YOUR WISH TO SET UP A PERMANENT BUSINESS STRUCTURE ALONE ?
THE AVAILABLE OPTIONS
Three types of business structures are provided for in Ohada revised Commercial Company Law for these categories of projects : the sole holder private limited company (SARLU), the sole holder public limited company (SAU) and the sole holder simplified corporation (SASU).
==>YOU CHOOSE THE SOLE PARTNER PRIVATE LIMITED COMPANY (SARL)
The sole holder private limited company : it is a company which may be set up by only one partner where the partner's liability is limited to his contributions and his rights represented by shares.
Capital : the minimum amount is CFA Francs 1,000,000 unless otherwise provided by the national laws. It is divided into shares with a face value of at least Cfa Francs 5,000.
A sole holder private limited company may, as the one with several partners, be managed by one or several natural persons or corporate bodies appointed in the articles of association or in a subsequent instrument.
In his relations with third parties, the manager is vested with the widest powers to act under all circumstances on behalf of the company, subject to the powers which the Uniform Act expressly confers on partners.
==>YOU CHOOSE THE SOLE HOLDER PUBLIC LIMITED COMPANY (SA )
The sole partner public limited company : it is the company incorporated by only one shareholder whose liability is limited to his contribution and his rights represented by shares.
Capital - The minimum amount for the registered capital is Cfa Francs 10,000,000 (as when there is no public call for capital) and the capital is divided into shares with a face value which minimum amount may be freely decided.
Public limited companies may issue securities as well as other financial instruments.
In the meaning of the Uniform Act, such securities include :equity securities
- equity securities;
- debt securities other than the ones in the monetary market.
Shares are negotiable instruments or registered securities, however, the form of registered securities may be imposed by the provisions of the Uniform Act or the articles of association.
The issue of partnership or founder's shares is forbidden.
Administration/management : public limited companies with less than 3 shareholders are not obliged to have a board of directors. The company administration and management may be entrusted to a managing director.
The managing director is thus in charge of the administration and the general management of the company and represents it in its relations with third parties. For the performance of his duties, he is given the widest possible powers which he must exercise within the limits of the objects of the company and subject to the powers expressly conferred on the general meetings by law or the articles of association.
- The managing director may be assisted by an assistant managing director.
==> YOU WISH TO SET UP A SOLE PARTNER SIMPLIFIED CORPORATION (SASU)
The sole partner simplified corporation : this type of company may be set up by one partner whose liability will be limited to his contributions. His rights are represented by shares.
Capital : The amount of the capital as well as the one of the face value of shares may be freely decided in the articles of association.
Administration / Management : it is freely organized in the articles of association.