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REGISTRATION OF BUSINESS NAMES
ACT, 1962 (ACT 151)
As amended
ARRANGEMENT OF SECTIONS
Section
1. Persons to be registered.
2. Manner and particulars of
registration.
3. Statement to be given by
person registering.
4. Time for registration.
5. Refusal to register and
cancellation of registration.
5A. Annual renewal of
registration.
6. Changes in particulars
registered.
7. Penalty for default in
registration.
8. Penalty for false statements.
9. Issue of certificate of
registration.
10. Removal of name upon cessation
of business.
11. Duty to furnish particulars to
Registrar.
12. Searches.
13. Copies of entries in
registers.
14. Publication of true names.
15. Disability of persons in
default.
16. Regulations.
17. Interpretation.
18. Repeal and saving.
19. Exclusion of partnerships.
19A. Transitional Provision.
20. Commencement.
THE HUNDRED AND FIFTY-FIRST
ACT OF THE PARLIAMENT OF THE
REPUBLIC OF GHANA
ENTITLED
REGISTRATION OF BUSINESS NAMES
ACT, 1962
AN ACT to consolidate with
amendments the law relating to the
registration of business names.
DATE OF ASSENT: 20th November,
1962
BE IT ENACTED by the President and
the National Assembly in this
present Parliament assembled as
follows:—
Section 1—Persons to be
Registered.
(1) Subject to the provisions of
subsection (2) of this section,
there shall be registered in
accordance with the provisions of
this Act the following persons,
that is to say,
(a) every individual having a
place of business in Ghana who,
(i)
carries on business under a
business name which does not
consist of his true surname
without any addition other than
his true first names or the
initials thereof; or
(ii) has either before or after
the commencement of this Act
changed his name, except in the
case of a woman in consequence of
marriage;
(b) every company carrying on
business in Ghana under a business
name which does not consist of its
corporate name without any
addition.
(2) Registration shall not be
necessary,
(a) where the addition referred to
in subsection (1) of this section
merely indicates that the business
is carried on in succession to a
former owner of the business;
(b) where the business is carried
on by a receiver or manager
appointed by a court of competent
jurisdiction.
Section 2—Manner and Particulars
of Registration.
Every person required under this
Act to be registered, shall
furnish to the Registrar at his
office a statement in writing in
the prescribed form containing the
following particulars, that is to
say,
(a) the business name;
(b) the general nature of the
business;
(c) the principal place of the
business;
(d) all other places at which the
business is carried on;
(e) where the registration to be
effected is that of an individual,
(i)
his present first name and
surname;
(ii) his nationality and, if that
nationality is not the nationality
of origin, his nationality of
origin;
(iii) his usual residence and
other business occupation, if any;
and
(iv) whether he is under the age
of twenty-one years at the date of
furnishing the statement and, if
so, his date of birth;
(f) where the registration to be
effected is that of a company, its
corporate name and registered
office;
(g) the date of the commencement
of the business.
Section 3—Statement to be Given by
Person Registering.
The statement mentioned in section
2 of this Act shall be signed,
(a) in the case of an individual,
by the individual; and
(b) in the case of a company, by a
director or secretary thereof.
Section 4—Time for Registration.
The particulars referred to in
section 2 of this Act shall be
furnished within fourteen days
after such person commences the
business in respect of which
registration is required.
Section 5—Refusal to Register and
Cancellation of Registration.
(1) The Registrar shall refuse to
register the business name of any
person if he has reason to believe
that the business carried on or
about to be carried on by that
person is unlawful.
(2) The Registrar may refuse to
register the business name of any
person if, in his opinion, such
name is calculated to lead to the
belief that the general nature of
the business is other than that
specified in the written statement
furnished under section 2 of this
Act, or is in any other respect
misleading or undesirable.
(3) Any person aggrieved by the
refusal of the Registrar to
register a business name under
subsection (1) or (2) of this
section, may, within twenty-one
days of the receipt of a
notification from the Registrar
informing him of the refusal and
the grounds therefor, appeal to
the High Court whose decision
thereon shall be final.
(4) Where a business name
registered under this Act is
subsequently found to be
misleading or undesirable by
reason of a change in the nature
of the business carried on, the
Registrar may notify the person
responsible for the registration
of his intention to cancel the
registration.
(5) At the expiration of
twenty-one days from the date of
such notice or such longer period
as the Registrar may allow, the
Registrar shall cancel such
registration unless within that
time that person has lodged an
appeal to the High Court against
the Registrar's decision; and the
decision of the High Court on any
such appeal shall be final.
Section 5A—Annual Renewal of
Registration.
(1) Once in every year an
individual or company registered
under this Act shall deliver to
the Registrar for registration a
renewal notice in the prescribed
form renewing the registration.
(2) Without prejudice to any other
liability prescribed by this Act,
any registration which is not
renewed in accordance with this
section shall be deemed to have
lapsed and the Registrar may
remove from the register the
business name of any person whose
registration has so lapsed after
the expiration of the period
prescribed for such renewal.
(3) In the case of every person
registered between the 1st day of
January and the 30th day of June
in any year the renewal notice
shall be delivered for
registration within 28 days after
the 1st day of January each year;
and in the case of every person
registered between the 1st day of
July and the 31st day of December
in any year the renewal notice
shall be delivered for
registration within 28 days after
the 1st day of July each year.
(4) The provisions of section 5 of
this Act shall apply to a renewal
of registration as it applies to a
first registration.
(5) There shall be paid for each
renewal of registration such fee
as may be prescribed. [As Inserted
by Registration of Business Names
(Amendment) Decree, 1974 (NRCD
293) s. 1].
Section 6—Changes in Particulars
Registered.
(1) Whenever a change is made or
occurs in any of the particulars
registered under this Act in
respect of any person, that person
shall notify the change to the
Registrar in writing signed as
provided in section 3 of this Act.
(2) The change shall be notified
within twenty-eight days after it
is made or occurs.
Section 7—Penalty for Default in
Registration.
If any person fails to comply with
any of the provisions of the
foregoing sections that person,
and in the case of a company,
every director thereof, shall be
liable to a fine of five pounds
for every day during which the
default continues; and the High
Court shall order a statement of
the required particulars to be
furnished to the Registrar within
such time as may be specified in
the order.
Section 8—Penalty for False
Statements.
If any statement required to be
furnished under this Act contains
any matter which is false in any
material particular to the
knowledge of any person signing
it, he shall on conviction be
liable to a fine not exceeding
fifty pounds or to imprisonment
for a term not exceeding six
months or to both such fine and
imprisonment.
Section 9—Issue of Certificate of
Registration.
(1) Every statement furnished
under this Act shall be filed by
the Registrar who shall deliver a
certificate of the registration
thereof to the person registering.
(2) The certificate or a certified
copy thereof shall be kept
exhibited in a conspicuous
position at the principal place of
business of that person, and if
not so kept exhibited, that
person, and in the case of a
company, every director thereof,
shall be liable to a fine not
exceeding twenty pounds.
Section 10—Removal of Name Upon
Cessation of Business.
(1) If any person registered under
this Act ceases to carry on
business, it shall be the duty,
(a) in the case of an individual,
of the individual, or if he is
dead, his personal representative,
or
(b) in the case of a company, of
the persons who were directors in
the company at the time when it
ceased to carry on business and
any liquidator thereof,
within three months after the
business has ceased to be carried
on, to send by post or deliver to
the Registrar a notice stating
that that person has ceased to
carry on business; and if any
person whose duty it is to give
such notice fails to do so within
that time he shall be liable to a
fine of five pounds.
(2) On receipt of such a notice,
the Registrar may remove the
business name of the person from
the register.
(3) Where the Registrar has
reasonable cause to believe that
any person registered under this
Act is not carrying on business,
he may send to that person by
registered post a notice that,
unless an answer is received to
such notice within one month from
the date thereof, the business
name of that person may be removed
from the register.
(4) If the Registrar either
receives an answer from the person
to the effect that he is not
carrying on business or does not
within one month after sending the
notice receive an answer, the
Registrar may remove his business
name from the register.
Section 11—Duty to Furnish
Particulars to Registrar.
(1) The Registrar may require any
person to furnish him with such
particulars as appear to him
necessary for the purpose of
ascertaining whether or not such
person should be registered under
this Act or an alteration made in
the registered particulars; and
may also, in the case of a
company, require a director, the
secretary or any other officer of
the company performing the duties
of secretary to furnish such
particulars.
(2) If any person when so required
under the preceding subsection
fails to supply such particulars
as it is in his power to give, or
furnishes particulars which are
false in any material particular,
he shall on conviction be liable
to a fine not exceeding fifty
pounds or to imprisonment for a
term not exceeding six months or
to both such fine and
imprisonment.
(3) If, from any information so
furnished it appears to the
Registrar that any person ought to
be registered under this Act or an
alteration made in the registered
particulars, he may require that
person to furnish him with the
required particulars within such
time as may be allowed by him; but
where any default under this Act
has been discovered from the
information required under this
section, no proceedings under this
Act shall be taken against any
person in respect of such default
prior to the expiration of the
time within which such person is
required by the Registrar under
this section to furnish him with
particulars.
Section 12—Searches.
The Registrar shall allow searches
to be made at all reasonable times
in any register book, register or
file of registered documents in
his possession.
Section 13—Copies of Entries in
Registers.
(1) The Registrar shall, upon
request, give a certified copy of
an entry in any register book or
register, or any filed document.
(2) Every such certified copy
shall be received in evidence,
without any further or other proof
in all legal proceedings.
Section 14—Publication of True
Names.
(1) Every person required by this
Act to be registered shall, in all
trade circulars and business
letters issued or sent by that
person to any other person, have
written or printed in legible
characters on such circulars and
letters the following particulars,
that is to say,
(a) in the case of an individual,
his present first name or the
initials thereof and present
surname and any first name or
surname; and
(b) in the case of a company, the
present first names and surname
and any former first or surname of
every director.
(2) If any person fails to comply
with the provisions of this
section that person, and in the
case of a company, every director
thereof, shall be liable to a fine
of ten pounds.
Section 15—Disability of Persons
in Default.
Where any person required to
furnish a statement of particulars
or of any change in particulars
makes default in so doing, the
rights of such defaulter under, or
arising out of, any contract made
or entered into by, or on behalf
of, such defaulter in relation to
the business in respect of which
particulars were required at any
time while he is in default, shall
not be enforceable by action or
other legal proceedings either in
the business name or otherwise:
Provided that,
(a) the defaulter may apply to the
High Court for relief against the
disability imposed by this
section, and the High Court, on
being satisfied that the default
was accidental, or due to
inadvertence, or some other
sufficient cause, or that on other
grounds, it is just and equitable
to grant relief, may grant such
relief either generally or as
respects any particular contract
and on such conditions as the High
Court may impose;
(b) nothing herein contained shall
prejudice the rights of any other
parties as against the defaulter
in respect of such contract as
aforesaid;
(c) if any action or proceeding is
commenced by any other party
against the defaulter to enforce
the rights of such party in
respect of such contract, nothing
herein contained shall preclude
the defaulter from enforcing in
that action or proceeding by way
of counter-claim, set-off or
otherwise, such rights as he may
have against that party in respect
of such contract.
Section 16—Regulations.
The Minister may, by legislative
instrument, make Regulations,
(a) for the appointment of
Registrars and for the direction
and guidance of Registrars and of
all persons acting under them;
(b) prescribing the forms to be
used for the purposes of this Act;
(c) prescribing the fees to be
taken by the officers by or before
whom the acts for which the fees
are payable are done; and
(d) generally for the better
carrying out of the purpose of
this Act.
Section 17—Interpretation.
In this Act, unless the context
otherwise requires,
"business" includes profession;
"business name" means the name or
style under which any business is
carried on whether in partnership
or otherwise;
"company" includes any company or
corporation incorporated in Ghana
or elsewhere and a company
carrying on business in
partnership with any other person;
"director" includes any person, by
whatever name called, who is
appointed to direct and administer
the business of the company, or
holds himself out, or knowingly
allows himself to be held out as a
director of the company, or on
whose directions or instructions
the only appointed directors of
the company are accustomed to act;
"first name" includes any
forename, and when used with
surname includes any other name;
"initials" include any recognised
abbreviation of a first or other
name;
"Minister" means the Minister
responsible for Justice;
"prescribed" means prescribed by
Regulations made under section 16
of this Act;
"Registrar" means the person
appointed in accordance with this
Act as Registrar, whether
generally or for any particular
place.
Section 18—Repeal and Saving.
(1) The Registration of Business
Names Ordinance (Cap. 177), the
Registration of Business Names
(Amendment) Ordinance, 1957 (No.
28 of 1957), and Part II of the
Companies and Registration of
Business Names (Amendment) Act,
1959 (No. 25 of 1959) are hereby
repealed.
(2) Without prejudice to the
general effect of the
Interpretation Act, 1960 (CA 4) as
to repeals, every regulation or
registration made under an
enactment repealed by this Act and
in force immediately before the
commencement of this Act shall
continue in force as if made under
the corresponding provision of
this Act.
Section 19—Exclusion of
Partnerships.
The provisions of this Act shall
not apply to any partnership
registered under the Incorporated
Private Partnerships Act, 1962
(Act 152).
Section 19A—Transitional
Provision.
In the case of persons who
immediately before the
commencement of this Decree were
registered under the Act between
1st of July and 31st December, the
first renewal shall be effected
within 28 days after the
commencement of this Decree.
[Inserted and to be cited as
Registration of Business Names
(Amendment) Decree, 1974 (NRCD
293) s. 2]
Section 20—Commencement.
This Act shall be deemed to have
come into operation at the same
time as the Incorporated Private
Partnerships Act, 1962 (Act 152).
amended by
REGISTRATION OF BUSINESS NAMES
(AMENDMENT) DECREE, 1974 (NRCD
293)1.
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