10 Sep 2020
Register-General Jemima Oware has announced the deployment of a new Central Beneficial Ownership Register for all companies operating in the country.
“We will start with the extractive industry and other high risk sectors like banks and other financial institutions,” she noted.
According to her, a lack of information about who owns and controls businesses incorporated in Ghana is creating a “dangerous and widening gap” in the country’s fight against corruption, money laundering terrorism financing and other forms of financial crimes.
She said the passage of the new Company’s Act, 2019, (Act 992) has enhanced the “ease of doing business in Ghana” by simplifying the process of company registration to ensure that Ghana, as the gateway to Africa, becomes a competitive and transparent investment destination.
What is Beneficial Ownership?
Beneficial ownership is a term in domestic and international commercial law that refers to the natural persons who exercise significant influence over and receive profits from a company who are not its legal owners.
“Some people can assign a “nominee” in relation to their shareholding or directorship position at the board and they would be at the back end controlling affairs, they would have a legal arrangement with such persons that we would not be privy to…but things have changed now. She disclosed.
Jemima Oware explained that from October 2020, whoever wishes to register a company to operate in the extractives industry should visit www.rgd.gov.gh, download the beneficialownership form and provide the data on who the beneficial owners of the company are.
No thresholds exists for shareholders and directors of extractive industries players operating in Ghana.
She said “Whether you own 1 percent or 2 percent that has to be disclosed. However, if it’s a foreign company within the extractives industry operating in Ghana, that shareholder must have at least 5% before the disclosure is made on the BO register.”
According to Mrs Jemima Oware, none of the country’s laws provided for disclosure of beneficial ownership, until last year. This made it easier for companies to hide the identities of their owners if necessary.
Following the release of the Panama Papers and the global efforts to address issues related to anti-corruption and tax evasion, the Ghanaian government has come under pressure to act on beneficial ownership disclosure, hence the passage of the new Companies Act, 2019, (Act 992).
The Registrar-General said, Government is committed to meeting a number of international obligations regarding the implementation of the Beneficial Ownership regime. She explained that Government in partnership with the Financial Intelligence Centre (FIC), the Ghana Extractive Industries Transparency Initiative (GEITI) and Financial Action Taskforce would help in meeting the deadline for the various beneficial ownership requirements.
Key Issues addressed under the new Beneficial Ownership Regime
Jemima Oware said, “Criminals thrive when they have somewhere to hide, companies that exist only on paper—is a clear and present danger and this must stop with the establishment of the Central Beneficial Ownership Register.”
The Registrar-General explained that there are four key issues to be addressed by the new beneficial ownership commitments:
1. Strengthening the disclosure requirements: Reinforcing underlying legal and regulatory requirements for disclosure of different types of ownership across various legal vehicles is fundamental to more effective, transparent processes.
2. Improving the interoperability of information. Applying common standards such as the Beneficial Ownership Data Standard and linking ownership information with other policy areas can help to track money and assets across sectors and jurisdictions.
3. Verifying registered information. Open beneficial ownership data, coupled with strong verification systems, ensures data is accurate and useable.
4. Engaging citizens in monitoring and accountability. Informal and formal channels for accountability enable citizens to actively use ownership data to uncover networks of corruption.
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