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