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   GHANA NEWS AGENCY INSTRUMENT, 1971 (LI 680).

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IN exercise of the powers conferred on the President by sections 1, 2 and 4 of the Statutory Corporations Act, 1964 (Act 232), this Instrument is made this 24th day of March, 1971.

PART I—ESTABLISHMENT OF GHANA NEWS AGENCY

Paragraph 1—Establishment of Corporation.

There is hereby established a body corporate to be known as the Ghana News Agency in this Instrument referred to as "the Agency".

Paragraph 2—Compulsory Acquisition of Property for Agency where there is Hindrance.

Where there is any hindrance to the acquisition by the Agency of any property, the property may be acquired for the Agency under the State Property and Contracts Act, 1960 (C.A. 6) or as the case may be, under the State Lands Act, 1962 (Act 125), and each such Act shall, as the case may be, apply in relation to any such acquisition with such modifications as may be necessary to provide for the vesting of the property acquired thereunder in the Agency and for the cost of such acquisition to be defrayed by the Agency.

PART II—OBJECTS OF THE AGENCY

Paragraph 3—Objects.

The objects of the Agency are:—

(a) to provide for the dissemination of truthful unbiased news;

(b) to produce such publications as the Board may from time to time determine; and

(c) to carry out such other activities as may appropriately be associated with the dissemination of news.

PART III—THE BOARD

Paragraph 4—The Board.

The governing body of the Agency shall be a Board.

(2) The Board shall consist of—

(a) a Chairman and five other persons appointed by the President acting in consultation with the Council of State; and

(b) the person appointed General Manager under paragraph 8 of this Instrument.

Paragraph 5—Qualifications and Vacation of Members of Board, Etc.

(1) No person shall be qualified to be a member of the Board who has been sentenced to death or to a term of imprisonment exceeding twelve months without option of a fine or has been convicted of an offence involving dishonesty or moral turpitude and has not, in each case been granted a pardon.

(2) No person shall be qualified to be a member of the Board if having been declared as an insolvent or bankrupt under any law for the time being in force in Ghana or in any other country is an undischarged insolvent or bankrupt.

(3) The members of the Board other than the General Manager shall hold office for one year.

(4) Any member of the Board other than the General Manager may resign his office by notice in writing addressed to the Minister and without prejudice to the general effect of sub-paragraphs (1) and (2) of this paragraph any member of the Board may be removed from office by the President acting in consultation with the Council of State.

(5) Where the office of a member of the Board other than the General Manager becomes vacant under sub-paragraph (1), (2) or (4) of this paragraph before the expiration of his term of office under sub-paragraph (3) of this paragraph or by his death, the Minister shall notify the Prime Minister of the occurrence of such event and the President shall, acting in consultation with the Council of State and subject to the provisions of this Instrument appoint another person in his place and to hold office for the unexpired portion  of his term of office.

(6) Subject to the provisions of this Instrument where it appears to the Prime Minister on the recommendation of the Minister that any member of the Board is incapacitated by absence from Ghana, or illness or any other sufficient cause from performing the duties of his office the President acting in consultation with the Council of State shall appoint another person to hold office in his place until such time as the Prime Minister is satisfied that the incapacity of that person has terminated or until the term of such members expires, whichever first occurs.

(7) Every member of the Board shall, on ceasing to be a member be eligible for re-appointment.

Paragraph 6—Remuneration of Board Members.

Any member appointed to the Board under sub-paragraph  (2) (a) of paragraph 4 of this Instrument as well as any person co-opted to the Board under paragraph 8 of this Instrument may be paid such remuneration (if any) as the Board may, with approval of the Minister, and the Minister responsible for Finance determine in relation to him.

Paragraph 7—Meeting of the Board.

(1) The Board shall ordinarily meet for the despatch of business at such times and at such places as the Board may determine but shall meet at least once in every month.

(2) A special meeting of the Board shall be called upon a written request signed by the Chairman or by a majority of the members of the Board addressed to the Secretary of the Agency.

(3) At every meeting of the Board at which he is present, the Chairman shall preside and in his absence a member of the Board appointed by the members present from among themselves, shall preside.

(4) Questions proposed at a meeting of the Board shall be determined by a simple majority of members present and voting and in the event of any equality of votes the person presiding shall have a second or casting vote.

(5) The quorum at any meeting of the Board shall be three, or half the number of members of the Board whichever is the greater so however that if the number of members of the Board is not divisible by two the reference to half the number of the members of the Board shall be deemed to be a reference to half of the next higher number.

(6) The Board may, at any time co-opt any person or persons to act as an adviser or advisers at any of its meetings but no person so co-opted shall be entitled to vote at any such meetings on any matter for decision by the Board.

(7) The validity of any proceedings of the Board shall not be affected by any vacancy among its members or by any defect in the appointment of any of them.

(8) Any member of the Board who has any interest in any company or undertaking with which the Agency proposes to enter into any contract or who has any interest in any contract which the Agency proposes to enter into shall disclose in writing to the Board the nature of his interest and shall, unless the Board otherwise directs be disqualified from participating in any deliberations of the Board on the contract and shall in any case be disqualified from voting in any decision of the Board on such contract and any member who infringes the provisions of this sub-paragraph shall be liable to be removed from the Board.

(9) The Board shall cause to be recorded and kept minutes of all proceedings of its meetings in such manner and form as the Minister may in writing direct.

PART IV—MANAGEMENT AND STAFF OF AGENCY

Paragraph  8—Board to be in Control of General Policy of Agency.

(1) The Board shall, subject to the provisions of this Instrument have general control of the management of the Agency on matters of  policy.

(2) The Agency shall have a General Manager.

(3) Subject to the provisions of Part III of this Instrument the General Manager shall be appointed by the President acting in consultation with the Council of State, and subject to the said provisions shall hold office upon such terms and conditions as may be specified in his instrument of appointment.

(4) Where the office of the General Manager becomes vacant the Board shall notify the Minister thereof and the Minister shall in turn notify the Prime Minister of the occurrence of the vacancy.

(5) Where the General Manager is incapacitated from the performance of his functions under this Instrument the Board may, subject to sub-paragraph (6) of paragraph 5 of this Instrument authorise any employee of the Agency to perform those functions for the duration of the incapacity.

(6) Subject to the provisions of the Instrument, the General Manager shall be the Chief Executive of the Agency and shall, subject to the general control of the Board on matters of policy, and subject in particular to such rules as the Board may make in that behalf under paragraph 24 of this Instrument, be charged with the direction of the day-to-day business of the Agency and of its administration and organisation and control of all the employees of the Agency.

(7) Subject as aforesaid the General Manager may delegate to any employee of the Agency any of his functions under this Instrument and may impose such conditions with respect to the exercise of such delegated functions as he may think fit:

Provided that nothing in this sub-paragraph shall be construed so as to absolve the General Manager from ultimate responsibility for any act done by any person in pursuance of any such delegation.

Paragraph 9—Execution of Contracts, Etc.

(1) The application of the seal of the Agency shall be authenticated by two signatures, namely—

(a) the signature of the General Manager or some other member of the Board authorised by the Board to authenticate the application of the seal; and

(b) the signature of the Secretary or some other officer of the Agency authorised by the Board to act in the Secretary's place for that purpose.

(2) The Agency may by instrument in writing under its common seal empower any person either generally or in respect of any specified matters as its attorney, to execute deeds on its behalf in any place not situated in Ghana; and every deed signed by such attorney on behalf of the Agency and under his seal, shall be binding on the Agency and have the same effect as if it were under the common seal of the Agency.

(3) Any instrument or contract which, if executed or entered into by a person other than a body corporate, would not require to be under seal, may be executed or entered into on behalf of the Agency by the General Manager or any member of the Board if such person has previously been authorised by resolution of the Board to execute or enter into that particular instrument or contract:

Provided that if the Agency thinks fit it may by writing under its common seal appoint any person outside Ghana as agent to execute or enter into the instrument or contract and the instrument or contract if executed or entered into on behalf of the Agency shall have effect as if it had been duly executed or entered into as prescribed for the purpose of this sub-paragraph.

(4) Every document purporting to be an instrument executed or issued by or on behalf of the Agency and to be:—

(a) sealed with the common seal of the Agency authenticated in the manner provided by sub-paragraph (1) of this paragraph, or

(b) signed by and under the seal of a person appointed as attorney under sub-paragraph (2) of this paragraph; or

(c) signed by the General Manager or by a member of the Board or other person authorised in accordance with sub-paragraph (3) of this paragraph to act for that purpose,

shall be deemed to be so executed or issued until the contrary is shown.

(5) The provisions of this paragraph shall have effect subject to the provisions of paragraph 9 of this Instrument and of section 12 of the Contract Act, 1960 (Act 25).

Paragraph 10—Staff of Agency.

(1) The Agency, may from time to time engage such employees as may be necessary for the proper and efficient conduct of the business and functions of the Agency.

(2) The Agency may also engage the services of such consultants and advisers as the Board may upon the recommendation of the General Manager determine.

(3) Subject to any delegation effected under clause (2) of article 140 of the Constitution and subject also to the other provisions of the Constitution the employees of the Agency shall be appointed by the President acting in accordance with the advice of the Public Services Commission.

(4) Subject to the provisions of the Agency the employees, consultants, and advisers of the Agency shall be engaged on such terms and conditions as the Board may on the recommendations of the General Manager determine.

(5) Public officers may be transferred or seconded to the Agency or may otherwise give assistance thereto.

Paragraph 11—Secretary of the Agency.

(1) The Agency shall have an officer to be designated as the Secretary of the Agency.

(2) The Secretary shall act as Secretary to the Board and shall, subject to the directions of the Board, arrange the business for and be responsible for the recording and keeping of minutes of proceedings of the meetings of the Board.

(3) The Secretary shall as soon as practicable after each meeting of the Board forward to the Minister a copy of the minutes of that meeting.

(4) The Secretary shall also perform such functions as the Board may by writing direct or as the General Manager may by writing delegate to him and shall be assisted in his functions by such of the staff of the Agency as the Board may on the recommendations of the General Manager direct.

Paragraph 12—Internal Auditor.

(1) The Agency shall have an Internal Auditor.

(2) Subject to the provisions of this Instrument, the Internal Auditor shall be responsible to the General Manager for the performance of his functions.

(3) As part of his functions under this Instrument the Internal Auditor shall, at intervals of three months, prepare a report on the internal audit work carried out by him during the period of three months immediately preceding the preparation of the report, and submit the report to the General Manager.

(4) Without prejudice to the general effect of sub-paragraph (3) of this paragraph, the Internal Auditor shall make in each report such observations as appear to him necessary as to the conduct of the financial affairs of the Agency during the period to which the report relates

(5) The Internal Auditor shall send a copy of each report prepared by him under this paragraph to the Minister and also to each of the following:—

the Minister responsible for Finance;

the Auditor-General; and

the Chairman of the Board.

PART V—FINANCIAL PROVISIONS

Paragraph 13—Capital Funds of Agency.

The Government may provide to the Agency as working capital and also as moneys required for carrying out the functions of the Agency such sums as the Minister may after consultation with Cabinet agree, being sums requested by the Board from the Government.

Paragraph 14—Estimates of Revenue and Expenditure.

The Board shall not less than one month before the commencement of each financial year cause to be prepared in such form as the Minister may direct estimates of revenue and expenditure for that financial year and shall as soon as possible after they are prepared submit a copy of the estimates to the Minister.

Paragraph 15—Staff Welfare Fund.

(1) The Agency shall have a staff welfare fund.

(2) At the end of each financial year, the Agency shall transfer to the staff welfare fund such sum, not exceeding 5 per cent of the net profits of the Agency as the Board may determine.

(3) The Agency may, with the approval of the Minister use the staff welfare fund for the provision of staff welfare facilities such as canteens, low interest bearing staff welfare loans and for other purposes aimed at enhancing the welfare of the staff of the Agency.

(4) The operation of staff welfare fund shall be subject to such specific rules and regulations as may be made by the Board.

Paragraph 16—Depreciation Fund.

(1) The Agency shall have a depreciation fund and for this purpose the Agency shall open a Depreciation Reserve Account with the Bank of Ghana.

(2) At the end of each financial year, the Agency shall transfer to the credit of the Depreciation Reserve Account all amounts charged to profit and loss account in respect of depreciation for buildings, plant and equipment, fixtures and other fixed assets.

(3) Amounts so transferred to the Depreciation Reserve Account shall be utilised only to replace fixed assets and equipment which have worn out or have become obsolete.

(4) Expenditure in respect of current repairs and in respect of purchases of spare parts shall not be met out of the Depreciation Reserve Account but shall be charged to the income and expenditure account of the Agency for the financial year during which the expenditure is incurred.

Paragraph 17—Agency to Pay Sums into Consolidated Fund.

At the end of each financial year, after the Agency has made provision for bad and doubtful debts, depreciation of assets, contributions to staff and superannuation funds and for other contingencies, if any, and after appropriation has been made to the staff welfare  fund under paragraph 15 of this Instrument such part of the profits of the Agency remaining as the Minister after consultation with the Board and with the Minister responsible for Finance may by writing direct shall be paid into the Consolidated Fund.

Paragraph 18—Borrowing Powers.

(1) The Agency may obtain loans and other credit facilities, on the guarantee of the Government from the National Investment Bank or from such other Bank as the Minister responsible for Finance may approve.

(2) Apart from the powers of the Agency under sub-paragraph (1) of this paragraph the Agency may, with the prior approval of the Minister and the Minister responsible for Finance, borrow money from any other source.

(3) For the purpose of any technical arrangement in connection with the raising of any loan under sub-paragraph (2) of this paragraph the Agency shall, if the National Investment Bank agrees, use the services of that Bank.

(4) The Agency may borrow temporarily by way of overdraft or otherwise, such sums as it may require for meeting its current obligations or discharging its functions.

(5) The Minister responsible for Finance may on behalf of the Government, guarantee the performance of any obligation or undertaking by the Agency under this paragraph.

(6) The Minister responsible for Finance may from time to time prescribe the maximum sums which the Agency borrow under sub-paragraph (1) or (2) of this paragraph.

Paragraph 19—Agency to Keep Proper Books of Account.

The Agency shall keep proper books of account and proper records in relation thereto and the account books and records of the Agency shall be in such form as the Auditor-General may approve.

Paragraph 20—Financial Year of Agency.

(1) The Agency's financial year shall end on the 30th day of June in each year.

(2) For the purposes of this paragraph the period extending from the commencement of this Instrument to the 30th day of June, 1971 shall be deemed to be a financial year.

Paragraph 21—Audit.

(1) The books and accounts of the Agency shall each year be audited in accordance with article 135 of the Constitution by the Auditor-General.

(2) The Agency shall pay in respect of such audit such fee (if any) as the Auditor-General and the Board may agree or in the case of failure to agree, such fee as the Minister may prescribe.

(3) It shall be the duty of the Board as soon as possible upon receiving the report of the Auditor-General under this paragraph to forward copy of such report to the Minister.

(4) The Minister shall as soon as practicable upon receipt thereof, cause to be laid before the National Assembly a copy of the Auditor-General's report forwarded to him under this paragraph.

Paragraph 22—Annual Report Etc.

(1) The Board shall cause to be submitted to the Minister as soon as possible after the months of June, September, December and March in each year a statement showing the revenue and expenditure of the Agency and fluctuations in the number of persons in the employment of the Agency during the three months immediately preceding and the revenue and expenditure for the corresponding period in the year immediately preceding.

(2) The Agency shall, as soon as possible after the expiration of each financial year but within six months after the termination of that financial year, submit to the Minister an annual report dealing generally with the activities and operations of the Agency within that year which shall, without prejudice to the generality of the foregoing include:—

(a) a copy of the audited accounts of the Agency together with the Auditor-General's report thereon;

(b) each report submitted in relation to that financial year by the Internal Auditor under paragraph 12 of this Instrument;

(c) a statement of all directions given by the Minister to the Agency under paragraph 22 of this Instrument within that year;

(d) such other information as the Minister may by writing request.

(3) A copy of the annual report of the Agency shall also be sent by the Agency to the following:—

the Minister responsible for Finance,

the Head of the Central Bureau of Statistics.

(4) The Minister shall, as soon as possible after receiving the annual report of the Agency, cause the report to be laid before the National Assembly.

(5) The Agency shall also submit to the Minister such other reports on its financial affairs as the Minister may by writing reasonably request from time to time.

Paragraph 23—Minister’s Power of Direction.

The Minister may give general directions in writing to the Agency on matters of policy and the Agency shall be bound to comply with such directions.

Paragraph 24—Bye-laws or other Instruments.

(1) The Board may make bye-laws or other instruments for the purpose of carrying into effect the provisions and principles of this Instrument and for regulating any matter falling within the scope of the functions of the Agency or which is required or authorised by this Instrument to be provided for by any such instruments.

(2) Without prejudice to the general effect of sub-paragraph (1) of this paragraph, the Board may, subject to the provisions of the Social Security Act, 1965 (Act 279) make bye-laws or other instruments under that sub-paragraph for providing the conditions of service of the staff of the Agency including, if the Board thinks fit, the operation of a contributory provident fund.

Paragraph 25—Exemption from Taxes, Etc.

The Agency shall be exempted from such taxes and duties as the Minister responsible for Finance by writing direct.

Paragraph 26—Interpretation.

In this Instrument, "Minister" means the Minister responsible for Information.

Paragraph 27—Dissolution of Former Corporation and Transfer of its Assets and Liabilities.

(1) The Ghana News Agency existing immediately before the commencement of this Instrument under the Ghana News Agency Instrument, 1965 (L.I. 597) is hereby dissolved and the said Instrument is hereby revoked.

(2) There is hereby transferred to the Agency established by this Instrument all assets, rights, obligation and liabilities of the first mentioned Corporation.

E. AKUFO-ADDO

President

Date of Gazette Notification: 5th April, 1971.

GHANA FILM INDUSTRY CORPORATION INSTRUMENT, 1971 (LI 679).

IN exercise of the powers conferred on the President by sections 1, 2 and 4 of the Statutory Corporations Act, 1964 (Act 232), this Instrument is made this 27th day of February, 1971.

PART I—ESTABLISHMENT OF GHANA FILM INDUSTRY CORPORATION

Section 1—Establishment of Corporation.

There is hereby established a body corporate to be known as the Ghana Film Industry Corporation in this Instrument referred to as "the Corporation".

Section 2—Compulsory Acquisition of Property for Corporation where there is Hindrance.

Where there is any hindrance to the acquisition by the Corporation of any property, the property may be acquired for the Corporation under the State Property and Contracts Act, 1960 (C.A. 6) or as the case may be, under the State Lands Act, 1962 (Act 125), and each such Act shall, as the case may be, apply in relation to any such acquisition with such modifications as may be necessary to provide for the vesting of the property acquired thereunder in the Corporation and for the cost of such acquisition to be defrayed by the Corporation.

PART II—OBJECTS OF THE CORPORATION

Section 3—Objects.

(1) The objects of the Corporation are—

(a) to produce news-reels, documentary films, feature films, commercial films, television films and other films;

(b) to undertake the distribution and exhibition of films whether produced in Ghana or outside Ghana; and

(c)  to carry on such other activities as are conducive or incidental to the attainment of its objects under this Instrument.

Section 4—Corporation to ensure Reasonable Return on Its Capital.

(1) It shall be the duty of the Corporation to conduct its affairs in such a manner as to ensure a reasonable return on its capital.

(2) In determining what constitutes a reasonable return, all pertinent economic and financial considerations shall be taken into account, including but not limited to the need for net operating income in an amount sufficient:—

(a) to meet interest payments on borrowing;

(b) to provide for repayments to be made each year in respect of loans incurred by the Corporation to the extent that such repayments exceed the year's provision for depreciation charged to revenue account;

(c) to provide a reasonable proportion of the funds needed for expanding the Corporation's activities and improving its working;

(d) to provide reserves for replacement, expansion or other purposes if and to the extent that the Board deems it necessary to establish such reserves, and

(e) to make such reasonable payments to the Consolidated Fund from time to time as may be determined under paragraph 18 of this Instrument.

(3) In this paragraph, the words "net operating income" mean the amount of income remaining after subtracting from total operating revenues all charges which in the normal conduct of business are proper to be charged to revenue account, including provision for adequate maintenance and straight line depreciation of assets, but before deducting interest and other charges on borrowings.

PART III—THE BOARD.

Section 5—The Board.

(1) The governing body of the Corporation shall be a Board.

(2) The Board shall consist of—

(a) a Chairman and five persons appointed by the President acting in consultation with the Council of State; and

(b) the person appointed Managing Director under paragraph 9 of this Instrument.

Section 6—Qualifications and Vacation of Office of Members of Board Etc.

(1) No person shall be qualified to be a member of the Board who has been sentenced to death or to a term of imprisonment exceeding twelve months without option of a fine or has been convicted of an offence involving dishonesty or moral turpitude and has not in each case been granted a pardon.

(2) No person shall be qualified to be a member of the Board if having been declared as an insolvent or bankrupt under any law for the time being in force in Ghana or in any other country is an undischarged insolvent or bankrupt.

(3) The members of the Board other than the Managing Director shall hold office for one year.

(4) Any member of the Board other than the Managing Director may resign his office by notice in writing addressed to the Minister and without prejudice to the general effect of sub-paragraphs (1) and (2) of this paragraph, any member of the Board may be removed from office by the President acting in consultation with the Council of State.

(5) Where the office of a member of the Board other than the Managing Director becomes vacant under sub-paragraph (1), (2) or (4) of this paragraph before the expiration of his term of office under sub-paragraph (3) of this paragraph or by his death, the Minister shall notify the Prime Minister of the occurrence of such event and, the President shall, acting in consultation with the Council of State and subject to the provisions of this Instrument, appoint another person in his place and to hold office for the unexpired portion of his term of office.

(6) Subject to the provisions of this Instrument where it appears to the Prime Minister on the recommendation of the Minister that any member of the Board is incapacitated by absence from Ghana, or illness or any other sufficient cause from performing the duties of his office the President acting in consultation with the Council of State shall appoint another person to hold office in his place until such time as the Prime Minister is satisfied that the incapacity of that person has terminated or until the term of such member expires, whichever first occurs.

(7) Every member of the Board shall, on ceasing to be a member be eligible for re-appointment.

Section 7—Remuneration of Board Members.

Any member appointed to the Board under sub-paragraph (2) (a) of paragraph 5 of this Instrument as well as any person co-opted to the Board under paragraph 8 of this Instrument may be paid such remuneration (if any) as the Board may with the approval of the Minister, and the Minister responsible for Finance determine in relation to him.

Section 8—Meetings of the Board.

(1) The Board shall ordinarily meet for the despatch of business at such time and at such places as the Board may determine but  shall meet at least once in every month.

(2) A special meeting of the Board shall be called upon a written request signed by the Chairman or by a majority of the members of the Board addressed to the Secretary of the Corporation.

(3) At every meeting of the Board at which he is present, the Chairman shall preside and in his absence a member of the Board appointed by the members present from among themselves, shall  preside.

(4) Questions proposed at a meeting of the Board shall be determined by a simple majority of members present and voting and in the event of any equality of votes the person presiding shall have a second or casting vote.

(5) The quorum at any meeting of the Board shall be three, or half the number of members of the Board whichever is the greater so however that if the number of members of the Board is not divisible by two the reference to half the number of the members of the Board shall be deemed to be a reference to half of the next higher number.

(6) The Board may, at any time co-opt any person or persons to act as an adviser or advisers at any of its meetings but no person so co-opted shall be entitled to vote at any such meetings on a matter for decision by the Board.

(7) The validity of any proceedings of the Board shall not be affected by any vacancy among its members or by any defect in the appointment of any of them.

(8) Any member of the Board who has any interest in any company or undertaking with which the Corporation proposes to enter into any contract or who has any interest in any contract which the Corporation proposes to enter into shall disclose in writing to the Board the nature of his interest and shall, unless the Board otherwise directs, be disqualified from participating in any deliberations of the Board on the contract and shall in any case be disqualified from voting in any decision of the Board on such contract and any member who infringes the provisions of this sub-paragraph shall be liable to be removed from the Board.

(9) The Board shall keep minutes of all proceedings in such manner and form as the Minister may from time to time direct.

(10) The Secretary of the Corporation appointed under subparagraph 12 (1) shall submit to the Minister a copy of all minutes recorded as soon after each meeting as possible.

(11) The Board shall submit to the Minister as soon as possible after the months of June, September, December and March in each year a statement showing the revenue and expenditure of the Corporation and fluctuations in the number of persons in the employ of the Corporation for the preceding three months and the revenue and expenditure of the Corporation for the corresponding period in the previous year.

(12) The Board shall prepare estimates of receipts and expenditure for each period of twelve months ending on the 30th day of June in each year. A copy of such estimates shall be submitted to the Minister.

(13) The Board shall also submit to the Minister such other reports on its activities as the Minister may by writing request from time to time.

PART IV—MANAGEMENT AND STAFF OF CORPORATION

Section 9—Board to be in Control of General Policy of Corporation.

(1) The Board shall, subject to the provisions of this Instrument, have general control of the management of the Corporation on matters of policy.

(2) The Corporation shall have a Managing Director.

(3) Subject to the provisions of Part III of this Instrument the Managing Director shall be appointed by the President acting in consultation with the Council of State, and subject to the said provisions shall hold office upon such terms and conditions as may be specified his instrument of appointment.

(4) Where the office of the Managing Director becomes vacant the Board shall notify the Minister thereof and the Minister shall in turn notify the Prime Minister of the occurrence of the vacancy.

(5) Where the Managing Director is incapacitated from the performance of his functions under this Instrument the Board may, subject to sub-paragraph (6) of paragraph 6 of this Instrument authorise any employee of the Corporation to perform those function for the duration of the incapacity.

(6) Subject to the provisions of this Instrument, the Managing Director shall be the Chief Executive of the Corporation and shall, subject to the general control of the Board on matters of policy, and subject in particular to such rules as the Board may make in that behalf under paragraph 24 of this Instrument, be charged with the direction of the day-to-day business of the Corporation and of its administration and organisation and control of all the employees of the Corporation.

(7) Subject as aforesaid the Managing Director may delegate to any employee of the Corporation any of his functions under this Instrument and may impose such conditions with respect to the exercise of such delegated functions as he may think fit:

Provided that nothing in this sub-paragraph shall be construed so as to absolve the Managing Director from ultimate responsibility for any act done by any person in pursuance of any such delegation.

Section 10—Execution of Contracts Etc.

(1) The application of the seal of the Corporation shall be authenticated by two signatures, namely—

(a) the signature of the Managing Director or some other member of the Board authorised by the Board to authenticate the application of the seal, and

(b) the signature of the Secretary or some other officer of the Corporation authorised by the Board to act in the Secretary's place for that purpose.

(2) The Corporation may by instrument in writing under its common seal empower any person either generally or in respect of any specified matters as its attorney, to execute deeds on its behalf in any place not situated in Ghana; and every deed signed by such attorney on behalf of the Corporation and under his seal, shall be binding on the Corporation and have the same effect as if it were under the common seal of the Corporation.

(3) Any instrument or contract which, if executed or entered into by a person other than a body corporate, would not require to be under seal, may be executed or entered into on behalf of the Corporation by the Managing Director or any member of the Board if such person has previously been authorised by resolution of the Board to execute or enter into that particular instrument or contract:

Provided that if the Corporation thinks fit it may by writing under its common seal appoint any person outside Ghana as agent to execute or enter into the instrument or contract and the instrument or contract if executed or entered into on behalf of the Corporation shall have effect as if it had been duly executed or entered into as prescribed for the purpose of this sub-paragraph.

(4) Every document purporting to be an instrument executed or issued by or on behalf of the Corporation and to be:—

(a) sealed with the common seal of the Corporation authenticated in the manner provided by sub-paragraph (1) of this paragraph, or

(b) signed by and under the seal of a person appointed as attorney under sub-paragraph (2) of this paragraph, or

(c) signed by the Managing Director or by a member of the Board or other person authorised in accordance with sub-paragraph (3) of this paragraph to act for that purpose,

shall be deemed to be so executed or issued until the contrary is shown.

(5) The provisions of this paragraph shall have effect subject to the provisions of paragraph 9 of this Instrument and of section 12 of the Contracts Act, 1960 (Act 25).

Section 11—Staff of Corporation.

(1) The Corporation may, from time to time, engage such employees as may be necessary for the proper and efficient conduct of the business and functions of the Corporation.

(2) The Corporation may also engage the services of such consultants and advisers as the Board may upon the recommendation of the Managing Director determine.

(3) Subject to any delegation effected under clause (2) of article 140 of the Constitution and subject also to the other provisions of the Constitution the employees of the Corporation shall be appointed by the President acting in accordance with the advice of the Public  Services Commission.

(4) Subject to the provisions of the Constitution the employees, consultants and advisers of the Corporation shall be engaged on such terms and conditions as the Board may on the recommendation of the Managing Director determine.

(5) Public Officers may be transferred or seconded to the Corporation or may otherwise give assistance thereto.

Section 12—Secretary of Corporation.

(1) The Corporation shall have an officer to be designated as the Secretary of the Corporation.

(2) The Secretary shall act as Secretary to the Board and shall, subject to the directions of the Board, arrange the business for and cause to be recorded and kept minutes of all meetings of the Board.

(3) The Secretary shall also perform such functions as the Board may by writing direct or as the Managing Director may by writing delegate to him and shall be assisted in his functions by such of the staff of the Corporation as the Board may on the recommendations of the Managing Director direct.

Section 13—Internal Auditor.

(1) The Corporation shall have an Internal Auditor.

(2) Subject to the provisions of this Instrument, the Internal Auditor shall be responsible to the Managing Director for the performance of his functions.

(3) As part of his functions under this Instrument the Internal Auditor shall, at intervals of three months, prepare a report on the internal audit work carried out by him during the period of three months immediately preceding the preparation of the report, and submit the report to the Managing Director.

(4) Without prejudice to the general effect of sub-paragraph (3) of this paragraph, the Internal Auditor shall make in each report such observations as appear to him necessary as to the conduct of the financial affairs of the Corporation during the period to which the report relates.

(5) The Internal Auditor shall send a copy of each report prepared by him under this paragraph to the Minister and also to each of the following:—

the Minister responsible for Finance,

the Auditor-General, and

the Chairman of the Board.

PART V—FINANCIAL PROVISIONS

Section 14—Capital and Funds of Corporation.

The Government may provide to the Corporation as working capital and also as moneys required for carrying out the functions of the Corporation such sums as the Minister may after consultation with the Cabinet agree, being sums requested by the Board from the Government.

Section 15—Staff Welfare Fund.

(1) The Corporation shall have a staff welfare fund.

(2) At the end of each financial year, the Corporation shall transfer to the staff welfare fund such sum, not exceeding 5 per cent of the net profits of the Corporation as the Board may determine.

(3) The Corporation may, with the approval of the Minister, use the staff welfare fund for the provision of staff welfare facilities such as canteens, low interest bearing, staff welfare loans and for other purposes aimed at enhancing the welfare of the staff of the Corporation.

(4) The operation of the staff welfare fund shall be subject to such specific rules and regulations as may be made by the Board.

Section 16—Depreciation Fund.

(1) The Corporation shall have a depreciation fund and for this purpose the Corporation shall open a Depreciation Reserve Account with the Bank of Ghana.

(2) At the end of each financial year, the Corporation shall transfer to the credit of the Depreciation Reserve Account all amounts charged to profit and loss account in respect of depreciation for buildings, plant and equipment, fixtures and other fixed assets.

(3) Amounts so transferred to the Depreciation Reserve Account shall be utilised only to replace fixed assets and equipment which are worn out or have become obsolete.

(4) Expenditure in respect of current repairs and in respect of purchases of spare parts shall not be met out of the Depreciation Reserve Account but shall be charged to the income and expenditure account of the Corporation for the financial year during which the expenditure is incurred.

Section 17—Corporation to Pay Sums into Consolidated Fund.

Subject to paragraph 4 of this Instrument at the end of each financial year, after the Corporation has made provision for bad and doubtful debts, depreciation of assets, contributions to staff and superannuation funds and for other contingencies, if any, and after appropriation has been made to the staff welfare fund under paragraph 15 of this Instrument such part of the profits of the Corporation remaining as the Minister after consultation with the Board and with the Minister responsible for Finance may by writing direct shall be paid into the Consolidated Fund.

Section 18—Borrowing Powers.

(1) The Corporation may obtain loans and other credit facilities, on the guarantee of the Government from the National Investment Bank or from such other Bank as the Minister and the Minister responsible for Finance may approve.

(2) Apart from the powers of the Corporation under sub-paragraph (1) of this paragraph, the Corporation may, with the prior approval of the Minister and the Minister responsible for Finance borrow money from any other source.

(3) For the purpose of any technical arrangement in connection with the raising of any loan under sub-paragraph (2) of this paragraph the Corporation shall, if the National Investment Bank agrees, use the services of that Bank.

(4) The Corporation may borrow temporarily by way of overdraft or otherwise, such sums as it may require for meeting its current obligations or discharging its functions.

(5) The Minister responsible for Finance may on behalf of the Government, guarantee the performance of any obligation or undertaking by the Corporation under this paragraph.

(6) The Minister responsible for Finance may, from time to time, prescribe the maximum sums which the Corporation may borrow under sub-paragraph (1) or (2) of this paragraph.

Section 19—Corporation to Keep Proper Books of Account.

The Corporation shall keep proper books of account and proper records in relation thereto and the account books and records  of the Corporation shall be in such form as the Auditor-General may approve.

Section 20—Financial Year of Corporation.

(1) The Corporation's financial year shall end on the 30th day of June in each year.

(2) For the purposes of this section the period extending from the commencement of this Instrument to the 30th day of June, 1971 shall be deemed to be a financial year.

Section 21—Audit.

(l) The books and accounts of the Corporation shall each year be audited in accordance with article 135 of the Constitution by the Auditor-General.

(2) The Corporation shall pay in respect of such audit such fee (if any) as the Auditor-General and the Board may agree or in the case of failure to agree, such fee as the Minister may prescribe.

(3) It shall be the duty of the Board as soon as possible upon receiving the report of the Auditor-General under this paragraph to forward a copy of such report to the Minister.

(4) The Minister shall as soon as practicable upon receipt thereof, cause to be laid before the National Assembly a copy the Auditor-General’s report forwarded to him under this paragraph.

Section 22—Annual Report, Etc.

(1) The Corporation shall, as soon as possible after the expiration of each financial year but within six months after the termination of that financial year, submit to the Minister an annual report dealing generally with the activities and operations of the Corporation within that year which shall, without prejudice to the generality of the foregoing include:—

(a) a copy of the audited accounts of the Corporation together with the Auditor-General's report thereon;

(b) each report submitted in relation to that financial year by the Internal Auditor under paragraph 13 of this Instrument;

(c) a statement of all directions given by the Minister to the Corporation under paragraph 23 of this Instrument, within that year;

(d) such other information as the Minister may by writing request.

(3) A copy of the annual report of the Corporation shall also be sent by the Corporation to the following:—

the Minister responsible for Finance,

the Head of the Central Bureau of Statistics.

(3) The Minister shall, as soon as possible after receiving the annual report of the Corporation, cause the report to be laid before the National Assembly.

(4) The Corporation shall also submit to the Minister such other reports on its financial affairs as the Minister may by writing request from time to time.

Section 23—Minister’s Power of Direction.

(1) Subject to the provisions of paragraph 4 of this Instrument, the Minister may give general directions in writing to the Corporation on matters of policy and the Corporation shall be bound to comply with such directions.

(2) For the proper conduct of his public business the Minister shall be entitled at all times to be in direct communication with the Managing Director, concerning all branches of the Corporation and all employees and also see all documents, papers and minutes which he may require either for Parliament or himself and to be supplied with copies thereof.

Section 24—Bye-laws or Other Instruments.

(1) The Board may make bye-laws or other instruments for the purpose of carrying into effect the provisions and principles of this Instrument and for regulating any matter falling within the scope of the functions of the Corporation or which is required or authorised by this Instrument to be provided for by any such instruments.

(2) Without prejudice to the general effect of sub-paragraph (1) of this paragraph, the Board may, subject to the provisions of the Social Security Act, 1965 (Act 279) make bye-laws or other instruments under that sub-paragraph for providing the conditions of service of the staff of the Corporation including, if the Board thinks fit, the operation of a contributory provident fund.

Section 25—Exemption from Taxes, Etc.

The Corporation shall be exempted from such taxes and duties as the Minister responsible for Finance may, by writing, direct.

Section 26—Interpretation.

In this Instrument “Minister” means the Minister responsible for lnformation.

Section 27—Dissolution of Former Corporation and Transfer of its Assets and Liabilities.

(1) The State Film Industry Corporation existing immediately before the commencement of this Instrument under the Instrument of  Incorporation of the State Film Industry Corporation, 1965 (L.I. 467) is hereby dissolved and the said Instrument is hereby revoked.

(2) There is hereby transferred to the Corporation established by this Instrument all assets, rights, obligations and liabilities of the first mentioned Corporation.

E. AKUFO ADDO

President.

Date of Gazette Notification: 10th March, 1971.