Accountancy Services Agreement (Ghana)

An Accountancy Services Agreement in Ghana defines the scope of work, fees and deliverables governing the provider's services to the client.

Section 1 of the Chartered Accountants Act 2020 (Act 1029) establishes the Institute of Chartered Accountants Ghana (ICAG) as a body corporate with the mandate to promote and regulate the practice of accountancy in Ghana. The ICAG sets professional standards, issues practice certificates to qualified members, and has disciplinary powers over members who breach the ICAG Code of Ethics or Act 1029. Only a member of the ICAG in good standing who holds a valid practice certificate issued under Section 15 of Act 1029 is entitled to practice as a chartered accountant in Ghana. Engaging an accountant who is not a registered ICAG member may expose the client to unregulated advice and may render audit opinions inadmissible for statutory purposes before the Office of the Registrar of Companies (ORC) or the Ghana Revenue Authority (GRA).

The Companies Act 2019 (Act 992) requires every company incorporated in Ghana and registered with the ORC to appoint an auditor who must be a member of the ICAG holding a valid practice certificate, under Section 136 of Act 992. The statutory audit report must be prepared in accordance with International Standards on Auditing (ISA) as adopted by the ICAG. The financial statements, together with the auditor's report, must be filed annually with the ORC and the GRA as part of the company's annual return. Failure to file annual returns is an offence under Act 992.

The Income Tax Act 2015 (Act 896) and the Value Added Tax Act 2013 (Act 870) impose reporting and filing obligations on businesses in Ghana. Accountants engaged under an Accountancy Services Agreement regularly provide tax compliance services including preparation of corporate income tax returns, VAT returns, PAYE schedules, and withholding tax returns for submission to the Ghana Revenue Authority (GRA). Under Section 1 of Act 896, every person subject to tax in Ghana must file annual tax returns with the GRA by the due dates specified in the Act. The Transfer Pricing Regulations 2020 (L.I. 2412) require multinational groups with operations in Ghana to maintain transfer pricing documentation, a specialist area where ICAG-registered accountants provide advisory services.

An Accountancy Services Agreement in Ghana should be distinguished from an Employment Contract (gh-employment-contract), which creates an employer-employee relationship under the Labour Act 2003 (Act 651), and from a General Consulting Agreement, which covers advisory services not subject to the specific professional obligations imposed on chartered accountants by the ICAG Code of Ethics and Act 1029.

An Accountancy Services Agreement in Ghana is needed in the following circumstances.

The Agreement is required when a company incorporated under the Companies Act 2019 (Act 992) and registered with the ORC appoints an ICAG-registered auditor to conduct a statutory audit under Section 136 of Act 992. The engagement letter or accountancy services agreement defines the scope of the audit, the auditing standards applicable (ISA as adopted by the ICAG), and the auditor's fee.

The Agreement is needed when a business owner, partnership, or company in Ghana engages a chartered accountant to prepare and file income tax returns, VAT returns, and PAYE schedules with the Ghana Revenue Authority (GRA) under the Income Tax Act 2015 (Act 896) and the Value Added Tax Act 2013 (Act 870). A written agreement prevents disputes about the scope of the tax services and the allocation of responsibility between the client and the accountant for accurate filing.

The Agreement is required when a startup, small or medium enterprise (SME), or NGO registered under the Companies Act 2019 or the Incorporated Private Partnerships Act 1962 (Act 152) in Ghana engages a chartered accountant to maintain its books of account, prepare management accounts, and provide financial reporting advice. The ORC and the GRA both require proper accounting records to be maintained under the Companies Act 2019 and the Income Tax Act 2015.

The Agreement is needed when a bank licensed by the Bank of Ghana (BoG) or a financial institution regulated by the Securities and Exchange Commission (SEC) in Ghana requires audited financial statements from a corporate client as a condition for granting credit facilities. The accountancy services agreement defines the auditor's mandate, the applicable reporting standards (IFRS as adopted in Ghana), and the timeline for delivery of the audit report.

The Agreement is required when a company in Ghana is undergoing a due diligence exercise, merger, acquisition, or initial public offering on the Ghana Stock Exchange (GSE) and requires an independent accountant to review financial records and prepare a financial due diligence or vendor due diligence report. Parties in Ghana should prepare an Accountancy Services Agreement before any engagement of a chartered accountant to protect both parties and comply with the ICAG's requirement that all audit and assurance engagements be evidenced by a written engagement letter under the ICAG Code of Ethics.

A valid Accountancy Services Agreement in Ghana under the Chartered Accountants Act 2020 (Act 1029) must contain the following essential elements.

Parties: Full legal name of the client (individual, partnership, or company) and the accountant or accountancy firm, the firm's ICAG practice certificate number under Section 15 of Act 1029, and the firm's company registration number issued by the ORC (if incorporated under the Companies Act 2019 - Act 992). The Tax Identification Number (TIN) of both parties issued by the Ghana Revenue Authority (GRA) should be recorded for withholding tax compliance.

Scope of Services: A precise description of the accounting, audit, tax, or bookkeeping services to be provided, including: statutory audit under Section 136 of the Companies Act 2019 (Act 992); preparation of financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted in Ghana; tax compliance services under the Income Tax Act 2015 (Act 896), VAT Act 2013 (Act 870), and related revenue legislation; management accounting or bookkeeping services; and any advisory services on transfer pricing under the Transfer Pricing Regulations 2020 (L.I. 2412).

Deliverables and Timeline: Specific deliverables (e.g. Audited financial statements, tax return filings, management accounts), the reporting period covered, and the deadline for delivery of each deliverable. For statutory audits, the deadline must be consistent with the ORC and GRA filing deadlines under the Companies Act 2019 and the Income Tax Act 2015.

Professional Standards: A statement that the services will be performed in accordance with the ICAG Code of Ethics, International Standards on Auditing (ISA) for audit engagements, and International Financial Reporting Standards (IFRS) for financial statement preparation.

Fees and Payment: Professional fees in Ghana Cedis (GHS), the basis of fee calculation (fixed fee, hourly rate, or value billing), payment schedule, VAT at the current rate under the VAT Act 2013 (Act 870), and interest on overdue payments. The accountant's TIN must be stated for withholding tax purposes under Section 116 of the Income Tax Act 2015 (Act 896).

Client Obligations: The client's obligation to provide timely access to books of account, records, and personnel; to make representations to the accountant as required; and to pay professional fees by the due date. Delay by the client in providing information extends the agreed delivery timeline on a day-for-day basis.

Confidentiality: The accountant's obligation to maintain the confidentiality of client information under the ICAG Code of Ethics, subject to mandatory disclosure obligations under the Anti-Money Laundering Act 2020 (Act 1044) and reporting requirements to the Financial Intelligence Centre (FIC).

Limitation of Liability: A cap on the accountant's aggregate liability to the client for breach of the agreement, typically expressed as a multiple of the fees paid in the immediately preceding 12 months, consistent with standard professional indemnity insurance (PII) terms for ICAG members. The cap must not exclude liability for fraud or wilful misconduct.

Termination: The notice period required to terminate the agreement (typically 30 days written notice), the conditions for termination without notice (material breach, insolvency, regulatory suspension of the accountant's ICAG practice certificate), and the client's obligation to pay fees for services performed up to the date of termination.

Governing Law and Dispute Resolution: Ghana law, with disputes to be referred first to mediation under the Alternative Dispute Resolution Act 2010 (Act 798) and, if unresolved, to arbitration or the High Court (Commercial Division) in Accra. Forms-legal.com provides this template as a starting point for Ghana-compliant professional services documentation.