ABSTRACT

This research project deals with the protection of the rights of shareholders in Cameroon. A shareholder is an individual or institution (including a corporation) that legally owns one or more shares of the share capital of a public or private corporation. Shareholders may be referred to as members of a corporation The aim of this study is to spell out the various challenges faced by shareholders in Cameroon, the various laws enacted to protect the rights of women in Cameroon and the rest of the world. To attain this goal, the doctrinal research method was adopted. The research findings however revealed that, regardless of all the laws enacted to protect shareholders and help in the protection of their rights in the corporations, there are still some lapses. This study considered all relevant legal options and current position of the law on how the shareholders rights may be enforced and protected.                                             

  CHAPTER ONE

                               GENERAL INTRODUCTION

• Background of the Study

A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared goals. Companies take various forms, such as: Voluntary associations, which may include nonprofit organizations, Business entities, whose aim is generating profit, financial entities and banks Programs or educational institutions.

A company can be created as a legal person so that the company itself has limited liability as members perform or fail to discharge their duty according to the publicly declared incorporation, or published policy. When a company closes, it may need to be liquidated to avoid further legal obligations.

A commercial company shall be formed by two or more persons who agree, by contract, to assign assets in cash or in kind to an activity for the purpose of sharing profits or benefiting from savings that may accrue Therefrom. The members of the company shall bear the losses in accordance with the conditions laid down by this Uniform Act. A commercial company shall be formed in the common interest of the members.

A commercial company may also be formed, as provided by this Uniform Act, by a single person, referred to as a «sole proprietor”, on the basis of a written document.

A shareholder (also known as stockholder) is an individual or institution (including a corporation) that legally owns one or more shares of the share capital of a public or private corporation. Shareholders may be referred to as members of a corporation. By law, a person is not a shareholder in a corporation until their name and other details are entered in the corporation’s register of shareholders or members.

The influence of a shareholder on the business is determined by the shareholding percentage owned. Shareholders of a corporation are legally separate from the corporation itself. They are generally not liable for the debts of the corporation and the shareholders’ liability for company debts are said to be limited to the unpaid share price unless if a shareholder has offered guarantees. The corporation is not required to record the beneficial ownership of a shareholding, only the owner as recorded on the register. When more than one person are on the record as owners of a shareholding, the first one on the record is taken to have control of the shareholding, and all correspondence and communication by the company will be with that person.

Shareholders may have acquired their shares in the primary market by subscribing to the IPOs and thus provided capital to the corporation. However, most shareholders acquire shares in the secondary market and provided no capital directly to the corporation. Shareholders may be granted special privileges depending on a share class. The board of directors of a corporation generally governs a corporation for the benefit of shareholders.