Continuing northwards, this week Adams & Adams considers the registration of companies and trade marks in The Gambia, Cape Verde, Western Sahara and Morocco.

THE GAMBIA

Forms of business enterprise:

The company registration process was changed completely with the promulgation of the Enterprise Act, 2013. In terms of this Act it is possible to register various forms of business enterprises, including limited companies (either public or private), limited liability partnerships, offshore companies, trusts and foundations.

The entire company registration process, including name reservation, the obtaining of the necessary business licenses and even the opening of bank accounts, is done online via the iCommerce Registry’s website located at www.icommerceregistry.com and an offshore company can, according to the iCommerce Registry’s website, be incorporated in as little as 30 seconds.

Trade mark registration:

Part V of the Industrial Property Act, no. 12 of 1989, which entered into effect on 2 April 2007, is the current Act regulating the registration of trade marks in The Gambia. In terms of this Act, it is possible to register trade marks for goods and services and collective marks. The Act also provides for the protection of trade names.

The Gambia follows the International Classification System. Although it is possible to cover more than one class in a single application, the Registrar frequently requires that separate applications be filed for each class of interest in practice.

Applications are examined as to formalities and on substantive and relative grounds. Once accepted, applications are advertised for opposition purposes and a three-month opposition period follows. If no oppositions are entered or any entered oppositions are overcome, the registration certificate will issue.

The registration process currently takes approximately 10 years to be completed due to severe backlogs at the Registry.

CAPE VERDE

Forms of business enterprise:

Companies are registered in Cape Verde with the Conservatoria do Registro de Firmas e Similares (Commercial Registry). This can be done through the House of the Citizen (Casa do Cidadão) portal on the Porton di nos Ilha website found at www.portoncv.gov.cv, which is mainly available in Portuguese with limited English translations available. It is possible to register anonymous societies, share societies, companies individually owned by quota and anonymous ownership societies.

The company registration process basically entails conducting a search for and reserving the company name and registering the company online.

Once registered, the formation of the company is automatically published online. Tax identification numbers can also be obtained automatically and free of charge with the online registration.

After incorporation, the company must obtain a municipal license and, if necessary, a license according to the proposed company activity. The company must also register its employees with the Social Security Office, an insurance company for accident insurance and with the labour inspectorate. Lastly, the company must obtain and legalise the company books, which can be purchased at the National Print.

Trade mark registration:

Until the promulgation of the Industrial Property Code, Legislative Decree no. 4 of 2007, the only way to protect trade marks in Cape Verde was through the publication of cautionary notices. However, Title II Chapter IV of the aforementioned Code now regulates the registration of trade marks in Cape Verde. In terms of this Code, it is possible to register trade marks for goods and services, collective marks, membership marks and certification marks.

A membership mark is defined as a specific sign belonging to and registered in the name of an association of persons with a legitimate interest, the members of which are entitled to use the mark on products or services related to the objects of the association. In most other jurisdictions, this forms part of the definition of a collective mark. However, in Cape Verde, a collective mark is defined only as a mark consisting of signs or indications which may serve in trade to designate the geographic origin of products or services.

Cape Verde applies the International Classification System and a single application can cover any number of classes.

Applications are examined to ensure compliance with formalities and on substantive grounds. Once accepted, applications are published and a two-month opposition period follows. Thereafter, the registration certificates are issued.

The Registry has only recently indicated that it will start issuing registration certificates for applications filed since the promulgation of the Industrial Property Code. However, we have not received any registration certificates to date and it is therefore difficult to give an indication of the time it takes for applications to be finalised.

WESTERN SAHARA

Western Sahara is still a disputed territory, with most of the territory being administered by Morocco. Therefore, all economic activity, including the incorporation of companies and the registration of trade marks, should be done in terms of the laws of Morocco, discussed below.

MOROCCO

Forms of business enterprise:

Moroccan companies are registered with the Regional Investment Center (CRI, Centre Regional d’Investissement). The website of the CRI can be found at www.rabatinvest.ma, which has limited functionality in English. All forms of business enterprise, including sole proprietorships, partnerships (either general or limited), companies and branches of foreign companies, must be registered to be able to operate in Morocco. The relevant legislation are the Commercial Code, Law no. 17-95 on limited companies (as supplemented by Law 20-05) and Law no. 5-96 on commercial companies (as amended and supplemented by Law no. 24-10).

The company registration process is as follows:-

• Obtain a Certificat Négatif (name availability certificate) and register the company name. This can be done online at www.directinfo.ma, which is only available in French.
• Pay the required stamp duty at the mayor’s office.
• File the requisite documents at the CRI to simultaneously incorporate the company, register for taxes with the Ministry of Finance, with the Tribunal of Commerce and for social security.

After incorporation, the company must file a declaration regarding the formation of the company with the Ministry of Labour and make a company stamp.

More information on company registration can also be found at www.ompic.org.ma, which has a better English version of its website than the other websites set out above.

Trade mark registration:

Law no. 17-97 of 2000 on Protection of Industrial Property is the current legislation regulating the registration of trade marks in Morocco. This law provides for the registration of trade marks for goods and services, collective marks and certification marks.

Morocco also follows the International Classification System and allows the filing of multi-class applications.

Applications are examined on formal grounds only and, if they comply, are advertised for opposition purposes. If no oppositions are filed within the two-month period allowed therefor, applications are considered to be registered and registration certificates will be issued.

In most cases, registration certificates are issued approximately 6-9 months after the relevant applications were filed.

Although the company registration processes in these countries have been simplified in recent years to increase economic activity and investment, there are still many obstacles to forming companies in these countries, not least of which is the language barrier. It is therefore advisable to consult with a professional before venturing your business into these areas, particularly to ensure that your intellectual property is sufficiently protected in time.

Written by Adré Greef, Professional Assistant, Adams & Adams
Verified by Johan du Preez, Partner, Adams & Adams