GPG Corporate M&A 2025 Vol 1

CAMEROON Law and Practice Contributed by: Lynda Amadagana, Elise Ngo Nyobe, Victorine Epee-Vallet and Cecile Bella, Amadagana & Partners

11.3 Interference With Completion Indeed, it goes without saying that any approach aimed at restructuring a society is driven by the lure of some sort of advantage. That said, it would be incongruous or even inconceivable to call into question the contribution of share - holders, activists or not, in the outcome of M&A operations. This is why, given the preponder - ance of shareholders in the M&A operation, this is enough to say that the activists interfere in the merger operation, especially since it is generally at the initiative of one of them or that a merger operation is sparked, regardless of whether or not they are motivated by the preservation of the interests of the company to the detriment of their own.

An illustration is the various acquisition opera - tions that have taken place on the CEMAC financial market, such as the free distribution of shares to the shareholders of SCG. This transaction, initiated in December 2024 by the director of SCG, involved the free float as part of a capital increase through the capitalisation of share premiums approved by the company’s general meeting. Such distinctions in the man - agement of a company’s assets are intended to encourage the promotion of inclusive restruc - turing mechanisms favourable to the company’s growth. In view of the above, shareholder activ - ism, although very rare in Cameroon, remains one of the leitmotivs of Cameroonian sharehold- ers insofar as the objectives of restructuring or M&A are reconcilable with the interests of the company or of a determining group of share - holders.

366 CHAMBERS.COM

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