The Registrar General’s Department has cautioned managers and owners of companies to be wary of appointing unqualified relatives and family members as secretaries for their companies.
Ms Linda Quao, the Assistant Registrar, who made the call, said the Department would not tolerate the appointment of such unqualified personnel because of the harm they can cause to a company and the economy at large.
“Now, it is no more your wife, your house help, your driver, and anyone who is not qualified. The duty of a company’s secretary is very serious; so from now onwards, you must note that you need to be qualified to be able to do that,” she said.
According to her, the directive is contained in the Department’s new Company Act 992. She warned that any company that flouts the law will be made to face its consequences.
She said this at a workshop organised by the Ghana National Chamber of Commerce and Industry (GNCCI) to enlighten its members on the new Company Registration Act.
The new Act
Ms Quao explained that a person appointed as a secretary for a company, according to the Act, should have acquired a professional qualification or tertiary level of education with an offering in Company Law Practice and Administration, to enable him or her conform to the functions of a company secretary.
The Act 992, which replaced the 1963’s Act 179, was finalised on May 2 2019, but received a presidential assent on August 2 2019.
“It introduces a more robust law to offer better governance practices within a more efficient regulatory environment, and seeks to promote transparency with the ease of doing business,” she said.
The Act draws on the experience of more developed jurisdictions, and specifically includes international best practices from jurisdictions such as the United Kingdom, New Zealand, South Africa and Mauritius.
Ms Quao noted that the Act also makes provisions that disqualify people from becoming directors of a company.
It says: “a person shall not be appointed as a director unless that person, before the appointment, makes a statutory declaration to the company that five years preceding the application for incorporation, was not charged with or convicted of criminal offence involving fraud or dishonesty.”
“The director is also required to work in the interest of the company to protect its assets and promote the purposes for which the business is established in a manner that is faithful, diligent and ordinarily skillful or be held responsible for his or her actions or inactions,” the Assistant Registrar disclosed.
Awareness
Also speaking at the event, the chief operations officer of GNCCI, Frederick Adu Amoako, said the Chamber recognise that best practices are critical to developing the business community, hence the need to equip industry players with knowledge on the new development to enhance their operations.
The Chamber, he said, finds it expedient to increase awareness and educate the business community in areas such as “who could register a company and requirements to be met for registration under the Company Act 2019.”
Others are “when incorporation becomes effective, what to consider when naming a company to be registered under the new Company Act and the minimum Capital requirements for registering a company.”
“I am of the firm conviction that the new Act will help improve the ease of doing business in Ghana, enhance corporate governance regulatory framework and reduce the cost of ensuring compliance for business,” Mr Amoako said.
