GHANA Law and Practice Contributed by: David Yaw Danquah, Legalstone Solicitors PRUC
11. Enforcement 11.1 Powers
It is imperative for such changes to be brought to the attention of the Gaming Commission, especially in situations where a new director or shareholder is appointed to the company. The notification of such happenings shall allow the Gaming Commission to activate and subject such persons to background checks in accordance with the gaming laws of the Republic of Ghana. It is essential to underscore that a person issued with a licence cannot transfer that licence to another person under any circumstances. The non-transferability of a licence under Act 721 is non-negotiable. 10.2 Change of Corporate Control Triggers Generally speaking, specific transactions will inevita- bly affect the company’s corporate structure. Such occurrences include the following. • Mergers and acquisition – this could have an impli- cation on the company’s corporate structure to the extent that it is diametrically different from the initial disclosures for the licence grant. • Changes in the shareholding structure of the company – where the shareholding structure of a licensee changes through share acquisitions and transfers, such an occurrence is a significant cor- porate control trigger. • Changes in the software or the underlying trade name – a change in trading name is a significant corporate trigger. Such changes require the approval of the Gaming Commission. In essence, any changes that affect a licence operator’s control require the regulator’s approval. It must, however, be emphasised that a change in control that makes an operator a wholly owned foreign entity is void and shall automatically lead to the revocation of the licence issued by the Gaming Commission of Ghana. 10.3 Passive Investor Requirements Act 721 makes no provision for passive investors in the acquisitions or investment in games of chance in Ghana. However, when a passive investor’s invest- ment results in the appointment of a new director, a licensee is reasonably expected to notify the regulator for a fit-and-proper test to be conducted on such a director of the licensee.
The Gaming Commission of Ghana has broad super- visory authority and enforcement powers under Act 721, including powers: • of revocation of licence; • of suspension of gaming licence; • of imposition of monetary fines or penalty as deter- mined under Act 721; • of forfeiture; • of seizure; • to refer a person in breach of Act 721, where appropriate, for investigation and prosecution, which could lead to the imposition of a fine, impris- onment or both; The Gaming Commission is prompt in ensuring that the strict requirements of the laws on games of chance are adhered to at all material times. It takes appropriate and corrective actions against licensees who act contrary to the stipulations of Act 721. Nota- bly, the Gaming Commission considers the severity of a breach before prescribing a sanction to a licence operator. It also considers the administrative and reg- ulatory tools at its disposal. • to issue formal warnings; and • to issue infringement notices. 11.2 Sanctions The sanctions range from an administrative imposition of fines and suspension of licence to criminal prosecu- tion of serious breaches. It is a practice for the Gaming Commission to issue a warning letter requesting an end to the violation by an operator within a stipulated time, failing which specific administrative sanctions incidental to the breach are applied. 11.3 Financial Penalties The Gaming Commission, under Act 721, is empow- ered to impose a pecuniary penalty for breach of Act 721. Specifically, under Section 24 of Act 721, finan- cial liability is determined at a rate not exceeding the cedis equivalent of USD20,000. Financial penalties could also arise from criminal pros- ecution of a breach of the governing Act by the licen-
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