Any commercial company, including one in which a State or a State controlled entity is member, whose headquarters is located in the territory of one of the States parties to the Treaty on the harmonization of business law in Africa (hereinafter referred to as “States parties”), shall be governed by the provisions of this uniform Act.

Any economic interest group shall also be governed by the provisions of this uniform Act. Furthermore, commercial companies and economic interest groups shall remain subject to laws, not contrary to this uniform Act, which are applicable in the State party where their headquarters is located.

The articles of association of commercial companies and of the economic interest group shall not derogate from the provisions of this uniform Act except where it expressly authorizes the sole member or the members, either to substitute the provisions of the articles of association with the provisions of this uniform Act, or to supplement the provisions of this uniform Act with the provisions of the articles of association.

Any provision of the articles of association that is contrary to a provision of this uniform Act shall be deemed unwritten.

Subject to compliance with the provisions of this uniform Act and of the provisions of the articles of association which they cannot override, members may enter into agreements, other than the articles of association, in order to organize, among other things, on terms they have freely determined:

Any person, regardless of his nationality, wishing to engage in a commercial activity in a company located in the territory of one of the States parties, shall choose one of the types of company suitable for the projected activity, among the ones provided for in this uniform Act.

Persons referred to in the preceding paragraph may also choose to form an economic interest group under the conditions set forth in this uniform Act.