Finance Minister, Ken Ofori-Atta
The Herald, has identified thorny issues in the establishment of the Special Purpose Vehicle (SPV) by the Akufo-Addo government in the management of Ghana's Mineral Income Investment Fund (MIIF) under Act 2018, Act 978, which needs quick and clear clarification from the Minister of Finance, Ken Ofori-Atta, who is actively involved in the transaction to settle nerves.
But among all the claims, the most serious is that, the country has since time immemorial been receiving royalties from gold mining, and in three years now, about US$350 million, have been received into the mineral fund under the Ministry of Lands, Forestry and Natural Resources, therefore, no need to create an offshore company at St. Helier, Jersey, a British Island managed by independent individuals with administrative expenses and secretariat to service.
Also cited among the issue, is the secret appointment of the son of Senior Minister, Yaw Osafo-Marfo, as Chief Executive of the offshore company, Agyapa Royalties.
Kofi Osafo-Marfo, is currently a Deputy Director-General of in-charge of Investment and Development at the Social Security and National Insurance Trust (SSNIT), but has been acting as the CEO of Agyapa Royalties, which until recently was Asaase Royalties Limited.
The Herald has a copy of a document he sent to President Akufo-Addo over the transaction. It was received May 14 , 2020 by the Office of President, Jubilee House.
The appointment of the Senior Minister's son, described as an investment banker, playing a dual role, reinforces the family and friends debacle – nepotism and cronyism- which is hanging around the neck of the Akufo-Addo government.
So far, the impression created is that, a criminally-minded gang operating in the Akufo-Addo government, have succeeded in changing existing law on mining and inserted themselves as financial engineers under the guise of using Ghana's mineral royalties as collateral to raise loans for investment into healthcare, agriculture, basic infrastructure etc.
Thirdly, the establishment of the Agyapa Royalties, as an offshore company in a tax haven, which is 51percent owned by the state of Ghana, with 49percent going to shareholders when it is eventually listed on the London Stock Exchange and Ghana Stock Exchange, has also raised eyebrows among many Ghanaians.
Fourthly, the change of name to Agyaapa Royalties from Asaase Royalties Limited which has a striking resemblance with Gabby Asare-Ochere-Darko's Asaase Radio, had also created a huge problem for the company, which on paper looks impressive.
Fifthly, Gabby Asare-Ochere-Darko's law firm; African Legal Associates together with Bentsi-Enchill, Letsa &Ankomah ("BELA") as the Ghanaian legal advisors to the transaction, but the involvement of Gabby, a cousin to the President, Nana Akufo-Addo to the transaction, again giving the impression of a raid by the president's family.
But there is yet another legal firm based in the United Kingdom which is working on other aspects of the transaction towards having a credible company listed on the London Stock Exchange, which insists on integrity, and won't countenance anything criminal.
There have also been concerns about who the transaction advisors are, how they were selected and how much they are charging Ghana. This comes amid claims that, some of the transaction advisors are from Databank, owned by Ken Ofori-Atta.
Additionally, concerns have been raised about the appointment of a UK-based Communications firm; Buchanan Communications Ltd. Which operates as a financial and corporate communications consultancy firm. Its services include financial and corporate public relations, investor relations, crisis management and financial calendar work.
But the Chairman of the Finance Committee of Parliament, Mark Asibbey-Yeboah, has attempted some explanation, saying there is nothing sinister about the change of name of Agyapa Royalties limited – the company which will manage royalties from Ghana's minerals – in the coming years.
Speaking to Francis Abban on the Morning Starr on Tuesday, the outgoing New Juaben South MP, said the parliamentary committee asked owners of the company to change the name because there were too many other companies with similar names.
"So when it came to parliament, we decided to change the name. The decision to change the name from Asaase to Agyapa Royalties Limited, was because there were so many mining companies with the same name at the Registrar-General's office," he said.
He also dismissed the Minority's basis for boycotting the passage of the deal.
"The Agyapa company is not 100% owned by the shareholders. Government of Ghana still holds 51%. We have seen so many things that didn't have the blessing of the minority. It's an election year and you don't expect them to applaud government for putting together such a beautiful deal".
Parliament passed the Minerals Income Investment Fund Act 2018.The act establishes the Minerals Income Investment Fund to manage the equity interests of Ghana in mining companies, and receive royalties on behalf of government.
The fund is supposed to manage and invest these royalties and revenue from equities for higher returns for the benefit of the country. The law allows the fund to establish Special Purpose Vehicles (SPVs) to use for the appropriate investments. Last month, government introduced an amendment to the act to ensure that the SPVs have unfettered independence.
The minerals royalties investment agreement between the government of Ghana and Minerals Income Investment Fund, Agyapa Royalties Limited and ARG Royalties Ghana Limited is concerning Gold Royalties Monetisation Transaction under the Minerals Income Investment Fund Act, 2018 (Act 978).
The Minerals Income Investment Fund is headed by Lawyer Yaw Baah, former NPP MP for Kumawu.
Promoters of the deal, have insisted that the arrangement would immediately make available US$500 million, once it is executed and the remaining half later.
The change of name was authorized by George Mireku Duker, the board chairman of the MIIF, who is supposed to be representing the interest of the State of Ghana.
Mr Duker, the New Patriotic Party (NPP) Member of Parliament (MP) for Tarkwa-Nsuaem, signed the board resolution that allowed Asaase Royalties to change its name to Agyapa Royalties.
The Resolution reads: "…We being the sole member of the company who would, at the date of these resolutions, have been entitled to vote…pass the following resolution…The Company change its name from Asaase Royalties Limited to Agyapa Royalties Limited."
Former Energy Minister, John Jinapor, has raised serious questions about the Agyapa deal, describing it an illegality.
Ghana makes approximately US$200 million from mineral royalties every year, however, by the Agyapa transaction, the Akufo Addo administration has given the company and its subsidiaries the greenlight to raise between $500 million and $750 million for the government and in return for this future resources from gold royalties will go to Agyapa shareholders, instead of the Mineral Investment Fund
Critics have pointed out that this arrangement has essentially mortgaged Ghana's mineral royalties to Agyapa forever.
"This transaction is opaque, this transaction does not satisfy best practices; this transaction is inimical to this country. This another Ameri in the making; this is another PDS in the making," charged John Jinapor, former Energy Minister in Parliament last Friday, when the transaction was rubber stamped by the NPP Majority, despite a walk-out by the minority.
He questioned whether President Akufo-Addo, would have given away such juicy terms to another company, if Ghana was his private company. He warned that a future NDC government will ensure that those behind the transaction are dealt with decisively saying he had vowed upon entering parliament be truthful and sincere in all his dealings in the House.
Incidentally, the drafters who amended the MIIF Act in favour of Asaase/Agyapa inserted in it that the company is neither subject to Ghana's tax laws, nor is it subject to Ghana's' Public Financial Management Act, 2016 (Act 921) which makes managers of such public funds accountable to the people of Ghana but the promoters have insisted that MIIF is in-charge of Agyapa Royalties, hence can be summoned to Parliament anytime to render an account on its operations.
