In Cameroon, people take on corporate titles with no legally registered business structure. Corporate or business titles have become so common that every self-employed person chooses what title they feel at ease with even when the business is nonexistent.
I have seen CEOs, PDGs, MDs, GMs or what not with no legally registered business. They’re out there in their numbers bearing these titles and displaying them publicly without even knowing the job description or the legal structure for these titles.
One thing you need to understand is that choosing a title does not depend on you and how comfortable you are with it. These titles do have responsibilities and legal implications that go along with them.
In order for you to know which job title you have to use, you need to first of all know the legal structure of your business as well as the responsibilities that are associated with the said title. I have seen a sole trader call himself as PDG (Président Directeur Général).
It is high time some order be put in the titles people give themselves that actually doesn’t represent their business structure. The fun is that many of those who have such titles don’t even have registered businesses.
In Cameroon, corporate titles depend on the legal structure and are tied with specific responsibilities and accountability. Each title is associated with a role in the business structure. I will share with you below some titles and their functions:
Manager (Gérant in French) – The highest corporate title in a general partnership is the manager. This what you as the manager need to have as a title and not CEO, General Manager or Managing Director.
The manager carries out all managerial duties in the partnership’s interest. In case there are many managers, each of them will have the same powers as the sole manager. It is worthy to note that a partnership can appoint several managers who can be partners or not as well as natural or legal entities.
Manager (Gérant in French) – Just like the manager or managers of a general partnership, that of a sole proprietor business carries out all managerial duties in the company’s interest. As the owner of the business, you automatically have the title of a manager because decisions are taken by you.
That doesn’t mean you cannot appoint a manager to run activities in the sole proprietor business. However, since the business license carries your name as the owner, legally, you become the sole manager of the business.
Sole proprietors legally carry out all decisions on the day-to-day administration and management of the business.
Manager (Gérant in French) – A private limited company can be managed by one or more people (natural persons) who may be members of the shareholding or not. These managers are appointed by the members found in the articles of association.
The manager in a private limited company performs all managerial duties that may be of interest to the company. If they are many managers, they will hold separately the powers vested upon them under the article of association.
(S)he has the broadest authority to act in every circumstance on behalf of the company when dealing with third parties. However, this should be subjected to the powers provided for in the OHADA Uniform Act.
In this case, the legal corporate title you have to use as the head of a private limited company, partnership or sole proprietor business is a Manager. In this case, all those using titles like Managing Directors, CEOs, PDGs, Director General, General Manager in these business structures are wrong in using them.
Public limited liability companies have two management structures of which the owners have to choose one according to the Uniform Act. These include:
With this, the company will be managed by the Chief Executive Officer (CEO), Chairman of the Board of Directors and General Manager. In this setting, the Board of Directors (BOD) may appoints a CEO who must come from among its members and which must be a natural person.
In certain countries, the equivalent corporate title of a CEO is the Managing Director or President Directeur Général. This means you can use this equivalent titles if you are the most senior executive of a public limited company with board of directors.
It should be noted that the board of directors may also appoint others to assist the general manager as deputy general managers.
The chairman of the board of directors and general manager is what is commonly used in Cameroon especially with para-public corporations or companies that the government is a shareholder. Other names that can be used for the title of General Manager include Managing Director, General Director or Directeur Général.
A public limited company that has less than or equal to three (3) shareholders may choose not to have a board of directors. In this case they may appoint a General Director (General Manager, Directeur Général).
A public limited company may at any time decide to change its daily management and administration structure as it deems necessary. Such a decision should be taken during an extraordinary general meeting that will amend the articles of association.
In business, having the correct title is very important especially when dealing with a third-party. Imagine you telling someone who knows these titles that you are the CEO of your company. The person immediately knows you own a public limited company meanwhile you may be running a sole proprietor business or may not have a legally registered business.
Titles come with authority and responsibilities to bind a business. Once you start to misuse titles, you send a false message about your business structure, who you are and the responsibilities you have.
We are at your disposal if you need advise to choose the right business structure for your activities. We also offer company creation or business registration services in Cameroon. Our experts can help coach you on which business structure will be best for the activity you want to carry out.
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This content has been prepared for information purposes only. It is not intended to provide, and should not be relied on for, tax, accounting or legal advice. You need to consult your own tax, accounting or legal advisors before engaging in any transaction.