Clinton Consultancy provides a range of compliance services for companies throughout Africa and in particular Ghana and Nigeria. We also provide company set-up, company clean-up and secretarial services as well as additional services where we act as Local Managers and Nominee Directors on behalf of companies.

COMPANY SET-UP

Clinton Consultancy has a wealth of experience in assisting international companies and individuals with setting up the following types of companies in Ghana and throughout Africa:

    • A Company Limited by Shares

A company having the liability of its members limited to the amount, unpaid on the shares respectively held by them. The Company may be set up as a Private Company or a Public Company.

    • Private company

The total number of members and debenture holders cannot exceed 50 excluding employees and past employees. The regulations of a private company may restrict the right to transfer shares in the company.

    • Public Company

The number of members in a public company is not limited and its shares are freely transferable without restriction, except where there is an unpaid liability on the shares or the transferee is a minor or person certified by court to be of unsound mind.

    • A Company Limited by Guarantee

This type of company may be a public or private company. It can only be set up for non-profit purposes.

    • External Company

This refers to a body corporate, formed outside Ghana which wishes to establish a place of business in Ghana such as a branch, Management, share, transfer, or registration office, factory, mine, or any other fixed place of business.

COMPANY CLEAN-UP

The Companies Act has extensive filing and other requirements that companies are required to comply with.  The purpose of our clean – up exercise is to ensure that companies are in compliance with the following key requirements:

    • Filing of Annual Returns

Companies are required to file, at the Companies Registry, an Annual Return giving certain specified particulars. The Annual Return must be made up to the date of the last AGM or, if the AGM is waived under section 149 of the Companies Act, then to the date 21 days after the date on which the accounts were circulated to the shareholders. It must be signed by at least two (2) directors and the secretary and must be filed within 42 days of the accounts being circulated. If the Annual Return is not filed, Companies, as well as each defaulting officer of the Company, would be liable to a fine.

    • Holding of AGMs

Every Company is required to hold an AGM each year in accordance with the Companies Act.

    • Maintenance of Statutory Books and Registers:

Every company is required to keep statutory books and registers.

    • Filings at Registrar – General’s Department (“RGD”)

All amendments to the Regulations, changes in officers, capital, etc, should be filed at the RGD. Clinton Consultancy assists with all statutory filings at RGD in Ghana and with the requisite equivalent in different countries.

COMPLIANCE SERVICES

Clinton Consultancy assists in registering Companies with the following regulatory bodies in accordance with the applicable Laws and Regulations in various African countries. In Ghana we register companies with the following regulatory bodies:

        • Ghana Investment Promotion Centre (“GIPC”)

      Registration with GIPC is done in accordance with the Ghana Investment Promotion Centre Act, 2013 (Act 865) (the “GIPC Act”). The GIPC Act requires all companies with foreign participation such as wholly foreign owned companies, joint-venture companies with a Ghanaian partner and trading companies to register with the GIPC. Wholly owned Ghanaian companies may also register with the GIPC.

        • The Domestic Tax Revenue Division of Ghana Revenue Authority (“GRA”)
              • Value Added Tax Registration (“VAT”)

            Registration with the VAT office is done in accordance with the

                             VAT Act, 2013 (Act 870). 

                • The VAT Act requires companies who supply goods or services made in the country and companies who import goods or services other than exempt goods and services to register with the GRA.
              • Internal Revenue Service Registration (“IRS”)

            Registration with the GRA is done in accordance with the

                              Internal Revenue Act, 2000 (Act 592) (the “IRA”. The IRA requires                            businesses operating in Ghana to register with the GRA.

        • Business Operating Permit (“BOP”)

      Registration with the Metropolitan and District Assemblies is done in accordance with the Local Government Act, 1993 (Act 462). The Metropolitan and District Assemblies require every person engaged or intending to engage in any calling, business, occupation or profession, in whole or in part within their areas of jurisdiction to obtain a business license and pay an annual license fee as provided in the ordinance.

        • Social Security and National Insurance Trust (“SSNIT”)

      It is mandatory for employers to register with SSNIT to fulfill their mandatory pension contributions in accordance with the

    National Pensions Act, 2008 (Act 766) (the “Pensions Act”). Non-compliance amounts to an offence under the Pensions Act.

COMPANY SECRETARIAL SERVICES

Clinton Consultancy provides the following services on retainer basis:

  • Maintaining of statutory books
  • Organizing Annual General Meetings
  • Organizing Board of Director’s Meetings
  • Change of directors or secretary and Local Manager
  • Filing of Annual Returns
  • Change of Auditors; and
  • Change in registered office or principal place of business.

ADDITIONAL SERVICES

Clinton Consultancy also provides the following services at a fee:

  • Acting as Local Manager
  • Acting as a Nominee Director or Alternate Director
  • Use of our premises as registered office/principal place of business
  • Bank Account opening
  • Re-registration at the Registrar-General’s Department
  • Renewal of GIPC registration

VIRTUAL OFFICE FACILITIES

Clinton Consultancy also provides short term  affordable fully furnished office space and conference rooms with the following facilities:

  • Fast Broadband Internet
  • Photocopier/printer
  • Teleconference
  • Video conferencing

Email: info@clintonconsultancy.com regarding your Trustee Service needs

Hotline
+233 27 252 2695