Corporate governance

A structured governance for an industrial project

Board of Directors, Specialized Committees, OHADA compliance and alignment with international development banks' standards.

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Official legal identity

Notarial incorporation on 27 April 2021


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.

Legal corporate identity

Corporate nameZEIDEAL GROUP
Legal formSimplified joint-stock company (SAS), multi-shareholder
Legal frameworkOHADA Uniform Act — AUSGIE
Date of incorporation27 April 2021
NotaryMaître Gilbert NKENE ENDONG (Yaoundé-Ekounou)
Registry number3982 (articles) / 3981 (subscription declaration)
Registration28 April 2021 — Volume 03, Folio 885, n° 7178
Registered officeYaoundé, Carrefour Ekoumdoum, BP 14740
Term99 years from registration
Current share capitalFCFA 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-increaseFCFA 5,020,000,000 (502,000 shares × FCFA 10,000)
First ChairmanMr. BINGONO BINGONO Expédit (Article 14 of the articles)

Corporate purpose

Statutory activities


In accordance with Article 2 of the articles of association, Zeideal Group conducts, in Cameroon and abroad, all of the following activities:

  • · Equity holdings
  • · Financial and administrative intermediation
  • · Fundraising
  • · Project structuring, evaluation, maturation, monitoring and execution
  • · Portfolio management
  • · Representations
  • · Construction and public works
  • · Legal and tax advisory
  • · Service provision
  • · Various services

Capital structure

A two-step shareholder evolution


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.

Current capital state

Share capitalFCFA 20,000,000
Number of shares2,000
Par valueFCFA 10,000 / share
Payment status100% (fully paid up)
Held by8 shareholding companies

Q3-2026 target state

Share capitalFCFA 5,020,000,000
Number of shares502,000
Par valueFCFA 10,000 / share
Increase+ FCFA 5,000,000,000
RoundPROAQUI Phase 1 equity

The founding consortium

Eight shareholding companies with complementary expertise


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.

01
ZEIDEAL AGENCY Multi-shareholder Public Limited Company
500 shares
25.0 %
02
ZEIDEAL FARM Multi-shareholder Public Limited Company
300 shares
15.0 %
03
COPROPIS COOP-CA Cameroonian Fisheries Promotion Cooperative
200 shares
10.0 %
04
ZEIDEAL SCI Real Estate Civil Company
200 shares
10.0 %
05
ADB NEWS SARL Multi-shareholder Limited Liability Company
200 shares
10.0 %
06
AFRICA DEVELOPMENT BUSINESS NEWS TELEVISION Multi-shareholder Limited Liability Company
200 shares
10.0 %
07
ASSOCIATION AFRIK INVEST French-law Association — Annemasse
200 shares
10.0 %
08
A-B CORPORATION SARL Multi-shareholder Limited Liability Company
200 shares
10.0 %
Total share capital
2,000 shares
100 %

Source: Notarial articles of association of Zeideal Group, Article 7 — Share capital, Maître Gilbert NKENE ENDONG, 27 April 2021.

Executive management

The strategic decision-making body


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.

Official photo
to be published

First Chairman — Article 14 of the articles

Mr. Bingono Bingono Expédit

Appointed First Chairman of Zeideal Group for an indefinite term. Cameroonian national.

Full professional biography to be published shortly.

Director photo
(to be published)

Chief Executive Officer

To be published

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).

Director photo
(to be published)

Chief Financial Officer

To be published

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

The shareholder decision framework


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:

Unanimous decisions

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.

Simple majority decisions

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.

Chairman's authority

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

Three committees emanating from collective decisions


Internal and external audit

Audit Committee

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

ESG Committee

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

Compensation Committee

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

An enforceable, auditable ethical foundation


Code of conduct

Internal enforceable document covering conflicts of interest, use of insider information, supplier relationships and dealings with authorities. Individual signature by each employee and director.

Anti-corruption policy

Compliant with international frameworks (FCPA, UK Bribery Act, OECD). Counterparty due diligence procedures, payment controls, mandatory annual training for managers.

Prohibited agreements

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.

Internal whistleblowing mechanism

Secure channel (grievance@zeidealgroup.com) accessible to employees, suppliers and third parties. Anonymity possible. 30-day response commitment. Quarterly reporting to the Audit Committee.

Governance documents

To go further

SAS articles of association, Shareholders' Agreement, Code of Conduct — available to qualified investors under non-disclosure.