REGISTRATION WITH THE GHANA INVESTMENT PROMOTION CENTRE

Apart from enterprises which are set up to engage exclusively in mining and petroleum, and enterprises registered as free zone entities, all enterprises with foreign participation must register with the Ghana Investment Promotion Centre (“GIPC”).

(a) Investment Guarantees

Registration with the GIPC guarantees unconditional transferability through any authorised dealer bank in freely convertible currency of the following:

1. dividends or net profits attributable to the investment,
2. payments in respect of loan servicing where a foreign loan has been obtained,
3. fees and charges in respect of any technology transfer agreement registered with the GIPC, and
4. proceeds (net of all taxes and other obligations) in the event of sale or liquidation of the enterprise, or any interest attributable to the investment.

(b) Immigrant Quotas

Registration with the GIPC also entitles foreign investors to an immigrant quota (that is, the maximum number of expatriates the foreign investor can employ), based on the company's paid up capital.

(c) Dispute resolution

Where a dispute arises between an investor and the Government of the Republic of Ghana in respect of an enterprise, all efforts must be made through mutual discussion to reach an amicable settlement. Any dispute which is not amicably settled through mutual discussion may be submitted at the option of the aggrieved party to arbitration as follows:

1. in accordance with the UNCITRAL Rules; or
2. in the case of a foreign investor, within the framework of any bilateral or multilateral agreement on investment protection to which the Government and the country of which the investor is a national are parties; or
3. in accordance with any other national or international machinery for the settlement of investment disputes agreed to by the parties.

Where in respect of any dispute, there is disagreement between the investor and the Government of the Republic of Ghana as to the method of dispute settlement to be adopted, the choice of the investor will prevail.

(d) Management and Technology Transfer Agreements

Management and Technology Transfer Agreements must be approved by and registered with the GIPC. By law, management fees must range between 0% and 2% of profit after tax. Management services of projects for which profit is not anticipated during the early years attract a fee ranging from 0% and 2% of net sales during the first 3 - 5 years. Where a person provides management services in addition to patent know-how and trademarks, the total fee must not exceed 8% of net sales.

The level of payments must be reduced pro rata if the transferor has 60% or more of the equity share capital of the transferee company. Any request for fees higher than the upper levels as indicated must be subject to the approval of the GIPC. Any breach of the governing law renders the agreement unenforceable.

Back to Top