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# Registering your startup in Ghana: what the Companies Act, 2019 changed
- URL: https://chale.tech/registering-your-startup-in-ghana/
- Published: 2026-10-10T00:26:46.000Z
- Updated: 2026-10-10T19:53:10.000Z
- Description: Before you raise money, sign contracts or open a business account, you need a registered company. What the Companies Act, 2019 changed, and the basic steps for founders.
- Author: Isaac Nana Yaw Annor
- Tags: Startups, Founders

Many Ghanaian startups begin as a WhatsApp group and a good idea. At some point, usually when money or a big customer appears, you need a properly registered company. Investors want it, banks need it for a business account, and big clients will not sign contracts without it.

This guide covers the basics. It is general information, not legal advice; requirements and fees change, so confirm with the registrar and a lawyer or company secretary.

## The law: the Companies Act, 2019 (Act 992)

The **Companies Act, 2019 (Act 992)** replaced Ghana’s old companies law and modernised how companies are formed and run. Key changes founders should know:

- **A company “constitution”** replaces the old Memorandum and Articles of Association. You can adopt a model constitution or draft your own.
- **No more Certificate to Commence Business.** The Act removed that extra step.
- **Electronic filing.** The Act allows incorporation, name reservation, annual returns and searches to be done electronically.
- **A new registrar.** The Act established the **Office of the Registrar of Companies (ORC)** to handle company registration. Business registration was previously done at the Registrar-General’s Department. Check which office and portal currently handles your filing.

## Choosing a structure

- **Sole proprietorship (business name):** simple and cheap, but you are personally responsible for the business’s debts. Not ideal if you plan to raise investment.
- **Company limited by shares:** the usual choice for startups. The company is a separate legal person, shareholders’ liability is limited, and you can issue shares to co-founders and investors.
- **Company limited by guarantee:** usually for non-profits.

## The basic steps

1. **Choose and check your name.** Search that it is available and reserve it if needed.
2. **Prepare your details:** directors, shareholders, company secretary, registered address, and the Ghana Card details of the people involved.
3. **Decide your constitution:** the model constitution, or a bespoke one (ask a lawyer if you have investors or complex share arrangements).
4. **Complete the registration forms and pay the fees** through the registrar’s online system or office.
5. **Receive your certificate of incorporation.**
6. **Register for tax** with the Ghana Revenue Authority, and for social security (SSNIT) when you hire staff.

Some steps, especially involving notarised documents or foreign shareholders, may still need in-person visits or a local lawyer. Plan for that if you have investors abroad.

## Founder tips

- **Write a founders’ agreement** before you register: who owns what, who does what, and what happens if someone leaves.
- **Think about vesting** so a co-founder who leaves early does not keep a large stake.
- **Keep company and personal money separate** from day one with a business bank account.
- **Diarise your annual returns.** Missing filings can lead to penalties.
- **Register with the Data Protection Commission** if you handle customers’ personal data, which almost every startup does.
- **Protect your brand** by looking into trademark registration for your name and logo.

> Register early, keep good records, and your future investors will thank you.

*This guide was checked in October 2026\. Menus and services change, so if something looks different on your phone, check with your provider.*

## Common questions

### Can I register a company online?

The Companies Act, 2019 allows electronic filing, and registration can largely be done online. Some steps may still need documents or visits, especially with foreign shareholders.

### Do I need a lawyer?

Not always for a simple company, but a lawyer or company secretary is wise if you have several co-founders, investors or a bespoke constitution.

### What is a company secretary?

A person responsible for company filings and records. Companies are expected to have one; check the requirements under Act 992 for your company type.

### Do I need to file anything every year?

Yes. Companies file annual returns, and missing them can lead to penalties. Put the dates in your calendar.

## Sources

- [Graphic Online: Business incorporation under the Companies Act, 2019 (Act 992)](https://www.graphic.com.gh/features/features/business-incorporation-in-ghana-under-the-new-companies-act-2019-act-992-reforms-in-processes-and-procedures-at-the-registrar-general-s-dept.html?ref=chale.tech)
- [Lex Africa: Business registration in Ghana](https://lexafrica.com/insights/business-registration-in-ghana/?ref=chale.tech)