Pharmacy/Drug Supply Agreement (Ghana)

A Pharmacy/Drug Supply Agreement in Ghana records the obligations the parties accept and the terms governing their arrangement.

Ghana's pharmaceutical regulatory framework is centred on the Food and Drugs Authority (FDA), which was established under the Food and Drugs Authority Act 1992 (PNDCL 305B) and is responsible for the registration, quality control, and post-market surveillance of all pharmaceutical products sold or supplied in Ghana. Section 1 of PNDCL 305B prohibits the manufacture, importation, or sale of any food, drug, cosmetic, or medical device that has not been registered and approved by the FDA. A Pharmacy and Drug Supply Agreement must therefore reference the FDA registration status of each pharmaceutical product covered by the agreement and confirm that all products comply with the FDA's standards for safety, quality, and efficacy.

The Pharmacy Act 2012 (Act 857) establishes the Pharmacy Council of Ghana as the regulatory body for the pharmacy profession and for the licensing of pharmacies, wholesale pharmaceutical distributors, and pharmaceutical manufacturers in Ghana. Section 1 of Act 857 requires every pharmacy and pharmaceutical wholesaler to hold a valid licence issued by the Pharmacy Council before dispensing or distributing pharmaceutical products. A Pharmacy and Drug Supply Agreement must confirm that both the supplier and the buyer hold the required licences from the Pharmacy Council and from the FDA.

The Contract Act 1960 (Act 25) governs the formation, validity, and enforcement of commercial contracts in Ghana, including pharmaceutical supply agreements. The agreement must satisfy the general requirements of a valid contract under Act 25: offer, acceptance, consideration, capacity, and lawful purpose. Pharmaceutical supply agreements that involve the supply of narcotic drugs, psychotropic substances, or precursor chemicals are also subject to the Narcotics Control Commission Act 2020 (Act 1019), administered by the Narcotics Control Commission (NACOC), and may require additional licences or permits from NACOC before the relevant products may be supplied.

The Public Health Act 2012 (Act 851) provides the overarching public health legislative framework in Ghana and grants the Minister for Health the power to regulate the supply and distribution of pharmaceutical products in the interest of public health. The Ghana Health Service, constituted under the Ghana Health Service and Teaching Hospitals Act 1996 (Act 525), is the principal public sector purchaser of pharmaceutical products in Ghana and conducts procurement through the Public Procurement Authority (PPA) under the Public Procurement Act 2003 (Act 663) for public health facilities.

The Electronic Transactions Act 2008 (Act 772) enables the electronic execution of Pharmacy and Drug Supply Agreements in Ghana where both parties are equipped with compliant electronic signature platforms. The Ghana Revenue Authority (GRA) administers VAT at the rate prescribed under the Value Added Tax Act 2013 (Act 870) and income tax under the Income Tax Act 2015 (Act 896) on pharmaceutical supply transactions. Pharmaceutical companies registered with the FDA and exporting from Ghana must also comply with the Ghana Export Promotion Authority Act 1969 (NLCD 396) and relevant export documentation requirements administered by the Ghana Export Promotion Authority (GEPA).

The Alternative Dispute Resolution Act 2010 (Act 798) and the Ghana Arbitration Centre (GAC) provide the statutory framework for resolving commercial disputes arising under pharmaceutical supply agreements in Ghana, offering a quicker alternative to litigation before the High Court (Commercial Division) in Accra for complex commercial pharmaceutical disputes.

A Pharmacy and Drug Supply Agreement in Ghana is required whenever a pharmaceutical supplier, manufacturer, or wholesaler agrees to supply medicinal products or pharmaceutical preparations to a buyer — whether a retail pharmacy, hospital pharmacy, clinic, health centre, or other healthcare institution — licensed under the Pharmacy Act 2012 (Act 857).

A Pharmacy and Drug Supply Agreement is needed when a licensed pharmaceutical wholesaler registered with the Pharmacy Council of Ghana agrees to supply a range of FDA-registered medicines — including prescription drugs, over-the-counter preparations, and hospital-use products — to a retail pharmacy or hospital pharmacy on a regular or standing-order basis. The agreement defines the product range, pricing, minimum order quantities, credit terms, and delivery obligations.

A Pharmacy and Drug Supply Agreement is required when a pharmaceutical manufacturer or importer registered with the Food and Drugs Authority (FDA) agrees to supply its products to a distributor or wholesale agent that will on-sell the products to pharmacies and health facilities throughout Ghana. The agreement must specify the exclusive or non-exclusive nature of the distribution arrangement, the geographic territory, and the FDA product registration numbers of all covered products.

A Pharmacy and Drug Supply Agreement is needed when a public health institution — including a hospital administered by the Ghana Health Service under Act 525 or a Teaching Hospital — procures pharmaceutical supplies through a tender process administered by the Public Procurement Authority (PPA) under the Public Procurement Act 2003 (Act 663). The resulting supply contract must reflect the tender award terms and comply with all FDA and Pharmacy Council licensing requirements.

A Pharmacy and Drug Supply Agreement is required when a company importing pharmaceutical products into Ghana — having obtained the necessary import permits from the FDA and complied with the Food and Drugs Authority Act 1992 (PNDCL 305B) — agrees to supply the imported products to domestic buyers. The agreement must address port of entry, customs clearance procedures, and the obligations of the importer to provide FDA release documentation before the products may be sold or distributed.

A Pharmacy and Drug Supply Agreement is needed when a pharmaceutical company operating in Ghana wishes to formalise a supply arrangement previously conducted on informal or purchase-order terms, in order to provide greater legal certainty, protect intellectual property and trade secrets, and establish clear procedures for product recalls and adverse event reporting in accordance with FDA post-market surveillance requirements.

Pharmacies, hospitals, and pharmaceutical companies in Ghana should confirm that every Pharmacy and Drug Supply Agreement clearly identifies all FDA-registered products by their Ghana FDA registration numbers, specifies the storage and handling conditions required to maintain product quality and efficacy, and includes a recall and product withdrawal procedure consistent with FDA guidelines.

A binding Pharmacy and Drug Supply Agreement in Ghana under the Food and Drugs Authority Act 1992 (PNDCL 305B), the Pharmacy Act 2012 (Act 857), and the Contract Act 1960 (Act 25) must contain the following essential elements.

Parties and Licences: Full legal names, registration numbers issued by the Registrar General's Department (RGD) under the Companies Act 2019 (Act 992), registered addresses, and — critically — the Pharmacy Council licence numbers and FDA establishment registration details of both the supplier and the buyer. Any agreement for the supply of pharmaceutical products without valid licences from the Pharmacy Council and FDA is unlawful under Act 857 and PNDCL 305B.

Product Schedule: A detailed schedule listing every pharmaceutical product covered by the agreement, including the product name (brand and generic/INN), the Ghana FDA registration number, dosage form, strength, pack size, and applicable storage conditions (temperature, humidity, light sensitivity). Only FDA-registered products may be lawfully supplied under the agreement.

Price and Payment Terms: The agreed price per unit or pack for each product (expressed in Ghana Cedis), any applicable discounts, rebates, or volume pricing tiers, invoicing procedures, and payment terms including credit periods. VAT at the applicable rate under the Value Added Tax Act 2013 (Act 870) must be separately stated on invoices for taxable pharmaceutical supplies.

Delivery and Minimum Orders: The delivery schedule, lead times, minimum order quantities, delivery addresses and conditions (including cold-chain requirements for temperature-sensitive products such as vaccines and biologicals), and the allocation of risk of loss and damage during transport.

Quality Assurance and Storage: The supplier's obligations to supply products in compliance with Good Manufacturing Practice (GMP) standards recognised by the FDA, the buyer's obligations to store products in accordance with the FDA-approved storage conditions, and the procedures for inspecting products on delivery and rejecting out-of-specification or damaged goods.

Product Recall and Adverse Events: Procedures for the voluntary or mandatory recall of products following an FDA directive, a safety alert, or the discovery of a quality defect. The agreement must specify each party's obligations to notify the other and to notify the FDA of product defects, adverse drug reactions, and quality complaints in accordance with FDA post-market surveillance requirements under PNDCL 305B.

Intellectual Property: Restrictions on the buyer's use of the supplier's trademarks, trade names, and product labelling; prohibition on repackaging or relabelling of products without the supplier's written consent and FDA approval.

Regulatory Compliance: Each party's obligation to maintain all required licences from the Pharmacy Council, the FDA, and any other applicable regulatory authority throughout the term of the agreement, and to notify the other party immediately if any licence is suspended, revoked, or subject to regulatory action.

Forms-legal.com provides this Pharmacy and Drug Supply Agreement template as a starting point for pharmaceutical companies, pharmacies, and health institutions operating in Ghana. Given the strict regulatory requirements applicable to pharmaceutical supply in Ghana, parties should engage a Ghanaian lawyer with pharmaceutical regulatory expertise and consult directly with the FDA and the Pharmacy Council of Ghana before executing a binding supply agreement.

Dispute Resolution and Governing Law: Ghana law as the governing law, with disputes resolved by the High Court (Commercial Division) in Accra or by arbitration under the Alternative Dispute Resolution Act 2010 (Act 798) administered by the Ghana Arbitration Centre (GAC).

Term and Termination: The initial term of the agreement, renewal provisions, and termination rights — including termination for regulatory non-compliance (for example, suspension or revocation of an FDA or Pharmacy Council licence), termination for failure to maintain product quality standards, and the consequences of termination including return of unsold stock and payment of outstanding invoices.