Anti-Bribery and Corruption Policy (Ghana)

An Anti-Bribery and Corruption Policy in Ghana sets out the rules and standards the organisation expects those it covers to follow.

Section 239 of the Criminal Offences Act, 1960 (Act 29) creates the primary bribery offence in Ghana: any person who corruptly gives, promises, or offers any property or benefit to a public officer, or any public officer who corruptly accepts or agrees to receive such a benefit, commits a first-degree felony punishable by imprisonment under Act 29. The Commission on Human Rights and Administrative Justice (CHRAJ), established under article 216 of the Constitution of Ghana, 1992 and the CHRAJ Act, 1993 (Act 456), investigates corruption complaints against public officials and public institutions in Ghana, and publishes annual reports on corruption trends across all 16 regions of Ghana. The Office of the Special Prosecutor (OSP), established under Act 959 with independent prosecutorial powers, investigates and prosecutes corruption involving public officers, public institutions, and their private sector associates.

Ghana's anti-corruption framework is multi-layered. The Public Procurement Act, 2003 (Act 663) as amended by the Public Procurement (Amendment) Act, 2016 (Act 914) requires all tenderers for public contracts administered by the Public Procurement Authority (PPA) to submit declarations that they have not engaged in corrupt practices, and companies found to have committed corruption in public procurement are blacklisted from public contracts. The Ghana Integrity Initiative (GII), the local chapter of Transparency International, publishes annual Corruption Perception Index scores for Ghana and works with the private sector on anti-corruption capacity building. The Economic and Organised Crime Office (EOCO), established under the Economic and Organised Crime Office Act, 2010 (Act 804), also has jurisdiction over financial crimes and corrupt enrichment offences where large-scale corruption is involved.

For companies operating in Ghana that also have operations in the United Kingdom or the United States, the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act, 1977 (FCPA) may apply extraterritorially. The UK Bribery Act 2010, section 7, creates a strict liability offence for commercial organisations that fail to prevent bribery by persons associated with them — including Ghanaian agents or subsidiaries — when carrying on business connected to the UK. A well-drafted Ghana Anti-Bribery and Corruption Policy that aligns with the UK Ministry of Justice's guidance on adequate procedures provides a statutory defence against section 7 liability and also protects against OSP prosecution under Act 959.

The Financial Intelligence Centre (FIC) of Ghana, established under the Anti-Money Laundering Act, 2008 (Act 749) as amended by the Anti-Money Laundering (Amendment) Act, 2014 (Act 874), receives suspicious transaction reports from financial institutions and designated non-financial businesses where there is reason to suspect that funds derive from bribery or corruption. Entities subject to Anti-Money Laundering Act obligations — including banks licensed by the Bank of Ghana (BoG), insurance companies regulated by the National Insurance Commission (NIC Ghana), and lawyers and accountants — must report suspected corrupt transactions to the FIC. The Anti-Bribery and Corruption Policy should therefore be read alongside the company's Anti-Money Laundering policy to create an integrated compliance framework addressing both the corrupt act and the subsequent laundering of corrupt proceeds.

An Anti-Bribery and Corruption Policy differs from a Whistleblower Policy under the Whistleblower Act, 2006 (Act 720), which specifically protects employees who report corruption from retaliation. Both documents are complementary and should be implemented together as part of a company's integrated compliance programme. Forms-legal.com provides this template as a starting point for Ghana-compliant corporate governance documentation. The Financial Intelligence Centre (FIC) of Ghana, established under the Anti-Money Laundering Act, 2008 (Act 749) as amended, receives suspicious transaction reports from banks, accountants, and lawyers where funds may derive from bribery or corruption, and companies with Anti-Money Laundering Act obligations must report suspected corrupt transactions to the FIC. Reading the Anti-Bribery and Corruption Policy alongside the Anti-Money Laundering compliance programme creates an integrated framework addressing both the corrupt act and the movement of corrupt proceeds through Ghana financial system, reducing exposure to prosecution under both Act 29 and Act 749.

An Anti-Bribery and Corruption Policy in Ghana is required in the following circumstances under the Criminal Offences Act, 1960 (Act 29) and the Office of the Special Prosecutor Act, 2017 (Act 959).

An Anti-Bribery and Corruption Policy is needed by every company incorporated under the Companies Act, 2019 (Act 992) that employs staff who interact with government officials, public institutions, or public procurement processes in Ghana. Without a written policy, the company cannot demonstrate to the Office of the Special Prosecutor (OSP) or a court that it took adequate precautions to prevent bribery by employees acting in the company's name, which is a material consideration in prosecutions and civil recovery proceedings under Act 959.

An Anti-Bribery and Corruption Policy is required for companies bidding for public contracts through the Public Procurement Authority (PPA) under Act 663 as amended by Act 914. The PPA increasingly requires tenderers to certify that they have a written anti-bribery policy in place and to provide a copy on request. A documented policy strengthens the tender submission, demonstrates corporate governance maturity, and reduces the risk of disqualification on integrity grounds.

An Anti-Bribery and Corruption Policy is needed for banks and financial institutions licensed by the Bank of Ghana (BoG) under the Banks and Specialised Deposit-Taking Institutions Act, 2016 (Act 930). The BoG's corporate governance directive requires licensed banks to have strong compliance frameworks addressing corruption risk, and the BoG may require sight of the anti-bribery policy during supervisory inspections of the bank's operations in Ghana.

An Anti-Bribery and Corruption Policy is required for companies listed on the Ghana Stock Exchange (GSE) and regulated by the Securities and Exchange Commission (SEC Ghana) under the Securities Industry Act, 2016 (Act 929). The SEC Ghana Corporate Governance Directive, 2018 requires listed companies to maintain strong internal controls, including controls against corruption. Institutional investors in Ghana and internationally — including pension funds regulated by the National Pensions Regulatory Authority (NPRA) — require evidence of anti-bribery policies as part of environmental, social, and governance (ESG) due diligence.

An Anti-Bribery and Corruption Policy is needed when a Ghanaian company enters a joint venture, agency, or distribution arrangement with a foreign company whose home jurisdiction imposes parent-company liability for corruption by Ghanaian agents or subsidiaries. Under the UK Bribery Act 2010, section 7, a UK parent company commits an offence if its associated Ghanaian entity bribes a public official to obtain a business advantage, unless the UK parent can show it had adequate anti-bribery procedures in place — which requires the Ghanaian entity to have its own documented policy.

An Anti-Bribery and Corruption Policy is required for mining companies licensed by the Minerals Commission of Ghana under the Minerals and Mining Act, 2006 (Act 703) and for oil and gas operators regulated by the Petroleum Commission of Ghana under the Petroleum (Exploration and Production) Act, 2016 (Act 919). Both sectors are identified as high-risk for corruption in Ghana and internationally, and multilateral development bank financing typically requires evidence of anti-bribery policies as a condition of project funding.

Parties should adopt and actively enforce an Anti-Bribery and Corruption Policy before entering regulated sectors or government contracting relationships in Ghana. The Office of the Special Prosecutor (OSP) has signalled increased enforcement interest in private sector companies that enable or benefit from public sector corruption in Ghana.

An effective Anti-Bribery and Corruption Policy in Ghana under section 239 of the Criminal Offences Act, 1960 (Act 29) and the Office of the Special Prosecutor Act, 2017 (Act 959) must contain the following essential elements.

Scope and Board Commitment: A clear statement that the policy applies to all employees, directors, officers, contractors, agents, and business partners of the company operating in Ghana or on the company's behalf anywhere in the world. The Board of Directors must adopt the policy by formal resolution under the Companies Act, 2019 (Act 992). The policy must be personally signed by the Chief Executive Officer, creating visible accountability at the highest level and demonstrating the company's genuine commitment to anti-corruption compliance in Ghana.

Definition of Bribery and Corruption: A precise definition aligned with section 239 of the Criminal Offences Act, 1960 (Act 29) and the Office of the Special Prosecutor Act, 2017 (Act 959), covering offering, giving, promising, requesting, agreeing to receive, or accepting any financial or non-financial advantage intended to influence the improper performance of any function or activity. The definition must expressly cover facilitation payments — small payments to public officials to expedite routine functions — which remain illegal under Act 29 regardless of their size.

Gifts, Hospitality, and Entertainment Controls: A gifts and hospitality register system with a declaration threshold — recommended at GHS 500 or equivalent — above which all gifts must be pre-approved by the compliance officer and recorded. The policy must expressly prohibit all cash gifts or cash equivalents in Ghana Cedis (GHS) or any other currency. Gifts to public officials regulated by the Commission on Human Rights and Administrative Justice (CHRAJ) under Act 456 and the Public Office Holders (Declaration of Assets and Disqualification) Act, 1998 (Act 550) are prohibited entirely regardless of value, given that public officers receiving gifts must declare them to CHRAJ.

Third-Party Due Diligence: A risk-based due diligence requirement before engaging any agents, distributors, joint venture partners, or suppliers, with enhanced procedures for partners involved in public procurement under Act 663, operating in high-risk sectors such as mining under Act 703 or petroleum under Act 919, or where the engagement involves interaction with government officials in any of Ghana's 16 administrative regions. Due diligence records must be retained as evidence of the company's adequate procedures and made available to the OSP or the Economic and Organised Crime Office (EOCO) on request.

Anti-Money Laundering Integration: A requirement that employees report any suspicion that funds received by or paid by the company may derive from bribery or corruption to the compliance officer, who must assess the need to file a Suspicious Transaction Report with the Financial Intelligence Centre (FIC) under the Anti-Money Laundering Act, 2008 (Act 749). The policy must confirm the company's obligations to the FIC as a reporting entity where applicable.

Reporting Channels and Whistleblower Protection: At least two clearly identified reporting channels — a named compliance officer and an anonymous hotline — for employees and third parties to report suspected bribery. The policy must expressly reference protections for reporters under the Whistleblower Act, 2006 (Act 720), which prohibits retaliation against any person who reports corruption in good faith to the Commission on Human Rights and Administrative Justice (CHRAJ) or the Office of the Special Prosecutor (OSP).

Investigation and Disciplinary Procedure: The step-by-step process for investigating suspected violations — immediate referral to the compliance officer, suspension of the alleged wrongdoer pending investigation, a fair investigation with both sides heard in accordance with natural justice principles, a written outcome report, and escalation to the Board where the alleged wrongdoer is a senior officer. Disciplinary sanctions range from formal warning through summary dismissal under the Labour Act, 2003 (Act 651). Confirmed criminal conduct must be reported to the Ghana Police Service (GPS) or the Office of the Special Prosecutor (OSP) under Act 959.

Training and Record-Keeping: A mandatory annual anti-bribery training requirement for all employees, with enhanced training for senior managers, procurement staff, and anyone dealing with government officials. Training records must be maintained and available for inspection by the OSP, CHRAJ, the Bank of Ghana (BoG), or the Securities and Exchange Commission (SEC Ghana) as applicable. The review frequency for the policy itself should be stated — minimum annually. Forms-legal.com provides this template as a starting point for Ghana-compliant anti-bribery compliance documentation.

Policy Review and Continuous Improvement: The Anti-Bribery and Corruption Policy must be formally reviewed at least annually by the Board of Directors, with review outcomes recorded in board minutes under the Companies Act, 2019 (Act 992). The review must assess whether the policy remains aligned with current Ghanaian law including any amendments to the Criminal Offences Act, 1960 (Act 29), the Office of the Special Prosecutor Act, 2017 (Act 959), and the Public Procurement Act, 2003 (Act 663), and whether the risk profile of the company operations across Ghana 16 administrative regions has changed materially. A log of all reported concerns, investigations, disciplinary outcomes, and policy changes must be maintained by the compliance officer and retained for at least six years as evidence of adequate procedures in any OSP investigation or civil recovery proceedings before the High Court in Accra.