How to Register a Non-Governmental Organization (NGO) in Ghana: A Step-by-Step Guide

A not-for-profit organization (NPO) or Non-Governmental Organization (NGO) in Ghana is legally classified as a Company Limited by Guarantee. This business structure is commonly used by charities, social enterprises, membership organizations, and community-based projects. Unlike profit-driven businesses, NGOs by law are supposed to reinvest any money into their business rather than distributing profits to members.

This guide will walk you through the requirements, costs, and step-by-step procedures for registering an NGO in Ghana with the Registrar General’s Department (RGD) and obtaining licensing from the Department of Social Welfare.

Requirements for Registering an NGO in Ghana

To successfully register a Company Limited by Guarantee (NGO/NPO), you will need the following:

• Proposed Name – At least two names for a name search.

• Registration Fee – Payable to the Registrar General’s Department.

• Company Address – Digital address, building name, street name, house number, and location.

• Tax Identification Number (TIN) – Required for Executive Council Members, Subscribers, and Secretary.

• Executive Council Details – Full names, dates of birth, occupation, nationality, contact details, and residential addresses.

• Passport Biodata Pages – For all Executive Council Members, Subscribers, and Secretary.

• Auditor’s Details – Name and address of an appointed auditor.

• Auditor’s Consent Letter – A written agreement from the auditor to act as the company’s auditor.

Cost of Registering an NGO in Ghana

• Statutory registration fee: A fee in Ghana Cedis (payable to the Registrar General’s Department).

• NGO licensing with the Department of Social Welfare:

o Local NGOs – GH₵ 1,200

o Foreign NGOs – $1,500

Step-by-Step Guide to Registering an NGO in Ghana

Step 1: Name Search & Reservation

Before registering your NGO, you must conduct a name search at the Registrar General’s Department (RGD) to ensure your chosen name is available.

Step 2: Obtain a Taxpayer Identification Number (TIN)

Each Executive Council Member, Subscriber, and Secretary must have a TIN. If a member does not have one, they must complete a TIN application form.

Step 3: Complete Company Limited by Guarantee Registration Forms

• Form 3B – Company details, executive council information, digital address, and registered office location.

• Form 26(A) & 26(B) – Consent forms for directors and company secretaries.

• Statutory Declaration Form 26(C) – A declaration confirming the accuracy of provided information.

• Beneficial Ownership Forms (BO1 & BO2) – Details of company ownership.

• Constitution of the NGO – Includes objectives, governance structure, and operational guidelines.

Step 4: Submit Forms & Pay Registration Fees

Submit the completed forms, along with the official fee to the Registrar General’s Department. Upon successful registration, you will receive:

✔ Certificate of Incorporation

✔ Certificate of Commencement

✔ Form 3B (Company Registration Form)

✔ NGO Constitution

Obtaining Licensing from the Department of Social Welfare

After registering your NGO with the Registrar General’s Department, you must obtain licensing from the Department of Social Welfare before starting operations.

Required Documents for Social Welfare Registration:

• Company Registration Documents – Certificates from RGD (Incorporation & Commencement), Form 3B, and NGO Constitution.

• Application Letter – Written on the organization’s official letterhead.

• NGO Profile Form – A detailed document about your NGO’s objectives and activities.

• Memorandum of Understanding (MoU) – Agreement between the NGO and the Ghanaian government. This is especially needed if the NGO has foreign interest.

• Social Investigation Report – Conducted by the Accra Metropolitan Assembly (A.M.A.).

• Endorsement Letter from District Assembly – Verification of your NGO’s operations.

• Publications or Brochures – Supporting documents about your NGO’s work.

Taxation & Compliance for NGOs in Ghana

1. Corporate Tax Exemptions for NGOs

Previously, NGOs were automatically tax-exempt, but under current regulations, NGOs must apply for tax exemption from the Ghana Revenue Authority (GRA). Exemptions are granted based on the nature of operations and financial activities.

2. Value Added Tax (VAT) Exemptions

NGOs do not pay VAT unless they engage in buying and selling of goods or services. If an NGO begins profit-making activities, it must register for VAT.

3. Employee Income Tax (PAYE)

NGOs must comply with Pay-As-You-Earn (PAYE) tax regulations and deduct taxes from employee salaries. Employers must file PAYE returns by the 15th of the following month to avoid penalties.

Annual Compliance Requirements for NGOs

1. Annual General Meetings (AGM)

All Companies Limited by Guarantee must hold an Annual General Meeting (AGM) at least once a year as per Section 149 of the Companies Act, 2019 (Act 992).

2. Filing Annual Returns

As required by Section 122 of the Companies Act, 2019, NGOs must file annual returns every year.

✔ Annual Returns Filing Fee: GH₵ 90

✔ Documents Required: Audited Financial Accounts for the Year

3. Changes After Registration

NGOs can amend their business address, executive members, name, or objectives by filing the necessary forms at the Registrar General’s Department.

FREQUENTLY ASKED QUESTIONS (FAQ)

• Can an NGO Be a Shareholder in a Company?

Yes! An NGO can hold shares in a Limited Liability Company, but profits must be reinvested into the NGO's mission.

• Can an NGO Be Converted into a Profit-Making Business?

Yes, an NGO can be converted into a Company Limited by Shares, but it must comply with new taxation and regulatory requirements.

Legal Requirement:

• Companies Act, 2019 (Act 992), Section 10 prohibits NGOs from engaging in profit-making activities. Violating this law can result in penalties.

• What is the difference between an NGO and a Company Limited by Guarantee?

In Ghana, an NGO is legally classified as a Company Limited by Guarantee (CLG). Unlike a Limited Liability Company, a CLG does not have shareholders and does not distribute profits. Instead, any revenue is reinvested into the organization’s mission.

• How long does it take to register an NGO in Ghana?

The registration process at the Registrar General’s Department (RGD) takes approximately 2 to 4 weeks, depending on the completeness of the documents. Licensing with the Department of Social Welfare may take an additional 4 to 8 weeks.

• Can a foreigner register an NGO in Ghana?

Yes, foreigners can register an NGO in Ghana. However, foreign NGOs must obtain additional approvals from the Department of Social Welfare and pay a $1,500 licensing fee.

• Can an NGO own property in Ghana?

Yes. Once legally registered, an NGO can own assets, including land and buildings, in its name. However, these assets must be used to support the organization’s objectives.

• Are NGOs required to file tax returns?

Yes. Even though NGOs are eligible for tax exemptions, they must still file annual tax returns with the Ghana Revenue Authority (GRA) to maintain compliance.

• Do NGOs pay VAT in Ghana?

NGOs are generally exempt from VAT, unless they engage in commercial activities such as buying and selling goods or services.

• Can an NGO receive donations from abroad?

Yes. NGOs in Ghana can receive international donations and grants, but they must ensure compliance with anti-money laundering laws and file proper records with the Bank of Ghana and Financial Intelligence Centre (FIC) if required.

• Can an NGO be sued in Ghana?

Yes. As a legal entity, an NGO can enter contracts, own property, and be sued in a Ghanaian court.

• Is it mandatory to register an NGO with the Department of Social Welfare?

Yes. After registration with the Registrar General’s Department, NGOs must obtain a Social Welfare license before they can operate legally in Ghana.

• What happens if an NGO fails to renew its license?

NGOs must renew their Department of Social Welfare license every two years. Failure to do so may result in penalties, suspension, or deregistration.

The NGO registration process in Ghana is straightforward but requires strict compliance with legal and tax regulations. To avoid delays or penalties, working with corporate governance experts like Scribe Advisory & Consulting is key to handling this task with ease.

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