Agyapa Agreement

The Ghanaian government`s control over the board of directors is also uncertain. In accordance with the agreement, the Fund may appoint two directors as long as it holds at least 30% of the shares in the company, but a majority of the directors must be independent. As a shareholder, the fund can vote on independent directors. However, the relationship agreement prevents the fund from exercising its voting rights against a shareholder decision appointing an independent director and from using the voting rights to remove an independent director appointed by the board of directors. The agreement defines the “independent director” using the definition in the UK Corporate Governance Code, which “represents a significant shareholder” as a factor that may impede independence. It is also unclear whether Ghana will be able to retain the majority if the board tries to secure additional equity in the future in order to expand its business. The agreements reviewed by Parliament and the company`s articles of association do not contain any provision preventing the company from reducing or “diluting” the percentage of the fund by issuing additional shares. – August 14, 2020 – Minority MPs led by Cassiel Ato Forson speak to a media briefing in Parliament to demand the withdrawal of the agreement claiming that there will be individuals 49% of the ownership of the country`s mineral license royalties, which will be contrary to the interests of the state. – 14 August 2020 – Parliament approves the Agyapa agreement after the departure of the country`s minority MPs. – 28.

August 2020 – Finance Minister Ken Ofori Atta speaks at a media briefing during which he defends the Dgyapa agreement and announces that the listing on the London and Ghana stock markets will take place in December 2020 The document also pointed out that several actors who approved the agreement did not comply with established procedures with impunity. Supporters of the deal are pressed for time: if Agyapa Royalties has not been admitted to the London Stock Exchange by December 31, 2020, the deals will expire and the project will be abandoned. – September 2, 2020 – Finance Minister meets with CSOs on Agyapa agreements as part of further consultations Despite the current outcry, the plan has been underway since 2018 with the passage of the Minerals Income Investment Fund Act. The law established an entity called the Minerals Income Investment Fund. The Fund has the right to collect and invest royalties on mineral licenses and other related income that Ghana receives from mining companies. Under the Act, the Fund has established a licensing company called Agyapa Royalties Limited (Agyapa) in Jersey. In a series of complex agreements approved by Parliament in August, the Fund granted the rights to just over 75% of royalties from several gold mine lease agreements to Agyapa`s 100% Ghanaian subsidiary, ARG Royalties Ghana Limited (ARG) for one billion dollars. These leases account for most of Ghana`s current gold production. The fund awarded this money to agyapa in exchange for Agyapa`s shares. The fund then plans to raise capital by selling 49 percent of these shares on both the London and Ghanaian stock exchanges as part of an initial public offering (IPO). Structure of ghana`s Agyapa Agreement – August 12, 2020 – After a series of meetings and exchanges of letters, the Attorney General writes to the Minister of Finance and approves the agreement subject to 7 outstanding amendments. .

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