GHANA Law and Practice Contributed by: Victoria Bright and Justice Oteng, Addison Bright Sloane
Gold Mine from the United States based Newmont Corporation in a transaction valued at approximately USD1 billion. Telecommunications The most significant recent M&A transaction in the telecommunications sector is the proposed merger between government-owned AirtelTigo and Telecel Ghana. However, the transaction has not yet been fully completed, as it remains subject to ongoing regulatory review and the receipt of the necessary approvals. Petroleum In the petroleum sector, operators and partners have increasingly pursued asset-level transactions rather than large-scale corporate acquisitions. A notable example is Tullow Oil’s acquisition of the TEN oil field’s Floating Production Storage and Offloading vessel (FPSO) under a deal valued at approximately USD205 million. The transaction was aimed at reducing oper - ating costs and strengthening long-term control over critical infrastructure. These developments reflect a broader shift towards operational consolidation and infrastructure ownership within Ghana’s petroleum industry. Insurance In the insurance sector, emPLE Group, an insurance subsidiary of Evercorp Industries Limited, acquired a 100% stake in Metropolitan Ghana in September 2025 from the Momentum Group. The transaction covered all three Metropolitan Ghana entities, namely Metro - politan Life Insurance Ghana Limited, Metropolitan Health Insurance Ghana Limited and Metropolitan Pensions Trust Ghana Limited.
The Companies Act, 2019 (Act 992) is the principal legislation governing mergers and acquisitions trans - actions in Ghana. In addition, industry-specific laws and regulations apply to transactions in certain sec - tors. 2.2 Primary Regulators Office of the Registrar of Companies (ORC) All mergers and acquisitions must be filed with the Office of the Registrar of Companies. Depending on the sector, approval from additional regulators may also be required. The ORC’s mandate includes: • filing merger documentation; • issuing certificates of merger; • issuing certificates of incorporation; and • ensuring compliance with statutory requirements applicable to mergers and acquisitions. Securities and Exchange Commission (SEC) The SEC is responsible for reviewing, approving, and regulating takeovers, mergers, and acquisitions involving listed and unlisted public companies. Bank of Ghana (BoG) The Bank of Ghana regulates mergers and acquisi - tions involving banks and specialised deposit-taking institutions. Prior approval is required for transactions involving significant share acquisitions in financial institutions or mergers involving banks. Fintech Companies Fintech companies, including money issuers and pay - ment service providers, must obtain prior approval from the Fintech and Innovation Office of the Bank of Ghana before undertaking any merger or acquisition transaction. National Insurance Commission (NIC) In the insurance sector, the acquisition or sale of sig - nificant shares or interests requires the prior approval of the National Insurance Commission. National Communications Authority (NCA) The NCA oversees mergers and acquisitions involving communications entities. Approval is required where
2. Overview of Regulatory Field 2.1 Acquiring a Company
The primary modes of acquiring a company in Ghana include share purchases, asset purchases, mergers (including mergers by absorption, mergers involving the formation of a new company, and transactions where the transfer of ownership interests within spe - cific sectors results in a change of control), schemes of arrangement, and takeovers.
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