Cameroon
Corporate Guide

Is there a requirement to have a fully paid up share capital at the point of incorporation in Cameroon?

The principle is that cash contributions and contributions in kind shall be paid in full during the company formation (Article 41 AUSGIE).

However, as far as PLCs are concerned, the shares representing cash contributions are paid up upon the subscription of the capital by half of their nominal value. The payment of surplus shall be made either once or by instalments within two years from the registration of the company with the Trade and Personal Property Credit Register, under the terms provided in the articles of association (Article 311-1 AUSGIE).

For a private limited company and a public limited company, at least one-quarter of the shares representing cash contributions shall be paid up during capital subscription. The rest shall be paid up within a period of not more than three years from the date of registration of the company in the Trade and Personal Property Rights Register, in accordance with the terms and conditions laid down by the articles of association or by a decision of the board of directors or of the managing director. Shares representing cash contributions that have not been fully paid up shall be registered shares. As long as the capital is not fully paid up, the company may neither increase its capital, unless such an increase of capital is by contributions in kind, nor issue bonds (Article 389 AUSGIE).

For a public limited company making a public offering, the capital must be fully subscribed (Article 827-2 AUSGIE).