Registrar of Companies increases fee for business registration

The Registrar of Companies increases the fees for business registration

The Office of the Registrar of Companies (ORC) has announced an increase in fees and charges for all transactions including Business Mergers and Registrations, Amendments, and filing of Annual Returns.

The increase takes effect on Sunday, January 1, 2023.

Increase according to the Office of the Registrar of Companies in accordance with the Fees and Charges (Miscellaneous Provisions) Act, 2022 Act 1080 passed by Parliament.

“Changes in Fees and Charges will apply to the registration and amendment of Business Names, Subsidiary Business Names, Partnerships, External Companies, and Professional Bodies as well as the Incorporation of Limited / Unlimited Companies by Shares and Limited Companies with Guarantees,” a statement by the Office of the Registrar of Companies stated.

The statement added that “starting from June 1, 2023, the ORC will, for the first time, apply section 126(7) of the Companies Act, 2019 (Act 992) which states that ‘if the Company fails to comply with the rules. Filing of Annual Returns and Financial Statements, the Company and each officer of the defaulting company must pay the Registrar of Administrative Penalties Twenty-Five penalty units for each day that the default continues.

Below is the full statement

PRESS RELEASE

Changes in fees and charges

The Office of the Registrar of Companies (ORC) informs all Company Officials, Business Owners and the general public that there are changes in Fees and Charges in all transactions, including Incorporation and Business Registration, Amendments and filing of Annual Returns effective January 1, 2023. This is in line with the Law -Fees and Charges (Miscellaneous Provisions) Act, Act 2022 Act 1080 as passed by Parliament and previously indicated in our Press Release dated November 14, 2022.

Changes in Fees and Charges will apply to the registration and amendment of Business Names, Subsidiary Business Names, Partnerships, External Companies, Professional Bodies as well as the Incorporation of Limited / Unlimited Companies by Shares and Limited Companies with Guarantees. Visit www.orc.gov.gh/www.rgd.gov.gh or Home Office in Accra and Regional Offices for more details on these new Fees.

From June 1, 2023, the ORC will, for the first time, apply section 126(7) of the Companies Act, 2019 (Act 992) which states that ‘if the Company fails to comply with the Annual filing. Produce and Financial Statements, Company and every company officer who is responsible for paying the Registrar of Administrative Penalty twenty-five penalty units for each day when the default continues’.

A penalty unit is defined by the Penalty (Unit Punishment) Act 2000 (Act 572) and now the monetary value of each penalty unit is GHC12.00. This means that with effect from June 1, 2023, an administrative fee of GHc300.00 will be charged for each day the default continues against the Company and EVERY OFFICIAL of the Company until section 126 (7) is complied with.

The full implementation of the Companies Act, Act 2019 992 by this section is proposed now by the Management and the Board to ensure the Company complies with the requirements of the Act more seriously than before. The Company Secretary and Auditor must start the process to prepare this mandatory document and on time to avoid paying Administrative Penalties and sanctions that punish and push the Company into inactivity.

The ORC from June 2023 will also apply full penalties for non-compliance with the statutory provisions on Partnership Renewal registration.

The Incorporated Private Partnerships Act, 1962 (Act 152) section 8 (1) states that: “Each year, the Partnership Partners SHALL send to the Registrar to register a Statement in the Prescribed Form to renew the registration. Section 9(1), in case of failure to comply section 4,5,7 or 8 of Act 152, (a) Each Partner shall be fined not more than five (5) pounds per day during the continued default; The cost of 5 Pounds Sterling in Ghanaian cedis is now equal to 60.00 Ghc.

Partnerships, especially Audit Companies in the Register, must be recorded and entered in the Book to update the Partnership Registration and avoid paying punitive penalties.

In addition, the ORC will apply section 5A (2) of the Registration of Business Names Act, 1962 (Act 151) regarding Annual Renewal. It states that “without prejudice to other responsibilities provided by this Act, registrations not renewed under this section shall LAPSE and the Registrar may remove from the Register of Business Names the person whose registration has lapsed after the expiry of the period specified for renewal” .

Starting this year, failure to renew the Business Name (Sole Proprietorship)/Subsidiary Business Name for a period of 3 months after the end of the year will result in the Lapse of the Business Name/Subsidiary Business Name. To avoid the Business Name falling into the public domain and for anyone wishing to use it after it has been removed from the Business Name Register, Business Name owners can update their business electronically by dialing the unstructured Supplementary Service Data Code (USSD) *222 # and follow the prompts to make payments with your Mobile Money wallet on the Ghana payment platform.Gov.

ORC will also introduce fast/express services this year. This is to ensure that service customers request documents within forty-eight (48) hours. The fast/express service will be available at the Head Office in Accra and some Regional Offices when it starts after the first half of this year.

All Company Secretaries who have not complied with the directive issued by the ORC on Change of Name under the Companies Act, 2019 (Act 992) must submit a Special Resolution to change the Company Name by adding the appropriate ‘suffix’ to the end of the Company Name. Companies that have not yet implemented the Registered Constitution reflecting the change of name in lieu of the Company Regulation are also reminded to do so by the end of June 2023.

ORC would like to remind our dear clients that transaction payments can only be made at Fidelity Bank at home or other Fidelity Bank Branches.

The Office of the Registrar of Companies (ORC) does not operate Mobile Money Accounts or authorize them on their behalf. Under no circumstances shall ORC clients send money to a Mobile Money Number in the name of their Office, Staff or Attorney. Please be aware of fraudsters who call Company officials and Business Owners to request transfers to specific mobile numbers. We urge the General Public to ignore these calls or messages and check their validity through official numbers.

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