If you are an entrepreneur or investor looking to start a business in Ghana, you need to follow certain legal procedures to register your business and operate legally.
In this article, we will walk you through the steps to register and start a business in Ghana.
Step 1: Select the type of business you want to register
There are different types of business entities you can register in Ghana depending on your business goals, size and structure. The main types of business entities are:
- Company limited by shares: This is a company that has shareholders who own shares in the company. Shareholders are liable for the company’s debts only to the extent of their shares. This is the most common type of business entity in Ghana.
- Company unlimited in shares: This is a company that has shareholders who own shares in the company. The shareholders are liable for the debts of the company without any limit. This type of business entity is rare and suitable for high risk businesses.
- Company limited by guarantee: This is a company that has members who guarantee to pay a certain amount of money in case of liquidation of the company. This type of business entity is typically used for non-profit organizations or social enterprises.
- External company: This is a company incorporated outside Ghana, but having its registered office or doing business in Ghana. This type of business entity is suitable for foreign investors who want to do business in Ghana.
- Partnership: It is a business carried on by two or more persons who agree to share the profits and losses of the business. The partners are jointly and severally liable for the debts of the partnership. This type of business entity is suitable for small-scale businesses or professional services.
- Sole proprietorship: It is a business carried on by one person who owns and controls all the assets and liabilities of the business. The sole proprietor is personally liable for the debts of the business. This type of business entity is suitable for low-risk businesses or self-employed individuals.
You must choose the type of business entity that best suits your business needs and goals.
Step 2: Choose a business name
Choosing a business name is an important step in registering your business. Your business name should be meaningful, relevant, distinctive and not offensive or misleading. You must also ensure that the name you have chosen is not already registered by another business in Ghana.
To check the availability of the name you have chosen, you must do a name search on Secretary General’s Department (RGD). You can do it online (recommended) or at the RGD office.
Step 3: Register your business at the Secretary General’s Department
To register your business with the RGD, you must complete the relevant application forms, which serve as the company’s regulations. You can download the forms from the RGD website or obtain them from the RGD office.
The forms you need to complete depend on the type of business entity you are registering. For example, if you are registering a company limited by shares, you must complete Form 3 (Declaration to register a company), Form 4 (Consent to act as a director) and Form A (Application for registration).
You must also provide certain supporting documents, such as:
- Copy of your Tax Registration Number (TIN)
- Copy of your national identity card or passport
- Copy of your proof of address
- Copy of your auditor’s certificate (if applicable)
- Copy of your certificate of incorporation (if applicable)
You must submit the completed forms and supporting documents at the RGD office or online (to be released later this year). You also have to pay certain fees, such as:
- Stamp duty: This is a tax levied on legal documents. The rate varies depending on the type and value of the document. For example, if you are registering a company limited by shares with a nominal capital of 10,000 Ghana Cedis (GHS 10,000), you must pay a stamp duty of 0.5% of the nominal capital, which is 50 Ghana Cedis (GHS 50).
- Business Incorporation Fee: This is a fee charged to incorporate your business. The price varies depending on the type and size of your business. For example, if you are registering a company limited by shares with a nominal capital of 10,000 Ghanaian Cedis (GHS 10,000), you must pay a company formation fee of 230 Ghanaian Cedis (GHS 230).
- Filing Fees: This is a fee charged for submitting your application forms and supporting documents. The price is set at 25 Ghana Cedis (GHS 25) per document.
You can pay the fees to the domestic bank at the RGD office.
Step 4: Collect your business registration certificates
Once your application has been processed and approved, you will receive two certificates from RGD:
- Certificate of Incorporation: This is a certificate that confirms that your business is legally registered and exists as a separate entity.
- Certificate of Commencement of Business: This is a certificate that authorizes your business to commence business and operations.
You have to collect these certificates from RGD office or download them from RGD website.
If you are a foreign investor or joint venture between a foreigner and a Ghanaian, you must register your business with Ghana Investment Promotion Center (GIPC). GIPC is responsible for promoting and facilitating investment in Ghana.
To register with GIPC, you must complete the Investor Registration Form (Form GIPC/R1) in duplicate. You must also provide certain supporting documents, such as:
- A copy of your certificate of incorporation
- A copy of your certificate of incorporation
- Copy of your company regulations
- Copy of your VAT certificate
- A copy of your passport or national identity card
- Copy of your proof of address
- Copy of your bank statement or proof of fund transfer
You must submit the completed form and supporting documents to the GIPC office. You also have to pay certain fees, such as:
- Registration fee: This is a fee charged for registering your business with the GIPC. The interest rate varies depending on the type and size of your investment. For example, if you are registering a wholly foreign business with a minimum capital of 500,000 US dollars (500,000 USD)you must pay a registration fee 2,500 US Dollars (2,500 USD).
- Processing fee: This is a fee charged for processing your application. The price is fixed at US$100 (100 USD).
You can pay the fees in the domestic bank at the GIPC office.
Step 6: Register with the Ghana Revenue Authority
In order to pay taxes and submit tax returns, you must register your business in the Ghana Revenue Authority (GRA). The GRA is responsible for the administration and collection of taxes in Ghana.
To register with the GRA you need to provide certain supporting documents, such as:
- A copy of your certificate of incorporation
- A copy of your certificate of incorporation
- Copy of your company regulations
- Copy of your VAT certificate
- A copy of your passport or national identity card
- Copy of your proof of address
You must submit the completed form and supporting documents to the nearest GRA office. You also have to pay certain fees, such as:
- Registration Fee: This is a fee charged for registering your business with the GRA. The price is set at 25 Ghana Cedis (25 GHS).
- Stamp duty: This is a tax levied on legal documents. The rate varies depending on the type and value of the document. For example, if you are registering a company limited by shares with a nominal capital of 10,000 Ghana Cedis (GHS 10,000), you must pay a stamp duty of 0.5% of the nominal capital, which is 50 Ghana Cedis (GHS 50).
You can pay the fees to the domestic bank at the GRA office.
Step 7: Register with other relevant authorities
Depending on the nature and field of your business, you may need to register with other relevant authorities or obtain other permits or licenses to operate legally. For example, if you deal with:
- For manufacturing or processing activities, you may need to register with the Environmental Protection Agency (EPA) and obtain an environmental permit.
- When importing or exporting goods or services, you may need to register with GRA Customs Directorate and obtain a customs clearance certificate.
- By providing health care or pharmaceutical services, you may need to register with Ministry of Health and obtain a health facility license.
- By providing education or training services, you may need to register with Ministry of Education and obtain an educational institution license.
- By providing tourism or hospitality services, you may need to register with Tourism Ghana Power and obtain a tourism permit.
You should contact the relevant authorities for the specific requirements and procedures for registering your business or obtaining their licenses or permits.
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