Current capital state
| Share capital | FCFA 20,000,000 |
| Number of shares | 2,000 |
| Par value | FCFA 10,000 / share |
| Payment status | 100% (fully paid up) |
| Held by | 8 shareholding companies |
Corporate governance
Board of Directors, Specialized Committees, OHADA compliance and alignment with international development banks' standards.
Official legal identity
Zeideal Group is a multi-shareholder simplified joint-stock company (SAS) under Cameroonian law, governed by the OHADA Uniform Act on the law of commercial companies and economic interest groupings (AUSGIE). Its incorporation was authenticated before Maître Gilbert NKENE ENDONG, Notary at the 6th Charge of the Tribunal de Première Instance of Yaoundé-Ekounou, on 27 April 2021.
| Corporate name | ZEIDEAL GROUP |
| Legal form | Simplified joint-stock company (SAS), multi-shareholder |
| Legal framework | OHADA Uniform Act — AUSGIE |
| Date of incorporation | 27 April 2021 |
| Notary | Maître Gilbert NKENE ENDONG (Yaoundé-Ekounou) |
| Registry number | 3982 (articles) / 3981 (subscription declaration) |
| Registration | 28 April 2021 — Volume 03, Folio 885, n° 7178 |
| Registered office | Yaoundé, Carrefour Ekoumdoum, BP 14740 |
| Term | 99 years from registration |
| Current share capital | FCFA 20,000,000 (2,000 shares × FCFA 10,000) |
| Q3-2026 capital increase | + FCFA 5,000,000,000 (500,000 new shares) |
| Target capital post-increase | FCFA 5,020,000,000 (502,000 shares × FCFA 10,000) |
| First Chairman | Mr. BINGONO BINGONO Expédit (Article 14 of the articles) |
Corporate purpose
In accordance with Article 2 of the articles of association, Zeideal Group conducts, in Cameroon and abroad, all of the following activities:
Capital structure
Zeideal Group was incorporated with a share capital of FCFA 20 million, fully paid up by a consortium of eight shareholding companies with complementary expertise. A planned capital increase of FCFA 5 billion is scheduled in the third quarter of 2026, as part of the equity component of the PROAQUI financing round. This operation will bring the final share capital to FCFA 5.02 billion and open the shareholder base to structuring financial investors.
| Share capital | FCFA 20,000,000 |
| Number of shares | 2,000 |
| Par value | FCFA 10,000 / share |
| Payment status | 100% (fully paid up) |
| Held by | 8 shareholding companies |
| Share capital | FCFA 5,020,000,000 |
| Number of shares | 502,000 |
| Par value | FCFA 10,000 / share |
| Increase | + FCFA 5,000,000,000 |
| Round | PROAQUI Phase 1 equity |
The founding consortium
The founding consortium of Zeideal Group brings together eight Cameroonian and international companies, whose expertise covers the entire value chain of an integrated agro-industrial project: agricultural operations, real estate, fisheries cooperative, media, engineering, advisory and services. This diversity of skills constitutes a strategic advantage for structuring and conducting complex industrial projects in Cameroon and across the CEMAC zone.
Source: Notarial articles of association of Zeideal Group, Article 7 — Share capital, Maître Gilbert NKENE ENDONG, 27 April 2021.
Executive management
In accordance with Chapter IV of the articles of association (Article 14), the Company is led by a Chairman, an individual shareholder, appointed by collective decision of the shareholders. The Chairman initiates collective decisions, executes them, and is vested with the broadest powers to act in any circumstance on behalf of the company within the scope of the corporate purpose. The Chairman represents the company vis-à-vis third parties.
First Chairman — Article 14 of the articles
Appointed First Chairman of Zeideal Group for an indefinite term. Cameroonian national.
Full professional biography to be published shortly.
Chief Executive Officer
The Chairman may appoint one or more Chief Executive Officers, in accordance with Article 14.2 of the articles. Appointment will follow Phase 1 financial closing (Q3-2026).
Chief Financial Officer
The CFO appointment will take place after Phase 1 financial closing (Q3-2026), to structure the finance function in view of lender reporting requirements.
Collective decisions
In accordance with Article 15 of the articles, collective decisions bind all shareholders. The governance framework distinguishes three categories of decisions according to the required majorities:
Modification, adoption or removal of statutory clauses referred to in AUSGIE article 853-22: share transmission, exclusion of a shareholder, appointment and dismissal of the Chairman, increase of corporate commitment, transformation of the Company.
Approval of annual accounts, allocation of results, appointment of statutory auditors, dissolution and liquidation, capital increase and reduction, mergers, demergers, partial asset contribution, transformation, transfer agreements, exclusion of a shareholder.
All other decisions fall under the authority of the Chairman, who has the broadest powers to act on behalf of the company within the scope of the corporate purpose and to represent the company vis-à-vis third parties.
Specialized committees
Internal and external audit
Mission: oversees accounts, internal controls, Big 4 external audits and OHADA compliance. Quarterly reporting to shareholders.
Statutory framework: Article 23 — Statutory auditor mandatory once capital exceeds FCFA 125M, turnover FCFA 250M, or staff 50 employees.
Environmental and social performance
Mission: monitors the Environmental and Social Management System (ESMS), IFC Performance Standards compliance, the grievance mechanism and lender reporting.
Composition: 3 members including 1 independent ESG expert.
HR and compensation policy
Mission: defines the compensation policy for executives and key managers, proposes incentive plans, oversees compliance with market standards.
Statutory framework: the Chairman's compensation is approved by shareholder decision (Article 14).
Ethical framework
Internal enforceable document covering conflicts of interest, use of insider information, supplier relationships and dealings with authorities. Individual signature by each employee and director.
Compliant with international frameworks (FCPA, UK Bribery Act, OECD). Counterparty due diligence procedures, payment controls, mandatory annual training for managers.
In accordance with Article 18 of the articles, individual shareholders are prohibited from entering into loans with the Company, obtaining overdrafts, or having their commitments to third parties guaranteed by the Company. This prohibition extends to spouses, ascendants and descendants.
Secure channel (grievance@zeidealgroup.com) accessible to employees, suppliers and third parties. Anonymity possible. 30-day response commitment. Quarterly reporting to the Audit Committee.