Frequently Asked Questions
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A beneficial owner (BO) is any living person who has substantial and significant interest or control over a company. This can be a direct interest, through for example owning a significant proportion of shares in the company, or indirect, such as having influence over significant decisions related to the running of business of a company. This means that any company may have no BOs, or it may have many depending on how control over the company is managed. If in doubt over a specific case, ask our legal officers for advice.
Yes. It applies to a company limited by shares, limited by guarantee, an unlimited company or an external company. It does not however apply to sole proprietors and Partnerships.
There are different types of thresholds, depending on the sector the company is in and the type of person the beneficial owner is.
The general threshold is that person who has direct or indirect interest of 10 percent or greater in a company must be registered as a BO
For companies operating in a high risk sector (see RGD website for list of sectors considered to be high risk) the threshold for reporting BOs is five percent, e.g. any natural person who owns 5% or more of the shares or has significant control must be reported at a BO
If a foreign Politically Exposed Person has an interest of five percent or greater in ANY company regardless of the sector, they must report as a BO
If a domestic Politically Exposed Person has ANY shares, or any form of control over a business in ANY sector they must be registered as a BO
The Registrar is responsible for the risk classification of sectors. The basis for the classification may follow the similar classification by the Financial Intelligence Centre or any agency set up for the purpose of fighting Money Laundering and Terrorist Financing.
A Politically Exposed Person, or PEP, is an individual who is or has been entrusted with a prominent public function, in any country.
- Examples of the types of public function includes:
- Head or Deputy Head of State
- Ministers of State
- Politicians
- High ranking political party officials
- Senior local and central Government officials, as well as senior judicial or military leaders
- Chief Executives of state-owned companies, corporations or parastatals The designation of PEP can also be applied to the family members and or close associates of people who hold these types of roles. If in doubt over a specific case, ask RGD for advice.
You must inform ORC of your Beneficial Owners:
- March 2021 for companies already registered with the ORC
- November 2020 all new companies will have to provide BO information as part of registration
- Within 30 days from any changes being made to BO in the company
- From 31 March 2021 all annual returns must also include BO data
The form of identification must be valid, issued by a national Government agency, and be unique to that person. These would include:
- TIN
- Passport
- National identity card
- Social security number or equivalent
- Driving licence
The company can authorize an officer of the company or its legal representative to be responsible for collecting, checking and providing the beneficial ownership information
If a lawful request comes from a Competent Authority of the Government of the Republic, all the particulars of beneficial owners contained in the Central Register named in the request will be shared with that Authority.
- To the public, the following information on each beneficial owner can be made available:
- Full name and any former names
- Month and year of birth
- Place of birth
- The percentage of the beneficial ownership interest
- Declaration on whether the natural person meets the definition of Politically Exposed Person
The Registrar will also make available to the public the following on each listed company:
- The percentage of shares listed on a recognised Stock Exchange
- The name of each Stock Exchange on which the shares are listed
- The web address of the page which gives details of the listing for each Exchange named
In respect of Government-owned companies the public can be informed about:
- The percentage of ownership of each Government Agency
- The name and address of each Government Agency that is a beneficial ownership
- The nationality of each Government Agency
- Country of incorporation of the Government-owned company, if different
The following details of each Government official who exercises control:
TIN
Full name and any former name
Position and date appointed
Nationality
Contact address
Method by which control is exercised
Anyone who meets the definition of beneficial owner may apply to the Registrar to have their information in respect of a particular company withheld from the Central Register if they can provide evidence that as a result of that information being disclosed, there is an immediate threat of:
- Risk to their physical safety or the physical safety of family members especially the threat of serious injury or death
- Attack against their home or normal place of work
- Kidnap of them or their family members
- Blackmail or extortion against them or their family members
- Significant financial loss through criminal activity
The type of information required would be:
- Documented actual threats or incidents
- Police Reports of previous threats or incidents
- Police assessment of the level of threat
- Public statements by violent groups specifically mentioning the natural person and/or the type of business in which they are involved
- Previous attacks on individuals operating in similar business sectors
- Court Order
Information which would not be sufficient to justify withholding information would include:
- Their public position
- Their job title
- The extent of their wealth, whether this information is in the public domain or not
- Information held on any other Government or Corporate Register, whether public or not, except for that used by the police to prepare any of the reports or assessments noted above
For anyone who deliberately fails to provide information or provides false or misleading information to the RGD, the penalties could be as much as a fine of 6000 GHC, or two years in prison, or both.
There are 2 levels.
With the first level, the user doesn’t have to create an account but can do a name search online, but there’s a disclaimer on the site, as it’s not a comprehensive search of all ORC database
The second level is for registered users for our online services.
It is available in your account for 14 days to generate your documents but as it is an e-certificate you will be unable to print them. If, after 14 days, you want to generate, you will need to pay for a further 14 days.
The International Standard Industrial Classification of All Economic Activities (ISIC) is the international reference classification of productive activities.
This is a company that has the liability of its members limited to amounts that they respectively undertake or guarantee to contribute to the assets of the company in case of liquidation. A guarantee company is not registered with shares and is not permitted to create any shares.. The company is also not permitted to engage in trading. The company is not permitted to pay dividends or distribute/return any assets to members.
Electronic Registration is a 24-hour online service provided by the Registrar-General’s Department (RGD) to facilitate electronic submission of applications for individuals who wish to register their Companies online via the portal.
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