Legislation is

• Enactments made by or under the authority of the Parliament established by the Constitution. These are Acts of Parliament.
• Article 93 of the 1992 Constitution established Parliament and provided that the legislative power of Ghana is vested in Parliament and must be exercised in accordance with procedures specified in the Constitution.
• The power of Parliament to make laws shall be exercised by bills passed by parliament and assented to by the President. E.g. Include Public Financial Management Act, 2016 (Act 921), Public Procurement Act, 2003 (Act 663), Companies Act, 1963 (Act 179) -Legislative Instrument, Constitutional Instrument.
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The Supreme Court is

• the final court of appeal;
• has authority under Article 130 to exercise all the powers, authority and jurisdiction vested in any court established by the Constitution or any other law;
• having exclusive original jurisdiction in the interpretation and enforcement of the Constitution;
• having exclusive original jurisdiction in all matters on whether an enactment was made in excess of the powers conferred on Parliament or any other authority or person by law or under this Constitution;
• The Supreme Court has exclusive jurisdiction to determine whether an official document shall be produced in court where its production or disclosure of the content will be prejudicial to the security of the State or will be injurious to the public interest.
• The Supreme Court has supervisory jurisdiction over all courts and over any adjudicating authorities. In situations where questions about the law are raised, the Supreme Court has the jurisdiction of expressing the final opinion on the matter.
• It is the only court with the right to hear appeals that may come from the National House of Chiefs.
• The Supreme Court has Original jurisdiction in elections, namely Presidential election petition, Appeals from the National House of Chiefs.
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The High Court has

• Jurisdiction to enforce the Fundamental Human Rights and Freedoms guaranteed by the 1992 Constitution;
• Supervisory Jurisdiction: Supervisory jurisdiction over all lower courts and any lower adjudicating authority; The High Court also Exercise administrative jurisdiction over administrative bodies, issue prerogative writs, determines appeals from the lower courts.
  Civil Matters: Appeals lie from the District Court to the High Court.
  Criminal Matters: Appeals lie from the District Court to the High Court.
  Civil Matters: Appeals lie from the Circuit Court to the High Court.
• Powers and authority to hear and determine appeals within its jurisdiction.
• The jurisdiction of the Court involves hearing all civil or criminal matters.
• It has the constitutional authority to hear appeals from the District Court or Juvenile Courts as well as criminal appeals that may come from the Circuit Court.
• The High Court has the following divisions
   Commercial
   Land
   General Jurisdiction
   Divorce and Matrimonial
   Probate and Letters of Administration
   Industrial/Labour
   Criminal
   Financial and
   Human Rights
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• Performance (Delivery and discharge of obligations),
• Agreement (Through Variation or termination),
• Breach of Condition (that which goes to the root of the contract is broken),
• Frustration (Impossible to perform)

• Additional capital from shareholders
• Loan capital from banks, financing houses etc
• Funds from friends, private investors
• Investment from venture capital
• Invitation to the public – In respect of securities and invitation for the deposit of money
• Rights issue

• On notice being given by the liquidator under private liquidation to the Registrar (of Companies) that the company may not be able to pay its debts and liabilities in full within the period stated in the declaration of insolvency, the Registrar may make a winding- up order converting the private liquidation into an official winding-up.
• The allegation that the Company is unable to pay its debt in full within the stated period shall be accompanied by a statement in the prescribed form of the company’s assets and liabilities.
• On the commencement of winding-up proceedings against a company, civil proceedings against the company shall be stayed and a transfer of shares of the company is void.
  Section 5 of the Bodies Corporate (Official Liquidations) Act, 1963 ACT 180

• To be held every year and not longer than within 15 months. There’s special dispensation for the first AGM of a company
• Notice of meeting sent out at least 21days before AGM
  Issues to ordinarily consider include:
• Director’s report, Financial Statement, Auditor’s Report,
• Electing Directors to replace those retiring
• Fixing of remuneration of the auditor
• Appointment and removal of Auditors
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• Yearly statement which gives essential information about a firm’s composition, activities, and financial position, and which must be filed by every active incorporated or registered firm with an appropriate authority.
• An annual return is not a financial document — it’s a record of publicly available information about your company that appears on the Companies Register. That information, which includes your address and details of directors and shareholders, must be updated each year through an annual return.
• Under the provisions of general corporate legislation, it must contain details such as particulars of the stockholders (shareholders), debenture holders, directors, and the firm’s secretary,
• list of charges (judgments and lien) against the firm’s assets,
• address of the registered office and location of the register of members, along with
• a copy of the latest financial statements.
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• Contract under seal between Company, Members and its Officers inter se when Regulations are registered
•  Perpetual Succession
• Separate Legal status
• Legal person created and can sue and be sued

• Cheques,
• Promissory Notes,
• Bills of Exchange,
• Foreign Instruments,
• Share Certificates,
• Dividend warrant etc

• Duties of Directors – to act in good faith, represent the company, fiduciary duties,
• Procedure for termination of appointment
• Board’s authority and involvement in operational activities
• Fiduciary duty of the Finance Manager
• Fraud and criminal implications

• Infants
• Persons found by a competent court to be of unsound mind
• Companies
• Undischarged Bankrupt
• Court Order except with leave of the court, or period court specified expired