CAMEROON Law and Practice Contributed by: Lynda Amadagana, Elise Ngo Nyobe, Victorine Epee-Vallet and Cecile Bella, Amadagana & Partners
2.6 National Security Review There has been no national security review of acquisitions in Cameroon to date. 3. Recent Legal Developments 3.1 Significant Court Decisions or Legal Developments There are no significant court rulings or legal developments that have been recorded in the past three years. 3.2 Significant Changes to Takeover Law There have been no significant changes to the takeover law in the past 12 months, and no review is currently underway, as far as is known. 4. Stakebuilding 4.1 Principal Stakebuilding Strategies Under current legislation, a bidder may hold a stake in the target company before launching an offer. However, given the embryonic state of the CEMAC stock market, there are no standard acquisition strategies. 4.2 Material Shareholding Disclosure Threshold Under the Central African Financial Market Supervisory Commission (COSUMAF), share - holders of publicly traded companies who cross a 5% threshold in share capital ownership or voting rights are required to file a declaration with the (COSUMAF). 4.3 Hurdles to Stakebuilding The minimum capital of a company, the securi - ties of which are listed on the stock exchange of one or more Contracting States, or which makes a public call for the placement of its securities
• notification of foreign direct investment in accordance with the provisions of CEMAC Regulation No 02/18/CEMAC/UMAC/CM of 21 December 2018 on foreign exchange (the Règlement des Changes ). It should be noted, however, that the declaration of foreign direct investment submitted to the Central Bank must be the subject of an acknowledgment by that body; • notification in the event of transfer or liquida - tion (including sale) of a foreign investment in accordance with the provisions of the Foreign Exchange Regulations and CEMAC Instruc - tion No 003/GR/2020 of 5 October 2020; • notification of the transfer of liquidation funds; • notification of portfolio investments in accord - ance with the provisions of the Foreign Exchange Regulations and the instruction on foreign investments; • obtaining prior authorisation to carry out commercial activity for foreign entities set - ting up in Cameroon in accordance with the provisions of Law No 2015-18 of 21 Decem - ber 2015 governing commercial activity in Cameroon; • local content and capital participation require - ments in all strategic sectors such as mining, energy, etc; and The applicable antitrust regulations are the same to date, namely the CEMAC Regulation No 06/19-UEAC-639-CM of 7 April 2019 on and the Law No 98/013 of 14 July 1998 on competition. 2.5 Labour Law Regulations • control by sector regulators. 2.4 Antitrust Regulations The provisions of Article 42 of the Cameroon Labour Code providing certain rights to employ - ees are the provisions that should be reviewed by the parties in an acquisition.
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