Increment In Default Penalty

The Office of the Registrar of Companies (ORC) wishes to inform all officers of Companies (Shareholders, Subscribers, Directors, Executive Members, Secretaries, Debenture holders etc.) that the applied penalty for a Company in default will be increased from GHC650.00 to GHC1,000.00 with effect from 1st May, 2024. to serve as a deterrence for non-filing or late filing.

2.         This directive will apply to Private and Public Companies Limited by Shares and Private and Public Companies Limited by Guarantee (Schools, Churches, Associations, NGOs, CSOs, Foundation etc). This is in conformity with Section 126 of the Companies Act, 2019 (Act 992) which requires every company to file their Annual Returns at least once a year or thirteen (13) months after incorporation.

3.         Kindly note that, filing of an Annual Return is compulsory for every incorporated company in Ghana, whether it is operational or not and it must be attested to by a director and secretary of the company and submitted to the Office of the Registrar of Companies together with audited Financial Statements for the year as indicated in section 126(1) of the Companies Act, 2019 (Act 992).

4.         In the circumstances, with effect from 1st May, 2024, ORC will be charging an updated penalty of GHC1,000.00 from GHC650.00 on companies in default for every month the default continues in accordance with section 126(7) which states that ‘Where a company defaults in complying with this section, the company and every officer of the company that is in default is liable to pay to the Registrar, an administrative penalty of twenty-five (25) penalty units (approximately GHC300.00) for each day during which the default continues.;

5.         The payment of the GHC1,000.00 is in no way aimed at crippling companies in Ghana but to serve as a deterrence to recalcitrant companies who are operating in the country without due compliance with the Companies Act,2019 (Act 992).

6.         You are hereby reminded that companies whose financial year commences from 1st January to 31st December are to file their Annual Returns in the first quarter of the preceding year. Furthermore, companies whose financial year commences on 1st September to 31st August will have to file their Annual Returns in the last quarter of the preceding year. Annual Returns may also be filed for a period as determined by the directors of the company.

7.         Kindly contact our Office on 059-952-5774 (WhatsApp) or 0302-666-081/0302-664-692 or any of our social media handles on Facebook, Twitter, LinkedIn and Instagram @ORC Ghana for answers to any queries.

ORC - YOUR PARTNER FOR BUSINESS.

SIGNED.

JEMIMA M. OWARE (MRS)