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
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.
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
Procedure to change the name of your company in Cameroon
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:
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.
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.
your name change.
Be sure to file in the official paperwork demanded by the government
to change the name of your company.
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.
fee is the same as that demanded during incorporation
and publication of the company.
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
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.
your clients and third-parties.
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
effective ways of announcing your company’s name change.
above reasons for company
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