Ghana is preparing to overhaul the rules governing foreign investment with the passage of the Ghana Investment Promotion Authority (GIPA) Bill. Although the Bill is yet to receive presidential assent, its eventual passage will mark a transition from the existing regime under the Ghana Investment Promotion Centre (GIPC) Act, 2013, to a broader and more ambitious one.
One of its most consequential changes concerns how much money a foreign investor must bring to the table before setting up shop.
Under the current framework established by the GIPC Act of 2013, foreign investors face clear capital thresholds before they can participate in the Ghanaian economy. A joint venture with a Ghanaian partner requires a minimum foreign equity contribution of US$200,000, with the local partner holding at least a 10% stake. A wholly foreign-owned enterprise must commit at least US$500,000. For trading businesses specifically, the floor rises sharply to US$1 million, alongside an obligation to employ at least 20 skilled Ghanaian workers.
The GIPA Bill dismantles much of this structure. Minimum capital requirements for joint ventures and wholly foreign-owned enterprises are removed entirely, a move that signals a deliberate effort to reduce entry barriers and attract a broader pool of international investors who may have been deterred by the upfront financial commitments.
Yet the trading sector tells a different story. Far from being liberalised, it remains tightly regulated under the Bill. A non-citizen wishing to establish a trading business must now invest a minimum of US$500,000 as cash in equity capital at the point of commencing operations. This is half the previous US$1 million threshold under the GIPC Act. This may seem like an easing, but it comes packaged with a stiffer workforce condition. Where the GIPC Act required 20 skilled Ghanaian employees, the Bill when assented to by the president will require that at least 75% of the entire workforce be skilled Ghanaians. For a growing business, that percentage-based requirement could prove considerably more demanding than a fixed headcount.
Perhaps more striking is the Bill’s extension of these trading requirements to Ghanaian-owned enterprises where a non-citizen holds a beneficial ownership stake or sits on the board as a director. The intentions of the lawmakers are clear: the rules are designed to capture the economic substance of foreign involvement, not merely its legal form.
On exemptions, the Bill is notably more restrictive than its predecessor. Former Ghanaian citizens who lost their citizenship retain certain protections, as do portfolio investors. However, two previously available exemptions for foreign spouses of Ghanaian citizens and for export-oriented enterprises, have been quietly removed. Businesses and individuals who previously structured their affairs around those carve-outs will need to reassess their positions should the Bill receive presidential assent.
For most foreign investors, the removal of blanket capital floors represents a genuine liberalisation and one that could encourage smaller and mid-sized international businesses to consider Ghana as an entry point into West Africa. For those with eyes on the trading sector, however, the Bill makes it clear that though Ghana remains open, it does so on its own terms.
