Recap of last class



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Recap of last class

  • Recap of last class

  • Continuation from last class

  • Traits of a successful entrepreneur

  • Are entrepreneurs born or made?

  • Other issues relating to the entrepreneur

  • Legal and regulatory considerations

  • Forms of business organisations

  • Guest Speaker: Kwabena Adu-Kusi, Managing Partner, Law Bureau



What did you learn from ‘The King of Travel’: Pak-Wo Shum?

  • What did you learn from ‘The King of Travel’: Pak-Wo Shum?

  • What did you learn from Catherine Krobo Edusei Benson, Founder of Eden Tree Ghana Limited?

  • What did you learn from the entrepreneur and the entrepreneurial mindset?



Interpersonal skills

  • Interpersonal skills

  • Ability to become connected

  • Dynamic leadership & Vision

  • Self Confidence & Optimism

  • Salesmanship

  • Passion

  • Willingness to take risks

  • Flexibility

  • Unsentimental

  • Disciplined

  • Future-oriented



Organised

  • Organised

  • Opportunity obsessed

  • Initiative

  • Desire for responsibility

  • Realistic

  • Energetic & Hardworking

  • Sense of Mission

  • Tolerance for ambiguity

  • Committed (to the venture)

  • Resilient

  • Resourcefulness/Creativity



Entrepreneur’s background

  • Entrepreneur’s background

  • Age

  • Educational level



  • Class Discussion



Unable to separate ‘self’ from business

  • Unable to separate ‘self’ from business

  • Personality driven

  • Lack of planning

  • Do not listen

  • Spread too thinly

  • Lack of trust

  • Desire for Control

  • Cut corners

  • Limited management expertise

  • Inability to think big

  • Competency dependence



Environmental reasons

  • Environmental reasons

  • Over-optimism

  • Over engagement in task oriented activities

  • Approach to decision making

  • Inability to recognise when entrepreneur must give way to manager

  • Lack of discipline/Focus

  • Underestimation of competition

  • Inadequate investment in product or service development



Find the right people

  • Find the right people

  • Give them freedom to succeed

  • Broaden the conversation

  • Get the right knowledge

  • Prepare a business plan

  • Manage financial resources

  • Adapt, evaluate, course correct

  • Don’t spread thinly



Lifestyle vs. high growth entrepreneurs

  • Lifestyle vs. high growth entrepreneurs

  • Religious entrepreneurs

  • Political entrepreneurs

  • Social entrepreneurs

  • Opportunity vs. necessity entrepreneurs

  • Intrapreneurs

  • Extrapreneurs

  • The State?



Prince Kofi Amoabeng

  • Prince Kofi Amoabeng

  • Alhaji Asoma Banda

  • Ernest Bediako Sampong

  • Mark Davies

  • Herman Chinery- Hesse

  • Dr. (Mrs.) Esther Ocloo

  • Ken Ofori-Atta

  • Sandy Osei-Agyeman

  • Mrs Elizabeth Villars

  • Kwasi Twum

  • Kwaku Bediako



Sole Proprietorship

  • Sole Proprietorship

  • Partnership

  • Limited liability company

  • Unlimited liability company

  • External Company

  • Cooperative



Most common form of business organisation in Ghana

  • Most common form of business organisation in Ghana

  • Business owned (and typically also run) by a single individual

  • The sole proprietor and the business are essentially one

    • No distinction at law
    • No distinction between the entrepreneur and the enterprise
    • No limitation on liability


If carrying out business in his true personal name, surname or initials no formality required

  • If carrying out business in his true personal name, surname or initials no formality required

  • But if using name different from true surname, name, initials must register under Registration of Business Names Act

  • Certificate of registration to be renewed annually to be able to use the name



Reg. Of Business Name separate from intellectual property registration which gives intellectual property rights to the name

  • Reg. Of Business Name separate from intellectual property registration which gives intellectual property rights to the name

  • Sole Proprietor has sole responsibility for decisions relating to business

  • No fetters on authority so long as lawful

  • No requirement for board

  • No obligation to disclose information or financials



An association of two or more individuals carrying on business for the purpose of making a profit

  • An association of two or more individuals carrying on business for the purpose of making a profit

  • Must be incorporated under Incorporated Private Partnerships Act 1962

  • Maximum number of individuals = 50

  • Partners must be of sound mind & not have been convicted of dishonesty offence in last five years



Is a legal person separate from its partners

  • Is a legal person separate from its partners

    • May be sued and sue in its own name, own assets etc
  • Partners share decision making, profits and losses

  • Partners jointly and severally liable with the firm and the other partners for all the debts and obligations of the firm



Passive/Sleeping vs. Active partners

  • Passive/Sleeping vs. Active partners

    • Key decisions involving all partners
  • Individual partners taxed on their share of partnership profits

    • Each treated as a sole proprietor for tax purposes
  • Required to keep proper accounts

  • Required to produce financial statements

    • No requirement for audit but highly advisable


Commencement

  • Commencement

  • Name

  • Financial Contribution

  • Profit (or Loss) Share

  • Ownership of partnership assets

  • Drawings and/or salaries

  • Decision making

  • Dissolution

  • Payment in event of death or retirement

  • Restraint of trade following departure

  • Dispute resolution (litigation & arbitration)

  • Governing Law



Regulations – constitution of the company

  • Regulations – constitution of the company

  • Types:

    • Limited liability
      • Liability limited to amount paid for the shares
      • Generally, shareholders cannot be held liable for liability of company
      • Assets of Directors not available for company’s creditors
    • Unlimited liability
      • Not generally used or suitable for entrepreneurial ventures ; though some professional firms use this


Incorporating a company

  • Incorporating a company

  • Incorporation documents to the Registrar of Companies

  • Regulations

  • Form 3

  • Form 4

  • Registration and presentation fee

  • A sum equivalent to 0.5% of the stated

  • capital for public companies and

  • GH¢500 for private companies



Limited by shares

  • Limited by shares

    • Owners given shares for money they contribute
    • Liability tied to shares purchased
    • Shareholders paid dividend from profits if and when declared
  • Limited by guarantee

    • No shares issued
    • Members liability tied amount members agree to contribute if company winds up


Company incorporated outside Ghana establishes a ‘branch’ in Ghana

  • Company incorporated outside Ghana establishes a ‘branch’ in Ghana

  • No separate legal personality from parent

  • Obtain external company status by filing certain documents and Registrar informing you that registered in register of external companies

  • Must have a Local Manager & a local process agent



Association set up to provide service (s) or benefit(s) for its members

  • Association set up to provide service (s) or benefit(s) for its members

  • Typically made up of members with similar characteristics (same employer, trade, profession)

  • May be incorporated or just be a body of individuals

    • Where incorporated must have word ‘co-operative’ after its name
  • Not permitted to grant loans to anyone other than their members



Registered under the Cooperative Societies Decree 1968

  • Registered under the Cooperative Societies Decree 1968

  • Must have a minimum of ten members

  • Members of co-operative are liable for debts of the co-operative

  • Separate legal personality – can sue and be sued in its own name



Joint Venture

  • Joint Venture

    • 2 or more businesses pool resources to achieve a common objective
    • Can be established by agreement or by setting up a JV limited liability company


Franchising

  • Franchising

    • An agreement where an owner of a business format, trademark, trade name or copyright (the franchisor) gives the right to another (the franchisee) to sell products or services under the franchisor’s trade name and/or to use his systems and business formula


Principal/Agency

  • Principal/Agency

    • Agent acts on behalf of principal in relation to 3rd parties
    • Ultimate liability for far as 3rd parties are concerned is the principal’s
  • Mergers & Acquisition

    • Not a separate business form
    • Typically involve 2 or more companies coming together to form a single entity


Internal Revenue Act, 2000 (Act 592)

    • Internal Revenue Act, 2000 (Act 592)
    • National Pensions Act, 2008 (Act 766)
    • Value Added Tax, 1998 (Act 546)
    • Ghana Investment Promotion Centre (‘GIPC’) Act, 1994(Act 478)
    • Immigration
    • Labour Issues
    • Factory, Office and Shop Regulations
    • Free Zone Act,1995 (Act 504)
    • Workmen’s Compensation Regulations


Kwabena Adu-Kusi, Managing Partner, Law Bureau

    • Kwabena Adu-Kusi, Managing Partner, Law Bureau


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