30th March 2026 – The Parliament of Ghana, on Thursday, 26th March 2026, passed the Ghana Investment Promotion Authority Bill, 2025. This Bill repeals the existing Ghana Investment Promotion Centre Act, 2013 (Act 865). We employed our AI assistant to compare the old law to the new law.
Summary of Key Changes
The Bill represents a significant modernisation of Ghana’s investment promotion regime. The most notable changes are:
- Institutional transformation: The Centre is replaced by an Authority with broadened objects including outward investment promotion, technology transfer regulation, and the AfCFTA focal-point mandate.
- Removal of blanket minimum capital requirements: The US$200,000 joint venture and US$500,000 wholly foreign-owned thresholds are eliminated, whilst the trading enterprise threshold is reduced from US$1,000,000 to US$500,000 (in cash only).
- Governance enhancements: Board membership is expanded to include the Ghana Revenue Authority, Ghana Export-Import Bank, and Ministry of Foreign Affairs; the quorum is raised from five to seven; and fiduciary duties of Board members are expressly codified with criminal penalties.
- Investor grievance mechanism: An entirely new statutory grievance mechanism with defined timelines and quarterly reporting to the Office of the President.
- Investor obligations: A new standalone provision codifying obligations relating to sustainable development, human rights, environmental protection, gender equality, CSR and local content.
- Expatriate quotas significantly expanded: From a maximum of 4 persons to 12 persons, with a 90% skilled Ghanaian workforce precondition introduced.
- Penalties substantially increased: General offence penalties rise from 500–1,000 to 2,000–4,000 penalty units, and a new administrative penalties regime is introduced.
- Annual rather than biennial renewal: Enterprise registration must be renewed every year instead of every two years.
- Reserved activities list narrowed: Printing of recharge scratch cards and pool betting/lotteries removed.
- Incentives framework restructured: Aligned with the Exemptions Act, 2022; strategic investment priority areas determined by Cabinet rather than the Board with Presidential approval.
| Topic | Act 865 (Existing Law) | Bill 2025 |
|---|---|---|
| Institutional Framework | ||
| Name of body | Ghana Investment Promotion Centre | Ghana Investment Promotion Authority |
| Long title / purpose | An Act to provide for the GIPC as the agency responsible for the encouragement and promotion of investments in Ghana, to provide for the creation of an attractive incentive framework and a transparent, predictable and facilitating environment | An Act to establish the Ghana Investment Promotion Authority to encourage, promote, facilitate and regulate investments into and within Ghana, to provide for an incentive framework and a transparent, predictable and facilitating environment, and to facilitate investment outside Ghana by Ghanaian investors |
| Objects | (a) Create an enhanced, transparent and responsive environment for investment and development; and (b) encourage, promote and facilitate investment in the country | (a) Same as existing law; (b) encourage, promote, facilitate and regulate investment; (c) promote and facilitate outward investment by Ghanaian enterprises (new); (d) promote and regulate technology transfer agreements ensuring fair value, strengthening local capacity, enhancing innovation and contributing to sustainable development (new) |
| One-stop shop mandate | Not expressly provided | The Authority shall act as a one-stop shop for promotion and facilitation of investments towards accessibility to information, transparency and improved ease of doing business |
| AfCFTA focal point | Not provided | The Authority shall act as the National Focal Point under the AfCFTA Protocol on Investment |
| Outward investment function | Not provided | The Authority shall promote and facilitate outward investment by Ghanaian enterprises into foreign countries, fostering expansion into regional and global markets |
| Investor grievance function | Not listed among the Centre’s statutory functions | The Authority shall facilitate the amicable resolution of grievances between an enterprise and a government institution through a grievance mechanism |
| Investment advisory services | Not listed | The Authority shall provide or facilitate investment-related advisory services on compliance, business marketing and expansion strategies |
| Land acquisition reference | State Lands Act, 1961 (Act 125) | Land Act, 2020 (Act 1036) |
| Enterprise incorporation reference | Companies Act, 1963 (Act 179) | Companies Act, 2019 (Act 992) |
| Governance: Board Composition and Functions | ||
| Board composition | Chairperson; Governor of Bank of Ghana or rep; DG of NDPC; rep of Ministry of Trade (not below Deputy Minister); rep of Ministry of Finance (not below Deputy Minister); CEO of the Centre; four others from outside Public Service, at least two women, one nominated by Private Enterprise Federation | Chairperson; Governor of Bank of Ghana or rep; DG of NDPC or rep (not below Director); Commissioner-General of Ghana Revenue Authority or rep (new); CEO of Ghana Export-Import Bank or rep (new); CEO of Authority; Minister or rep (not below Director) from (i) Ministry of Trade, Agribusiness and Industry, (ii) Ministry of Finance, and (iii) Ministry of Foreign Affairs (three ministries instead of two); one rep of Private Enterprise Federation; three others not in Public Service, at least two women |
| Board functions – proposals to President | Identify obstacles and make proposals/suggestions to the President through the Minister | Identify challenges and make recommendations to the Minister |
| Board functions – CEO plans | Approve the investment promotion operations and marketing plans proposed by the CEO | Consider plans for the promotion, facilitation and monitoring of investments proposed by the CEO |
| Quorum | Five members including the CEO or acting CEO | Seven members including the CEO or acting CEO |
| Presiding member (in chairperson’s absence) | A member appointed by the President under s 5(1)(d), elected by members present | A member elected by members present from paragraph (h) or (i) of s 5(1) — i.e. Private Enterprise Federation rep or the three non-Public Service nominees |
| Vacancy filling | President appoints a person to fill the vacancy (no reference to unexpired term) | President appoints a person to fill the vacancy for the unexpired term |
| Duties and liabilities of Board members | Not separately codified | Expressly codified: fiduciary duty, duty to act honestly and in the best interest of the Authority, duty of care and diligence, prohibition on improper use of information, prohibition on abuse of office, prohibition on pursuing personal interest at the Authority’s expense; criminal penalty (5,000–20,000 penalty units) for contravention; court may order compensation to Authority |
| Disclosure of interest | Member must disclose, request recusal, and not participate; cessation of membership for failure to disclose or failure to request recusal | Member must disclose in writing (forms part of record) and is disqualified from being present at or participating; cessation for failure to disclose or for being present/participating; Board shall recover any benefit derived by a contravening member |
| Administration | ||
| Deputy Chief Executive Officer | Not provided for | The President may appoint a Deputy CEO; the Deputy CEO assists the CEO and acts in the CEO’s absence |
| Secretary | The Centre shall have an officer designated the Secretary | The Board shall designate an officer of the Authority as the Secretary to the Board |
| Internal Audit Unit | Not expressly provided for | Mandatory Internal Audit Unit in accordance with the Public Financial Management Act, 2016 (Act 921); headed by an Internal Auditor appointed per the Internal Audit Agency Act, 2003 (Act 658); quarterly reports to Board |
| Branch offices | Board may establish branch offices in places determined by the Board | Board may establish branch offices in a place determined by the Board for the effective and efficient performance of the functions (broader language, read alongside outward investment mandate) |
| Executive oversight | The Centre is responsible to the President ; President may designate a Minister | The Authority is responsible to the Minister |
| Financial Provisions | ||
| Sources of funds | Moneys approved by Parliament; fees and charges; donations, grants and gifts; other moneys approved by Minister for Finance | Moneys approved by Parliament; fees and charges; administrative penalties payable under the Act (new); donations, gifts and grants |
| Bank account approval | Prior approval of the Minister responsible for Finance | Approval of the Controller and Accountant-General |
| Investment of funds | In a manner approved by the Minister responsible for Finance; shall not invest in government securities | No express prohibition on government securities in the Bill |
| Self-funding mandate | Not expressly provided | The Authority shall generate sufficient funds to meet expenditure including compensation, allowances, goods and services, and capital expenditure |
| Excess funds | Not expressly addressed | After defraying outstanding expenses, excess amounts shall be transferred to the Consolidated Fund unless the Minister for Finance, in consultation with the Minister, approves retention of part or all |
| Accounts and audit | Board submits accounts to Auditor-General within six months after financial year-end; Auditor-General audits within three months of receipt and forwards report to Minister | Board submits accounts to Auditor-General at end of each financial year; Auditor-General audits within six months after the preceding financial year and forwards report to Minister and Board |
| Annual report | Board submits to President through the Minister within two months after audit report; President presents to Parliament through a Minister within two months | Board submits to the Minister within three months after audit report; Minister submits to Parliament within thirty days with any statement considered necessary |
| Tax exemption of the body | Not expressly provided | The Authority may be exempted from taxes, duties and other charges subject to article 174 of the Constitution and the Exemptions Act, 2022 (Act 1083) |
| Registration of Enterprises | ||
| Mandatory registration trigger | Enterprise in which foreign participation is permitted | Enterprise which has foreign ownership where that foreign ownership is permitted |
| Processing time | Five working days from receipt of completed form | Five days from receipt of completed form (no “working” qualifier) |
| Renewal period | Every two years | Every year (annual renewal) |
| Misuse of benefits | Addressed only in the offences provision (s 40(c)) | Expressly built into registration provisions: an enterprise shall not apply a benefit for a purpose other than the one for which it was conferred; benefits and incentives are not applicable to an enterprise that fails to register or renew |
| Registration with other bodies | Not expressly addressed | Enterprises must register with any other government institution as required under other legislation subsequent to registration with the Authority |
| Registration of branches | Not separately provided for | New standalone provision: enterprise must apply for Authority approval before establishing a branch; five-day processing time |
| Wholly Ghanaian-owned enterprises | May register after incorporation; entitled to benefits and incentives upon registration | Same, plus: must renew registration every year ; shall not apply a benefit for an unauthorised purpose; a wholly citizen-owned trading enterprise must meet minimum foreign capital requirements if it has a non-citizen beneficial owner or director |
| Minimum Foreign Capital Requirements | ||
| Joint ventures | Non-citizen must invest foreign capital ≥ US$200,000 in cash or capital goods or a combination; Ghanaian partner must hold ≥ 10% equity | No equivalent minimum capital threshold expressly prescribed for joint ventures; the blanket minimum for non-trading enterprises is removed |
| Wholly foreign-owned (non-trading) | Non-citizen must invest foreign capital ≥ US$500,000 in cash or capital goods or a combination | No equivalent minimum capital threshold expressly prescribed for non-trading wholly foreign-owned enterprises |
| Trading enterprise | Non-citizen must invest ≥ US$1,000,000 in cash or goods and services; must employ at least 20 skilled Ghanaians | Non-citizen must invest ≥ US$500,000 in cash as equity capital; at least 75% of employees must be skilled Ghanaians |
| Definition of “foreign capital” (for trading) | Convertible currency, plant, machinery, equipment, spare parts, raw materials and other business assets (other than goodwill) | For the trading enterprise section, “foreign capital” means convertible currency only (excluding plant, machinery, etc.) |
| Foreign spouse exemption | Exempt from minimum capital if married to a Ghanaian for ≥ 5 years or holds an indefinite resident permit, marriage verified, and ordinarily resident in Ghana | Not expressly provided in the Bill |
| Dual citizens | Ghanaian who lost citizenship by assuming another country’s citizenship is exempt from the minimum capital requirement | Same exemption retained |
| Export trading exemption | Minimum capital does not apply to portfolio investments or enterprises set up solely for export trading and manufacturing | Minimum capital does not apply to portfolio investments (export trading exemption not expressly restated) |
| Activities Reserved for Ghanaians | ||
| Reserved activities list | (a) Market trading/petty trading/hawking; (b) taxi/car hire (fleet < 25); (c) beauty salon or barber shop; (d) printing of recharge scratch cards for telecom subscribers ; (e) exercise books and basic stationery; (f) retail of finished pharmaceutical products; (g) sachet water; (h) all aspects of pool betting and lotteries except football pool | (a) Market trading/petty trading/hawking; (b) beauty salon or barbering shop; (c) taxi/car hire (fleet < 25); (d) exercise books and basic stationery; (e) retail of finished pharmaceutical products; (f) sachet water. Printing of recharge scratch cards and pool betting/lotteries are removed |
| Monitoring of reserved activities | Minister may amend the list by legislative instrument in consultation with the Board | Authority may collaborate and coordinate with relevant government institutions responsible for supervision and monitoring of reserved activities; amendment through Regulations by Minister in consultation with Authority |
| Incentives Framework | ||
| Industry-specific incentives | Enterprise entitled to benefits under Internal Revenue Act, VAT Act, Customs Code and other relevant law; Centre could submit duty-exemption requests to Minister for Finance | Subject to the Exemptions Act, 2022 (Act 1083) , the Minister of Finance may, in consultation with the Authority, by legislative instrument make Regulations granting industry-specific or programme-specific tax incentives |
| Strategic investments | Board, in consultation with government agencies and with approval of the President , specifies priority areas and negotiates specific incentive packages; Board publishes criteria in Gazette and on website | Cabinet (not the Board) determines priority areas in furtherance of section 16 of the Exemptions Act, 2022 ; Authority publishes priority areas and criteria within thirty days in the Gazette, on its website and in a daily newspaper of nationwide circulation |
| Citizenship by investment | Not provided | Ministry of the Interior shall, in consultation with the Authority, enact legislation specifying categories of investors qualifying for Ghanaian citizenship; size of investment in a specified sector is a condition |
| Investment Guarantees | ||
| Guarantee against expropriation | Enterprise shall not be nationalised or expropriated; no person compelled to cede capital; acquisition only in national interest/public purpose with fair and adequate compensation, High Court access, and compensation payable without undue delay with repatriation in convertible currency | Property, interest in property or right over property shall not be nationalised or expropriated except in the public interest, for a public purpose, with prompt payment of fair and adequate compensation and High Court access; a claim against the Authority shall be defended by the Attorney-General (new) |
| Transferability guarantees | Subject to the Foreign Exchange Act, 2006 (Act 723) and the Regulations and Notices thereunder | Subject to the Foreign Exchange Act, 2006 (Act 723) and any other relevant legislation (broader qualifying language) |
| Transferability channel | Through an authorised dealer bank | Through a licensed dealer |
| Compensation for loss (war, conflict, etc.) | Not expressly provided | New provision: where an investor suffers a loss from war, armed conflict, revolution, revolt, insurrection, riot or similar event arising from government failure to comply with obligations, the investor shall receive treatment no less favourable than that accorded to wholly Ghanaian-owned enterprises or other foreign investors |
| Investor Grievance Mechanism | ||
| Mechanism | Not provided | Authority shall establish an investor grievance mechanism; enterprises may submit grievances in writing within six months of arising; Authority acknowledges within 5 days , facilitates resolution within 3 months in consultation with relevant government institution; written decision/recommendation communicated within 10 days ; Authority maintains records and submits quarterly reports to Office of the President; exclusions for matters before courts, ADR, formal internal processes and criminal matters |
| Dispute Resolution | ||
| Arbitration options | (a) UNCITRAL Arbitration Rules; (b) bilateral or multilateral investment protection agreement; (c) other agreed national or international machinery | (a) Bilateral or multilateral investment protection agreement; (b) other agreed national or international machinery. UNCITRAL Arbitration Rules no longer expressly listed as a standalone option |
| Default if no agreement | Mediation under Alternative Dispute Resolution Act, 2010 (Act 798) | Same default: mediation under ADR Act, 2010 (Act 798) |
| Appeals | ||
| Scope of appeal | Appeal against decisions of the Centre | Appeal against decisions of the Authority; does not apply to decisions or recommendations under the investor grievance mechanism (new carve-out) |
| Investor Obligations | ||
| Express investor obligations | Not provided as a standalone provision | Detailed standalone provision: compliance with domestic laws and administrative guidelines; human rights, business ethics, environmental, safety and labour standards; sustainable development; human capital development; gender equality and inclusiveness; corporate social responsibility aligned with national development priorities; environmental protection and public health; preference for local talent per local content regulations; Authority may issue guidelines and monitor compliance |
| Expatriate Quotas and Work Permits | ||
| Quota bands | US$50,000–250,000 → 1 person US$250,000–500,000 → 2 persons US$500,000–700,000 → 3 persons > US$700,000 → 4 persons | US$50,000–500,000 → 2 persons US$500,000–1,000,000 → 4 persons US$1,000,000–3,000,000 → 6 persons US$3,000,000–6,000,000 → 8 persons US$6,000,000–10,000,000 → 10 persons > US$10,000,000 → 12 persons |
| Maximum quota | Capped at 4 persons | Expanded to up to 12 persons for enterprises with > US$10 million paid-up capital |
| Quota validity and renewal | No fixed validity period stated | Quota is valid for five years and may be renewable every five years |
| Local employment precondition | Not expressly required as a precondition for quota entitlement | Enterprise must have directly employed skilled Ghanaians constituting not less than 90% of the direct workforce |
| Work permit process | Enterprise applies to the Centre for “facilitation”; decided by the Centre on the advice of the Ghana Immigration Service in consultation with the relevant sector regulator | Separated into a standalone clause : enterprise applies through the Authority to the Immigration Service for a work permit for a specific duration; Authority submits recommendation to GIS within five days; GIS issues work permit |
| Technology Transfer Agreements | ||
| Minimum duration | Not less than 18 months | Not less than 12 months (implied by removal of 18-month floor and new five-year validity) |
| Validity and renewal | Valid for 10 years. Renewable every 5 years with approval of Centre and relevant sector regulator. | Valid for 5 years and subject to renewal every 5 years in consultation with the relevant sector regulator |
| Bank payment restrictions | Not expressly provided | Licensed bank shall not make payment to credit of a person outside the country unless the party presents (a) certificate of registration and (b) copy of the TTA certified by the Authority |
| Tax deductibility | Not expressly addressed | Fees and charges under an unregistered TTA shall not be treated as a deductible tax expense under the Income Tax Act, 2015 (Act 896) |
| Enforceability | Not expressly addressed. LI 1547 deals with it | A TTA that is not registered is not legally enforceable |
| Definition of TTA | Covers assignment/sale/licensing of industrial property ( except trademarks ); provision of technical expertise (feasibility studies, plans, etc.); technological knowledge for installation/operation; technological knowledge for acquiring machinery | Covers assignment/sale/licensing of foreign patents, foreign trademarks and other foreign industrial property rights (broader — trademarks now included); foreign technological knowledge including software ; foreign technical advisory services; foreign managerial personnel (with pro rata payment reduction where foreign enterprise owns > 60% equity) |
| Offences and Penalties | ||
| General offence penalty | 500–1,000 penalty units ; continuing offence: 25–50 penalty units per day | 2,000–4,000 penalty units ; continuing offence: 100–200 penalty units per month (substantially increased) |
| False/misleading information | Covered under general offence provision, same penalty range | Standalone offence with enhanced penalty: 5,000–10,000 penalty units ; continuing offence: 100–200 penalty units per month |
| Fronting | Not expressly defined as an offence | Expressly criminalised: fronting for a non-citizen or an enterprise with foreign ownership is a specific offence |
| Letting out stall to foreigner | Expressly listed as a standalone criminal offence (s 40(g)) | Retained as a standalone offence with increased penalties (2,000–4,000 penalty units) |
| Administrative penalties | Not provided as a separate category | New standalone provision: failure to renew → 7,000 penalty units + 200–500/month; misapplication of benefits → 5,000–10,000 + 100–200/month; non-citizen participation in reserved activities → 5,000–10,000 + 500–1,000/month; improper TTA fee transfers → 10,000–20,000 + 1,000–2,000/month; unapproved branch location → 3,000–5,000 + 500–1,000/month |
| Post-conviction administrative powers | Centre may suspend/cancel registration; order payment of fees/taxes/duties; revoke incentives; advise Bank of Ghana to suspend remittances | Same powers retained, now exercised by the Authority in consultation with appropriate government institution |
| Recovery of unpaid penalties | Not addressed | Where an enterprise fails to pay an administrative penalty, the Authority shall recover the amount as a civil debt |
| Monitoring | ||
| Monitoring powers | Centre shall monitor enterprises; may request information; officers with proof of identity may enter premises at reasonable time | Same powers retained; plus the Authority shall establish a national investment registry and reporting system to track investment performance, conduct annual compliance reviews and conduct FDI surveys |
| Regulations and Administrative Rules | ||
| Regulation-making power | Minister in consultation with the Board by legislative instrument; covers technology transfer, reserved activities, licences/privileges/exemptions, fees, and effective implementation generally | Minister in consultation with the Authority by legislative instrument; covers reserved activities, technology transfer, benefits and incentives , and effective implementation |
| Administrative rules | Board may make rules for applications and supervision | Board may make administrative rules covering applications, processing of benefits/incentives, supervision and monitoring, and technology transfer agreements |
| Key Definitions | ||
| Enterprise | An industry, project, undertaking or business or an expansion or part thereof | Same, plus expressly includes an external company |
| Trading enterprise | Enterprise with principal activity being the purchase and sale of goods (imported or not) and provision of services, whether in a market or any other place | Enterprise that engages, whether as a principal business activity or as a material component of operations , in the purchase and resale of goods (imported or locally produced) in the same or substantially the same condition (narrower and more precise) |
| Paid up capital | Not defined | Defined as the value of fully paid up shares or a cash amount directly invested into an enterprise, or both |
| Skilled Ghanaian | Not defined | Defined as a Ghanaian employee with professional training, certification, education or specialised know-how to perform a task |
| Outward investment | Not defined | Defined as investment made by a majority-owned Ghanaian enterprise through establishment, acquisition or expansion of a business in a foreign country |
| Grievance | Not defined | Defined as a complaint directly related to an investment regarding an administrative decision, action or omission of a government institution |
| Incentive | Not separately defined | Defined as an exemption, a tax holiday, a grant and a preferential tax rate |
| Front | Not defined | Defined as acting to conceal the fact that an enterprise is wholly or partly owned or controlled by a non-Ghanaian |
| Majority-owned Ghanaian enterprise | Not defined | Defined as an enterprise in which a citizen holds at least 51% equity and exercises effective control |
| External company | Not defined | Defined as a body corporate formed outside the Republic which has an established place of business in the country under the Companies Act, 2019 (Act 992) |
| Dispute | Not separately defined | Defined as a disagreement or claim between an investor and a government institution that directly relates to the investment |
| Branch | Not defined | Defined as a fixed place of business in Ghana other than the head office or registered office, established by a registered enterprise, which does not constitute a separate legal entity |
| Licensed dealer | Not defined | Defined as a person issued with a licence under the Foreign Exchange Act, 2006 (Act 723) to deal in foreign exchange |
| Repeal, Savings and Transitional Provisions | ||
| Repealed statute | Ghana Investment Promotion Centre Act, 1994 (Act 478) | Ghana Investment Promotion Centre Act, 2013 (Act 865) |
| Continuity of registrations | Enterprises registered under Act 478 continue as if registered under Act 865 | Enterprises registered under Act 865 continue as if registered under the new Act |
| Preservation of benefits | Continued registration entitles enterprise to both pre-existing benefits and additional benefits under Act 865 | Same: enterprise continues to enjoy pre-existing benefits and incentives in addition to those available under the new Act |
| Expatriate quotas/work permits | Immigrant quotas continue until expiry or renewal | Expatriate quotas and work permits continue until expiry or renewal |
| Technology transfer | TTAs registered with old Centre deemed registered with Act 865 Centre | TTAs registered with Act 865 Centre deemed registered with the new Authority; Technology Transfer Regulations, 1992 (L.I. 1547) expressly saved |
| Pre-commencement offences | Not expressly addressed | Expressly provided: Act shall not affect offences, penalties or proceedings commenced before commencement |
| Transfer of assets and staff | Assets, rights, obligations and liabilities transferred; staff deemed employed on terms not less favourable in aggregate | Same approach |
The winnowed and amended Bill can be found here. Note that the draftsperson will make further changes and hence this is not the final document that will become law.
