock Exchange (DSX) acting as the country’s national stock exchange. Cameroon’s capital markets have undergone signifi - cant developments since 2019. On 31 March 2019, the CMF merged with the CEMAC regional author - ity, COSUMAF. Likewise, the DSX and the Central African Stock Exchange ( Bourse des valeurs mobil- ières de l’Afrique centrale BVMAC), the regional stock exchange for CEMAC, also merged. 5. Capital Markets 5.1 Capital Markets Overview Overview of Capital Markets in Cameroon FDI in capital markets in CEMAC is also regulated by the BEAC, which oversees short-term financial instru - ments in addition to its role of managing the monetary market. Primary Sources of Financing in Cameroon The primary sources of funding for businesses in Cam - eroon include bank loans (both foreign and domes -
tic), private investments or contributions, government grants and subsidies. Recently, several businesses across various industries have raised funds through the issuance of bonds, or by going public and being listed on the BVMAC. How - ever, despite this growing trend, funds raised via capi - tal markets still remain relatively modest, and bank financing remains dominant. 5.2 Securities Regulation Overview of Securities Laws and Regulations Over Capital Markets in Cameroon In Cameroon, capital markets are mainly regulated under CEMAC regulations, notably: • Regulation No 01/22/CEMAC/UMAC/CM/ COSUMAF on the organisation and operation of the Central African financial market of 21 July 2022; • the General Regulation of COSUMAF, which was adopted on 23 May 2023; and • the 2018 Exchange Control Regulation. Security Law Requirements for Foreign Investors in Businesses in Cameroon Foreign investors carrying out securities investments in Cameroon are subject to the following regulations. • For a public offering of foreign securities in the CEMAC region, the investor must submit an infor - mation document to COSUMAF for prior approval. • For a private placement, an application letter along with a simplified information document must be filed with COSUMAF for prior approval. • For a collective investment scheme, a simpli - fied information document must be submitted to COSUMAF for prior approval. • A foreign investor offering foreign securities in CEMAC is also required to prepare and certify its financial statements in accordance with the accounting standards set by COSUMAF. To date, COSUMAF has not yet set any specific accounting standards applicable to the sub-regional financial market. • Additionally, depending on the value of the securi - ties in the foregoing transactions (above or below
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