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The Companies Act, 2019: key changes for business owners

Single-member companies, beneficial ownership disclosure and a new Registrar: the points of Act 992 that matter most to owners and directors.

· 1 min read

The Companies Act, 2019 (Act 992) replaced the Companies Act, 1963 and modernised how companies are formed and run in Ghana. Companies are now registered by the Office of the Registrar of Companies.

One person can form a company

A private company may be incorporated with a single member and a single director. It must still appoint a company secretary who meets the qualifications set out in the Act.

Beneficial ownership

Companies must disclose the individuals who ultimately own or control them, and keep that information up to date with the Registrar.

Directors' duties

The Act sets out directors' duties in detail, including acting in good faith in the interest of the company and avoiding conflicts of interest. Directors can be personally liable for serious breaches.

Keep filings current

Annual returns and changes to directors, secretaries and shareholding must be filed on time. Late filing attracts penalties, and a company that stops filing can be struck off the register.

Sources

  1. Companies Act, 2019 (Act 992)
  2. Office of the Registrar of Companies
  3. GhaLII, Ghana Legal Information Institute (texts of Ghanaian statutes and judgments)

This article is general information about Ghanaian law, not legal advice. Speak to a lawyer about your own situation.

This article is general information, not legal advice. Please contact us about your own situation.

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