Doctoral thesis explores contractual freedom in OHADA cooperative societies
- DoctoratLoméSoutenanceThèse
On Wednesday, July 29, 2026, a significant academic event unfolded at the University of Lomé in Togo. Mr. Sahalim AKAN successfully defended his doctoral thesis in private law, delving into the complex topic of « La liberté contractuelle dans l’acte uniforme OHADA relatif au droit des sociétés coopératives » (Contractual freedom within the OHADA Uniform Act concerning cooperative societies law). The defense took place in Room N°1 of the LTAG facility.
Composition of the jury
- M. Koffi Mawunyo AGBENOTO, Full Professor, University of Lomé (Togo), presided over the jury;
- M. Ampah JOHNSON-ANSAH, Associate Professor, University of Lomé (Togo), served as the Internal Rapporteur;
- M. Gnidouba Roger LANOU, Associate Professor, Université Thomas Sankara (Burkina Faso), contributed as the External Rapporteur;
- M. Koffi Edem AVEGNON, Associate Professor, University of Lomé (Togo), participated as an Examiner;
- M. Akrawati Shamsidine ADJITA, Associate Professor and Dean of the Faculty of Law, University of Lomé (Togo), acted as the Thesis Director.
Thesis abstract
The contemporary legal landscape undeniably highlights the presence of contractual freedom, which plays a crucial role across various societal structures, particularly within cooperative societies operating under the OHADA framework. This prominence exists despite some potential doubts arising from the often-binding nature of imperative regulations governing these legal entities.
Indeed, significant avenues for autonomy persist. These can be strategically utilized through the careful drafting of social acts, such as statutes and internal regulations, by leveraging choices and complementing the existing legal regime.
Nevertheless, the continued existence of numerous mandatory rules, designed to limit its scope, necessitates a critical examination of the actual position of contractual freedom within the OHADA Uniform Act pertaining to cooperative societies law.
This comprehensive study aims to precisely define the boundaries within which the will of cooperative members can be expressed, while simultaneously identifying the constraints imposed by the institutional framework of corporate public policy, whose true scope of influence can be challenging to ascertain. This research not only serves to invigorate the ongoing debate between the contractual and institutional theories of legal personality—a subject of considerable interest for legal scholars—but also uncovers previously unrecognized areas of flexibility for legal practitioners. Furthermore, the study meticulously points out specific legal shortcomings identified, proposing potential improvements for the OHADA Uniform Act on Cooperative Societies (AUSCOOP). Through detailed analysis, the findings reveal that statutory freedom is largely recognized for cooperative members, both during the initial formation phase of a cooperative society and throughout its operational lifespan.
However, this freedom, far from being absolute, remains circumscribed by the mandatory provisions of cooperative societies law, particularly through the lens of corporate public policy, which is designed to safeguard the fundamental principles governing these societies.
