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TABLE OF CONTENTS

Chapter 1 - The Central African Economic and Customs Union (UDEAC)
I. The Economic Union
II. The Customs Union
III. The UDEAC's Institutions

Chapter 2 - Establishing a Commercial Presence in Cameroon

I. Corporation-Like Companies
A) The Société Anonyme (SA)
B) The Société A Responsabilité Limitée (SARL)

II. Partnership-Like Entities: Societés de Personnes
A) The Société en Nom Collectif (General Partnership)
B) The Société en Commandite (Limited Partnership)
C) The Société en Participation (Undisclosed Partnership)
D) The Société Civile (Civil Partnership)

III. The Economic Interest Group (GIE)

Chapter 3 - The Cameroonian Tax System

I. Individual Income Taxation
A) Liability
B) Regulation

II. Company Income Taxation
A) Proportional tax on income floating capital (PTOFC) - taxe proportionnelle sur les revenus de capitaux mobiliers (TPRCM)
B) Company Income Tax

Chapter 4 - Investment Incentives Available in Cameroon

I. The Investment Code
A) The Basic Regime
B) The Small and Medium Scale Enterprises Regime
C) The Strategic Regime
D) The Reinvestment Regime

II. The Free Zone Regime
A. Commercial Benefits
B. Tax Concessions
C. Customs Benefits
D. Special Provisions Relating to Labour Regulations
E. Other Zone Related Incentives and Benefits

Chapter 5 - Dispute and Resolution in Cameroon

I. The Cameroonian Court System
A) The Courts
B) The Litigation Procedure

II. Arbitration

Chapter 6 - Bankruptcy

I. The Bankruptcy Procedure
II. The Composition

Conclusion

 
 

A Guide for Business in Cameroon
An Advisory Paper Presented by the International Law Firm
SCP Weissberg - Gaetjens - Ziegenfeuter
Copyright 1996-1998 WGZ


CHAPTER IV : INVESTMENT INCENTIVES AVAILABLE IN CAMEROON

In order to stimulate economic development, the Cameroonian government supports a series of incentive programs. These programs are laid down by two 1990 presidential ordinances which have created an Investment Code as well as a Free Zone Regime. Both Cameroonian and foreign controlled companies can benefit from these incentives.

These companies must however fulfill a number of requirements set out in the Investment Code :

Creation of permanent jobs for Cameroonian workers : at least one job must be created for every 10 millions CFA Francs of investment scheduled by the company
The annual exportation activity must amount either to 25 % at least of the company's turnover (taxes non included), or to a turnover in convertible currency outside the Franc area equivalent to at least 10 % of the company's turnover (taxes non included)
Use of the host country's natural resources, except for energy resources and/or goods and services produced in Cameroon, for at least 25 % of the inputs' value (The goods and services considered as produced in Cameroon are those incorporating at least 25 % of the national added value)

I. THE INVESTMENT CODE

An ordinance dated November 8th, 1990 instituted an Investment Code in view of encouraging and promoting productive investments in Cameroon. This ordinance guarantees free transfer for foreign investors of any proceeds from their invested capital, including the funds remaining after liquidation.

Companies whose finished or semi finished products are processed in Cameroon are exempted from export duties, insurance and transportation charges when exporting these products. These companies are also granted export incentives in the form of a deduction from their taxable income.

The Investment Code also encourages economic activities participating to the valorization of the country's or UDEAC national ressources. This promotion is achieved by an exemption from all duties and purchase taxes on raw materials of local or UDEAC origin, on water and electricity for industrial use, on intermediate goods used either totally or partly for manufacturing finished or processed products, and on the raw materials and products meant for the packaging of finished or processed products.

The Code provides for special regimes which may be granted by regulation on the basis of an application for approval. The regimes are as follows:

for the setting up of new corporations : the basic regime or one of the specific regimes namely :
- the small and medium scale enterprises regime (SME)
- the strategic enterprises regime
for the setting up of solely export oriented companies ; the free trade zone regime
for already existing companies : the reinvestment regime

A) THE BASIC REGIME
During the establishment phase which lasts three years, the company which is granted the benefit of the basic regime is entitled to:

a reduced rate for import duties, customs duties, turnover tax and all other import duties payable on equipment directly linked to the processes of production manufacture and distribution
an exemption from duties and taxes on the purchase of this equipment when it is manufactured locally
an exemption from any registration fees concerning capital increases
an exemption from registration fees for all leases granted in view of a professional use

B) THE SMALL AND MEDIUM SCALE ENTERPRISES REGIME
The company granted the benefits of this regime is entitled to all the benefits of the basic regime plus a reduction from the taxable income of 25% of the wages and salaries paid to Cameroonian staff during the financial year (The benefits granted during the operational phase last for seven years).

C) THE STRATEGIC REGIME
The company whose activity is declared as strategic under the industrialized Master Plan and which is granted the benefits of the strategic enterprises regime enjoys the following benefits :

benefits of the basic regime for a period of five years during the establishment phase
benefits granted by the basic regime for twelve years during the operational phase, and the deduction from taxable income of 25 % of the wages paid to Cameroonian staff during the operational phase

D) THE REINVESTMENT REGIME
The benefits of the reinvestment regime are the following :

a 15 % reduced rate for import duties, customs duties, turnover tax and all import duties payable on equipment directly linked to the production, manufacture or distribution processes
an exemption from duties and taxes on the purchase of these products when they are manufactured locally
an exemption from any registration fees concerning capital increases and all leases granted in view of professional use

II. THE FREE ZONE REGIME

The Free Zone Regime laid down by an ordinance of January 29, 1990 aims to promote new investments, facilitate export development and create new jobs.

The company seeking establishment within an Industrial Free Zone must submit a complete application to the National Office for Industrial Free Zone (NOIFZ) assuring that :

it will produce goods and services (listed in the application) for exportation;
it will not have any detrimental effect on the environment and will abide by the laws and regulations applicable to classified establishments in Cameroon ;
it will not possess firearms and other items of warfare or other dangerous or hazardous materials without prior authorization from the relevant Cameroonian authorities.

The certificate of compliance is delivered or refused within thirty days. The government authorization is needed only for special Industrial Free Zones.
Industrial Free Zone companies are free to undertake any kind of industrial and commercial activity as well as render any service.

The free zone regime applies to a part of the territory on the government's initiative or at the suggestion of the National Office for Industrial Free Zones.

The free zone regime provides commercial benefits, tax and customs concessions as well as many other facilities. An Industrial Free Zone can be reduced to the settlement area of a company and be designated as a Special Industrial Free Zone.

A) COMMERCIAL BENEFITS
The provisions of the Cameroon general trade schedule do not apply to Industrial Free Zones. Therefore, there is no price or margin control, no need for authorization or licenses. But when in particular instances a part of the production is sold to the national customs territory, the Industrial Free Zone company must pay all relevant customs duties and taxes.

B) TAX CONCESSIONS
During the first ten years of their operation, companies enjoy total exemption from duties and taxes and from any registration and stamp duties whatsoever. From the eleventh year, the company is subject to taxation on industrial and commercial profit at a flat rate of 15%. However, taxable profits are calculated following the deduction of 25% of the wages and salaries paid to Cameroonian workers and 25% of the financial year investment expenditure.

The company established within the Industrial Free Zone is also granted the following benefits :

total losses incurred over the tax holiday period are deducted from profits made over those years without limitation of the carrying over period
it is not required as laid down by the law to reinvest the special reserves arising from the evaluation of the fixed assets
sales of real property are exempted from any transfer tax
all purchases or sales of foreign currency are exempted from currency export tax

C) CUSTOMS BENEFITS
The Industrial Free Zone company is exempted from all customs duties and taxes all except for cars. The same goes for sales of raw materials, intermediate semi finished and finished goods by parties residing within the National Customs Territory.

D) SPECIAL PROVISIONS RELATING TO LABOUR REGULATIONS
The company must comply with labor legislation. A work permit as well as a resident permit are required for foreign employees. During the legal work or residency period, the foreign employee does not have to pay income tax provided that there is evidence that he is subject to it in his home country, for the income earned in the Industrial Free Zone.

E) OTHER ZONE RELATED INCENTIVES AND BENEFITS
the exemption from government monopolies such as CAMSHIP / CNCC and CAMAIR shipping and the right to utilize any carrier for their exports and imports without restriction requirements, quotas and preferences
a promotional rate for electric power
the right to install their own power generation equipment
preferential port charges for services provided by the National port authority
the right to purchase and install their own telecommunications system such as satellite earth stations and microwave systems in view of their international telecommunications requirements

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