How to change the name of your company in Cameroon

Brief: Do you want to change the name of your company in Cameroon? Checkout what you should know before taking the step.

A name has to be designated to every company in the articles of association, AoA. The company name shall be used on all official documents that are addressed to third parties. This includes publications, invoices, correspondence and notices.

Why would you want to change the name of your company?

There are a lot of reasons why a company may want to change its name. Below are some reasons put forth when changing the name of a company in Cameroon:

• Correcting a name – A name change can happen because of a typographical error that appeared in the business registration form. This reason is very common.
• To avoid brand confusion – There are situations where people take your company name for another business. In such situations, company owners usually take a decision to change the name of the company. Such a confusion can greatly hinder the sales or growth of your business and so, warrants a company name change.
• Re-branding– There are some companies that change their name because they want to re-brand their business. Did you ever know that Google was called “Backrub”? Re-branding your company may be of benefit to your business. Telling people to “Google it” sounds better than telling them to “Backrub it”. This is one of the reasons that may require a name change for your company.
• A court order – I have seen businesses in Cameroon fight over a name, even though they may not be legally registered. I remember the Mr Leo and Snazzy saga on the Lion Nation brand. A court order may be issued in a case like this for one of the companies to change its name. It may also happen because of trademark issues.
• Supporting growth– this happens in cases where the initial company name is limiting when the company experiences growth. Just imagine a business that had the word “Restaurant” in its business name and today it has a hotel section. The owner may opt to change the name to remove “restaurant” from the name.
• Changing business activity – similar to the case above, a business may want to change its activity which may lead it changing the name of the company. For instance, a forestry exploitation company that has the word “Forest” and is no longer carrying out any activity that is related to the industry may opt for a name change. They will remove the word “forest” in the name.

Legal provisions to change the name of your company in Cameroon

In Cameroon, a company may not use the name of an existing company registered in the Trade and Personal Property Credit Register. The name of a company can be amended following conditions set forth by the Foundation for a Unified Business Law in Africa (FUBLA). FUBLA’s Uniform Act gives room for the amendment of the articles of association.

The Uniform Act provides for a change of name by a decision of the members. According to FUBLA, the change of name of a company doesn’t mean the creation of a new legal entity. Only the articles of association is amended and is subject to same conditions and time limits.

The name change shall take effect from the day the shareholders, members or partners agree and the decision recorded. This doesn’t mean you have to start using it with third-parties. It becomes legal for use with third-parties only after the completion of publication formalities have been met.

A change in the name of a company results in the following:

• Filing the minutes of the meeting which the name change was decided at the Trade and Personal Property Credit Register where the company was registered.
• An entry of the new name in the Trade and Personal Property Credit Register and
• Publication of a notice for the name change in any of the authorized newspapers that publish legal notices

Procedure to change the name of your company in Cameroon

Deciding to go for a name change for your company entails some amount of work and fees to pay. In this case, you need to ensure you consider every aspect of it before you go ahead. If you have made the decision to change the name of your company, then below are some of the key steps you will take:

• Modification of the memorandum and articles of association. A name is one of the items that that you are obliged to have in your AoA. This means if you have opted for the change of name, you will have to modify the articles of association. Before this is done, verify if the AoA has a procedure to be followed before engaging in changing the name of your company. Also ensure to create a member resolution documenting the name change. This is an important resolution in the life of a company so needs to be documented.
• Legalize your name change. Be sure to file in the official paperwork demanded by the government to change the name of your company.
• Don’t forget the filing fee. You are obliged to pay a fee to the government when filing for a name change. The fee is same all over the country but agent fee may vary depending on regions. The fee is the same as that demanded during incorporation and publication of the company.
• Change your name with the tax authorities.After filing for a name change with the Trade and Personal Property Credit Register, you should also file for same with the tax department. Once name change is approved by the registrar of companies, you have to deposit certified copies of the updated registration certificate, minutes of the meeting authorizing the name change and the updated AoA with the tax authorities.
• Inform your clients and third-parties. Even though there will be an official publication in a newspaper approved by the state, it is very necessary for you to inform your customers, suppliers and any other third-party of the name change. Check out these effective ways of announcing your company’s name change.

The above reasons for company name change is not exhaustive. However, if you intend to change the name of your company, make sure you follow the above outlined steps. Consult an expert if you are not sure of what it takes to change the name of your company.