Company Formation, Restructuring and Winding-up
The firm supports project owners and companies through incorporation formalities, restructuring operations and, where necessary, winding-up and liquidation procedures.
Setting up a business in Chad means choosing a legal form provided for by OHADA law — sole proprietorship, SARL, SA, SAS, partnership, branch or EIG — and then completing registration with the Trade and Personal Property Credit Register and with the tax and social security authorities. The National Agency for Investment and Exports (ANIE) centralises part of these formalities.
The initial choice has lasting effects: shareholders’ liability, the director’s tax and social security status, and the ability to bring in investors. The firm supports that choice, and then the changes the structure goes through over its life: capital increase, conversion, sale, dormancy, dissolution and liquidation carried out properly.
Issues We Handle
- Choice of corporate form and incorporation formalities
- Internal restructurings, transfers and conversions
- Voluntary or judicial winding-up and liquidation
- Filings with relevant registries and authorities
Clients We Serve
- Entrepreneurs and start-ups
- Companies undergoing restructuring
- Groups under reorganisation
How We Work
Choosing the structure
Comparison of company types in light of the project, the number of shareholders, financing needs and the level of liability accepted.
Incorporation
Drafting the articles and appointment documents, assistance with the capital deposit, registration and obtaining the company’s identifiers.
Restructuring
Changes to share capital, conversion of company type, transfer of registered office, share transfers, partial asset contributions, mergers and demergers.
Dissolution and liquidation
Dissolution resolution, appointment of the liquidator, liquidation operations, closing and deregistration, or support within insolvency proceedings.
Our Approach
Structured support, from the initial legal feasibility review through to completion of formalities.
Legal Framework
- OHADA Uniform Act on Commercial Companies and EIGs (AUSCGIE)
- Uniform Act on General Commercial Law: status of the trader, status of the “entreprenant” and the RCCM
- Uniform Act organising collective insolvency proceedings
- Chad’s Investment Charter and General Tax Code
- National Agency for Investment and Exports (ANIE)
Frequently Asked Questions
Timing depends on the corporate form chosen and the completeness of the file; the firm advises on steps to anticipate in order to shorten it.
There is no single answer. The SARL suits many projects led by a small number of shareholders; the SAS offers great organisational freedom; the SA fits larger projects. The choice depends on the project, the shareholders and the financing envisaged.
Yes. The branch must be registered with the RCCM. Where it belongs to a foreign company, however, OHADA law limits its duration: in principle it must be contributed to a locally incorporated company within a set period, unless an exemption is granted. The firm helps compare branch and subsidiary.
Yes, where the company is able to pay its debts: the shareholders then resolve to dissolve it and carry out a voluntary liquidation. If it can no longer meet its liabilities, it falls under the insolvency proceedings provided for by OHADA law.
This information is general in nature and does not constitute legal advice. Every situation calls for specific analysis: please contact the firm before making any decision.
Let’s discuss your situation
A first conversation helps define your need and outline the options available.
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