Private Limited by Shares to Private Unlimited by Shares
This is a process where a Private Company Limited by Shares converts to Private Company Unlimited by Shares
Procedure for Registration
- Pay Annual Returns for the Private Limited by Shares up to date at our in-house bank or at Ghana.Gov Payment Platform online
- A search for availability of the Entity Name must be conducted (if there is any change in the Existing Name)
- Applicant may purchase a set of Private Unlimited Liability Forms(Form 3A) from the in-house bank or download
- Complete and sign forms
- Attach original Certificate of incorporation, Form 3, constitution and beneficial ownership profile.
- Attach Special Resolution relating to the Conversion and a Registered Constitution
- Attach a consent letter from a qualified and licensed chartered accountant with the institute of chartered Accountants Ghana and must be registered as a Sole Proprietorship/Partnership(An auditor is eligible to serve for a period of 6 years and shall be rotated after 6 years.)
- Form 3A must be witnessed by the Commissioner for Oaths/Notary Public/Self-Declared
- A minimum of two directors is required. Each must submit a Statutory Declaration & Consent Letter with the registration Form
- Submit forms at the Company Registration Counter for Verification and Capturing or via Online
- Pay Incorporation and filing fee of GHs 450 and 1% stamp duty on stated capital at the in-house bank or Online
- VIP service cost of GHs 1000 in addition to the processing fees (optional)
- Registrar Examines, Approves & Issues :
- Certificate of Incorporation
- Certified Copy(CTC) of the Standard/Registered Constitution of the Company
- Certified Copy(CTC) of Form 3A
- BO Profiles
- The prospectus or statement in lieu of prospectus must be submitted by the company within 28 days after incorporation( The prospectus - is a comprehensive document by the company inviting the public to acquire shares . This document must be approved by the Securities and Exchange Commission before submitting to the ORC )
- Mandatory Filing of Annual Returns at a fee GHs90 together with financial statement after 18 months of incorporation and subsequently every year.