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Ghana - Apply for Certificate of Incorporation

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ProcedureEdit

Apply In-Person:

  1. To Apply for Certificate of Incorporation in person, the applicant has to approach the Register General Department (RGD) office Contact link
  2. An applicant has to download the form from the following Link.
  3. Applicants should read carefully in the application form, after all details must be filled in the application form.
  4. Documents that are needed for this procedure are mentioned under “Required Documents” section of this page.
  5. Payment of appropriate fees should be made and that can be found under the "Fees" section of this page.
  6. Decide who will act as the company's first director. A company incorporated and registered in Ghana must have a minimum of two directors, both natural persons over 21 years, one of whom must be a permanent resident of Ghana.
  7. The directors appoint the company secretary, who may be a natural person or a corporate body. Many law firms provide company secretarial services to businesses.
  8. The directors also appoint the first auditor of the company whois required, by law, to be a member of the Institute of Chartered Accountants. The auditor must not be an officer or employee of the company.
  9. Register with the Ghana Revenue Authority (GRA). The company must obtain a tax identification number (TIN) for itself and personal TINs for its intended directors and the intended secretary, if they don't have them already.(Estimated processing time: 2 DAYS)
  10. Choose a business name. The company must check with the Registrar General's Department whether their preferred business name is available. If the preferred name is already taken or too similar to the name of an existing corporation, the company must choose a different name.Unless special permission has been sought, a company limited by shares must have a business name ending with the word "Limited". (Estimated processing time: 1 DAY)
  11. Prepare the regulations of the company. The regulations must be signed by one or more of the initial subscribers in the presence of an independent adult witness and must state:
    • The name of the company;
    • The company's objects or authorized business;
    • That the company can enter into legally binding agreements (i.e. has full capacity), unless it is restricted from doing so by its regulations;
    • The names of the first directors of the company;
    • That the powers of the directors are limited in accordance with the law;
    • The number of shares with which the company is registered;
    • The number of shares each subscriber will own on incorporation and the amount payable for the share(s); and
    • A declaration that the liabilities of members arelimited.
  12. If the Registrar is satisfied that the information contained in the application and the supporting documents is accurate, a certificate of incorporation will be issued.
  13. Certificate of Incorporation issued in 2 to 3 weeks.


Apply Online

  1. Applicant Go to online website Link
  2. Applicant search for the availability of your business name by clicking on “Name Search”.
  3. Applicant “Download” forms of the entity type you want to register.
  4. Then “print, fill, sign and scan” the form and other supporting documents may be required.
  5. Applicants create an account as a portal user.
  6. Applicant login with the “user name” and “password” given after the account creation.
  7. Applicant must select Entity Registration link again on the left pane.
  8. Click on “Create New” button if name has not been reserved or click on “Create from Name Reservation” button if business name has been reserved.
  9. Applicant select entity type from the dropdown list.
  10. Type business name under entity name and click on Proceed button.
  11. Certificate and other supporting documents are issued when applicant approval is given.
  12. Input data, upload scanned and signed document and applicant follow the instructions.
  13. Pay online by clicking on “make payment online” link.
  14. The status of the registration will be communicated via SMS.
  15. Applicant click on e-Certificate link to save or print certificate and other supporting documents after approval is given.



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Required DocumentsEdit

  • Application form Link
  • Provide Consent letter from certified auditor by the Institute of Chartered Auditors and must be registered as a Sole Proprietor/Partnership
  • Form 3 must be witnessed by Commissioner for Oaths/Notary Public/Self-Declared
  • A minimum of two directors is required. Each must submit Statutory Declaration & Consent Letter with the registration Form
  • Submit filled forms at the Company Registration Counter for Verification and Capturing or via Online
  • Pay two hundred and thirty Ghanaian Cedi (GHS 230) for Incorporation or via Online
  • Also Filing fee of Fifty Ghanaian Cedi (GHS 50) and 0.5% stamp duty on stated capital at the in-house bank or via Online



Office Locations & ContactsEdit

GREATER ACCRA REGION
P.O.Box 118 Accra
Tel: +233 302 664 691-93
Fax: +233 302 662043
Email: [email protected]
Digital Address:GA-143-4647
Contact link

ASHANTI REGION
Opposite Hotel Gandolfo Asafo PMB, Kumasi
Tel: +233 322 083 151 / 322 042 152
Email: [email protected]
Contact link

WESTERN REGION
P.O.Box 251 Ministries, Sekondi
Tel: +233 312 482 58
Email: [email protected]
Fax: +233 312 48258
Digital Address: WS-001-7903
Contact link

NORTHERN REGION
Tel: +233 372 023 715
Email: [email protected]
Email: [email protected]
Digital Address: NT-0066-0976
Contact link

EligibilityEdit

  • A company incorporated and registered in Ghana must have a minimum of two directors, both natural persons over 21 years, one of whom must be a permanent resident of Ghana.
  • A Ghanaian LLC can be formed by a single shareholder, who must appoint two directors. While all can be foreigners, one of the directors must be ordinarily resident in Ghana.



FeesEdit

  • A Fee for this procedure is 50 GHC for a year.



ValidityEdit

  • This certificate validity is for 1 year.



Documents to UseEdit

Link


Sample DocumentsEdit

Please attach sample completed documents that would help other people.



Processing TimeEdit

  • Certificate of Incorporation issued in 2 to 3 weeks.



Related VideosEdit

Videos explaining the procedure or to fill the applications.
Attach videos using the following tag <&video type='website'>video ID|width|height<&/video&> from external websites.
Please remove the '&' inside the tags during implementation.
Website = allocine, blip, dailymotion, facebook, gametrailers, googlevideo, html5, metacafe, myspace, revver,
sevenload, viddler, vimeo, youku, youtube
width = 560, height = 340, Video ID = Can be obtained from the URL of webpage where the video is displayed.
e.gIn the following url 'http://www.youtube.com/watch?v=Y0US7oR_t3M' Video ID is 'Y0US7oR_t3M'.



InstructionsEdit

  • Act 992 defines an external company as a body corporate formed outside the jurisdiction of the Republic of Ghana which has an established place of business in Ghana.



Required InformationEdit

  • The name of the company
  • Its objects or authorized business
  • Details of the first members of the executive council
  • Particulars of the company's officers
  • Name and address of its auditors and
  • Full address of its registered office and principal place of business
  • Signature of the witness
  • the number of shares with which the company is registered;
  • the number of shares each subscriber will own on incorporation
  • Declaration



Need for the DocumentEdit

  • The Certificate of Incorporation, the department added, is a legal document relating to the formation of a company or corporation, and this has now been incorporated in the Companies Act 2019 (Act 992). For limited liability companies (LLCs), the main documents used to incorporate are the Articles of Organization.
  • Some benefits of incorporation are that it allows a company to contract in its own name; limits the liability of the company's directors and shareholders; and ensures continuity of the company in the event of the death or bankruptcy of a shareholder.



Information which might helpEdit

The regulations of the company must state that:

  • Each member's personal liability is limited.
  • The income and property of the company shall be applied exclusively for the promotion of its objects.
  • The company's assets shall not be given to any member, except as payment provided for in the company's regulations.
  • No salaries or fees may be paid to any director, except with the approval of the Registrar of Companies.
  • In the event of the company's liquidation, each member will contribute to the assets of the company a sum up to the limit prescribed by the company's regulations.
  • Upon liquidation of the company, the guarantors shall agree on how the remaining company property is to be distributed. The remaining property may be given to another company limited by guarantee with similar objects or applied to a charitable purpose. It must not be distributed to the guarantors on liquidation.
  • Providing the information given to the Registrar General's Department is accurate, a certificate of incorporation and a certificate to commence business will be issued.



Other uses of the Document/CertificateEdit

Please explain what are other uses of obtaining this document/certificate.
e.g. Birth Certificate can be used as proof of identity.



External LinksEdit

Link


OthersEdit

More information which might help people.



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