The OHADA Company Law and de facto companies

Abstract

Abstract The propagation of de facto companies in the Organization for the Harmonization of Corporate Law in Africa’s (OHADA) Uniform Act on Company Law is so evident that it cannot be neglected. Some are permitted by the legislator (joint ventures) and others impose themselves (sociétés de fait and sociétés créées de faits). Contrary to other fields of law that reject factual situations, the OHADA Uniform Act on Company Law receives de facto companies and submits them to rules naturally meant for legal companies or legal entities. The purpose of this article is to determine the position of the OHADA Company Law with regard to the invasion of company law by de facto companies. A study of the Uniform Act on Company Law has revealed that de facto companies are recognized and treated as legal entities. We believe that the essence of this recognition is linked to the OHADA legislator’s desire to attain his or her objectives—namely, to secure business relations that can only be possible through the protection of the business, the interest of its partners, and even the interest of third parties.