We recognize the amazing potential for business in Cameroon... However, American businesses and AmCham members encounter difficulties doing business in Cameroon. According to UN statistics, the United States is the leading investor in Cameroon in terms of dollars invested but enforcing contracts and corruption deters potential investors and impedes development.

1. ENFORCING CONTRACTS
Charmian penda
We recognize the amazing potential for business in Cameroon; however,
American businesses and AmCham members encounter difficulties doing
business in Cameroon. According to UN statistics, the United States is the
leading investor in Cameroon in terms of dollars invested but enforcing
contracts and corruption deters potential investors and impedes
development.
We can get a snapshot on the current situation from the World Bank doing
Business report which sheds light on how easy or difficult it is to do business
in any one of the 185 economies surveyed. It also measures and tracks
changes in regulation affecting 10 areas in the life cycle of a business from :
starting a business, obtaining licenses and permits, resolving insolvencies
and enforcing contracts, the latter being the cornerstone of investment
security. It takes 800 days, 43 procedures and 90% of award to settle a
commercial dispute in a Cameroon court.
There is good news! Fifty countries made reforms last year and seventeen of
those were African nations, unfortunately Cameroon was not one of them....
yet! Cameroon’s present ranking is 161 of 185 but this should not be
discouraging.
AmCham members, officials from the US Embassy, Yaoundé, as well as
government and judicial officials participated in the debate on Enforcing
Contracts hosted by the American Chamber of Commerce in Cameroon on
April 5, 2013. Paul Jing, Nico Halle and Roland Abeng, who are actively

2. engaged AmCham sponsor members, shared tips on how to limit one’s
exposure beginning with the ABCs of contract formation, followed by the
FCPA relevance and the incidence of corruption.
THE ABC OF CONTRACT FORMATION
For contracts to be enforceable/enforced, they must have been formed
correctly first of all; most importantly they must be valid according to Paul
Jing.
Under Common Law, for a contract to be valid, there must be an offer, an
acceptance, the intention to create a legal relation, and the legality of the
obligations.
Under Civil code, for a contract to be valid, there must be evidence of
consent, capacity, subject matter of agreement, and lawful obligations.
Besides, contracts can be oral, written or electronic. It should be noticed that
according to the general rule, parties are free to choose the form of their
contract.
Having gone through the essentials of a valid contract, Paul Jing moved to
some provisions necessary to anticipate efficient enforcement, the latter
being defined as an element of constraint, involuntary execution as opposed
to voluntary performance and voluntary execution.
Thus, the provisions or formalities made in anticipation of efficient
enforcement are, among other things, notarization (giving effect of final
judgment), penalty clauses, warranties, securities and undertakings in
finance transactions, collateral, mortgages, pledges of business, bank
accounts, etc.
In case of litigation between the parties of a contract, the latter should refer
to the Ohada Uniform Act on Simplified Recovery Procedures to settle the
dispute. The OHADA Uniform Act on recovery provides measures of
execution such as sequestration (S. 54-89 of OUA on Simplified Recovery
Procedures), seizure for sale (S. 90- 152), garnishee proceedings (S.153-
172), attachment and transfer of earnings (S. 173-217), attachment of
partnership rights and transferable securities (S.218-245), etc.
In case one of parties is not satisfied with the outcome, they can go ahead
with appeal procedures. Appeal procedures involve, in ascending order, the
Lower Court, the Court of Appeal, the Supreme Court, and the Common
Court of Justice and Arbitration (CCJA).The judgments of the CCJA are final
and conclusive (S. 20 of OHADA Treaty). A decision contrary to a judgment
of the CCJA cannot be lawfully executed in a territory of Cameroon.

3. US FCPA 1977
Actually, the Foreign Corrupt Practice Act (FCPA) is a 1977 U.S Act that
addresses both transparency requirements and bribery of foreign officials. It
is concerned with businesses, foreign corporations trading securities in the
U.S, citizens and residents acting in furtherance of a corrupt practice
whether or not they are resident in the U.S. the objective of the FCPA is to
restore public confidence in the integrity of the American business system.
According to Roland Abeng, FCPA is very compatible with Cameroonian law.
Furthermore there is nothing in Cameroon law that is contrary or repugnant
to the FCPA. Still following this expert lawyer, Cameroon should be
concerned (and welcome) FCPA as it would improve legal transactions
between Cameroonian and U.S Entities.
US FCPA was equally highlighted by Nico Halle, who stressed the incidence
of corruption on the enforcement of contracts, as well as ways to combat the
said corruption.
Corruption is the abuse of public office for private gain. This occurs when an
official accepts, solicits, or extorts a bribe or when private agents actively
offer bribe to circumvent public policies and processes for competitive
advantage and profit. Moreover, it can also be done through patronage, the
theft of state assets, or the diversion of state revenues.
When it concerns contracts, corruption is rife at all levels. Whether it is prior
to the contract, during the performance of the contract, and where the
contract is not performed, the enforcement stage. We shall note that the
give and take of this bribe means that the giver of the bribe has an unfair
advantage over the other parties bidding for the same contract. As such, the
party with the proper qualification and capacity to perform the contract who
does not offer a bribe may lose. The loss of this contract results in financial
loss, and depending on that party’s employment structure, temporal or
permanent unemployment which will in turn affect families, communities
and ultimately the economy of the country.
An Example:
For lawyers or agents who might be charged with obtaining an operating
license or permit for a client, this might entail bribing the relevant public
officials in a bid to acquire the said license/permit. In the case of arbitration
for instance, one can party corrupt or bribe the arbitrator to render the
decision in his or her favor. In the case of mediation or negotiation, it is not
unheard of that the mediator advocates or the negotiator receives bribe in

4. order to misrepresent the strength and weaknesses of the matter. This could
result in the wronged party accepting, as a result of the influence of the
corrupted negotiator/mediation advocate, a settlement which is less than
what is rightly due him.
When coming to settlement of litigation through court, we have a few judges
who manipulate others, and a few who are easily manipulated. We have
Senior Judges who could influence a decision by telling a junior Judge to
hand down a certain judgment- a judgment which the junior Judge knows is
not right but will nonetheless pass same.
It is clear by now that corruption is highly harmful and can be very
destructive when coming to making, performing or enforcing contracts.
Fortunately, Halle provides us with some instruments to combat the said
corruption, namely: US FCPA of 1977 (discussed above); UK Bribery Act 2010
(which came into force in July 01, 2011): bribery of foreign public officials is
a distinct crime under Section 6 of the said Act; National Law and Institutions
(Penal Law and Cameroon Constitution); Commission Nationale Anti-
Corruption (National Anti-Corruption Commission) abbreviated as CONAC;
Supreme Audit Bench; Supreme State Control; National Good Governance
Observatory; and Due Diligence.
In summary, the ability to make and enforce contracts and resolve disputes
is fundamental if markets are to function properly. Good enforcement
procedures enhance predictability in commercial relationships and reduce
uncertainty by assuring investors that their contractual rights will be upheld
promptly by local courts. When procedures for enforcing commercial
transactions are bureaucratic and cumbersome or when contractual disputes
cannot be resolved in a timely and cost effective manner, economies rely on
less efficient commercial practices. Traders depend more heavily on personal
and family contacts; banks reduce the amount of lending because they
cannot be assured of the ability to collect on debts or obtain control of
property pledged as collateral to secure loans; and transactions tend to be
conducted on a cash-only basis. This limits the funding available for
business expansion and slows down trade, investment, economic growth
and development in the nation.

5. Fig: number of procedures required to enforce a contract through the court
Enforcing procedures consist of filing and serving the case, trial and
judgment, and enforcing the judgment.
Fig: time (in calendar days) required to complete procedures
Time here covers time for filing and serving the case, trial and judgment,
and enforcing the judgment.

6. Fig: cost required to complete procedures (% of claim)
Cost to complete enforcing procedures includes average attorney fees, court
costs, and enforcement costs.
The graphs are drawn based on Doing Business data.

7. Fig: cost required to complete procedures (% of claim)
Cost to complete enforcing procedures includes average attorney fees, court
costs, and enforcement costs.
The graphs are drawn based on Doing Business data.