BURKINA FASO Law and Practice Contributed by: Bobson Coulibaly, Pierre Yanogo, Marie France Zagre and Diana Woba, SCP Yanogo Bobson
declaration, requiring legal entities of all forms and activities to identify their ultimate beneficial owners, and to keep a register of ultimate ben - eficial owners at their registered office. The declaration of ultimate beneficial owners is drawn up using a form that conforms to the administration’s standard form. It should be noted that the form used by the tax authorities is different from that used by the commercial court. Information on the stock market of listed companies must be specified. 6. Corporate Reporting and Other Disclosures 6.1 Financial Reporting In a public limited company ( société anonyme ), simplified joint stock companies ( sociétés par actions simplifies ) and, where applicable, in lim - ited liability companies ( sociétés à responsabilité limitée ), the annual summary financial state - ments and the management report are sent to the statutory auditors at least 45 days before the date of the ordinary general meeting in accord - ance with Article 140 of AUDSCGIE. Article 269 of the AUDSCGIe, also requires com - mercial companies to file with the Trade and Personal Property Credit Register, within one month of their approval by the competent body, the summary financial statements – ie, the bal - ance sheet, the income statement, the financial table of resources and uses, and the appended statement for the past financial year. Article 95 of the General Tax Code states that companies are required to declare, by 30 April each year at the latest, the amount of their tax - able income for the financial year ended 31
December of the previous year using a form that complies with the tax authorities’ model. 6.2 Disclosure of Corporate Governance Arrangements Companies must disclose the following corpo - rate governance arrangements: • regulated agreements (between a public limit - ed company and one of its directors, manag - ing directors or deputy managing directors); • agreement between a company and a share - holder holding 10% or more of the company’s capital; • agreements between a company and a busi - ness or legal entity, if one of the directors, managing director or deputy managing direc - tor or a shareholder holding 10% or more of the company’s capital is the owner of the business or a partner with unlimited liability, manager, managing director or deputy man - aging director, managing director or deputy managing director or other corporate officer of the contracting legal entity (Article 438 et seq. AUDSCGIE) are presented to the statu - tory auditors and shareholders; • sureties, endorsements and guarantees (Arti - cle 449 AUDSCGIE); and • prohibited agreements (Article 4450 AUD - SCGIE). 6.3 Companies Registry Filings Companies are required to make the following filings with the companies’ registry in Burkina Faso: • acts performed at the time of incorporation; • acts amending the Trade and Personal Prop - erty Credit Register (RCCM); • securities (Article 747 AUDSCGIE); and • the register of ultimate beneficial owners.
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