Code of Conduct

A. GVCA is an association whose objectives include promoting the highest ethical and
professional standards within the private equity and venture capital industry in Ghana.
B. Full and Associate Members of GVCA (‘Members’) shall abide by this code of conduct
(‘Code of Conduct’) and any other standards issued from time to time by the governing
council of the association (the ‘Council’).
C. Members shall require their directors, employees and representatives to abide by this
Code of Conduct.
D. Definitions contained in the Constitution and Rules of GVCA apply to this Code of
Conduct.

A. Members shall promote and maintain ethical standards and shall at all times deal fairly
and honestly with Members and with companies seeking private equity and/or venture
capital funds
B. Members shall conduct business in a professional manner, and will not engage in
practices that may be damaging to the image and reputation of GVCA or those involved
in the investment of private equity and venture capital funds primarily in unlisted
companies (‘the Industry’).
C. Members shall not malign, defame or unfairly criticise any other member in any dealings
with proposed client companies or otherwise.
D. In business dealings, Members will identify conflicts of interest diligently and disclose
them to all parties involved.
E. Members who sponsor investment syndications with other parties, whether members of
GVCA or not, must operate on the basis of full disclosure to such other parties.
F. Members shall respect confidential information supplied to them by companies seeking
private equity or venture capital or by companies in which they have invested.
G. Members will not accept into their private equity or venture capital funds under
management (‘Fund’) capital from unspecified sources. Members shall adhere to all
existing Anti-Money Laundering guidelines in force locally and internationally.
H. Members will not use their Funds to promote their own interests or the interests of their
directors, managers, employees and representatives, except to the extent that they
benefit from the success of such Funds through established compensation and/or
profit-sharing contracts.
I.
Members shall not misuse or take improper advantage of their position in GVCA

A. Standards should be met for:
I.
Record keeping, to ensure that proper records are kept to describe accurately,
completely and fairly the services provided.
II.
Reporting, to ensure that each Investor receives a full, fair, timely and clearly
stated account of the management of their investment.
B. Fund agreements, where applicable, should detail agreed investment objectives and
investment powers

A. Members shall ensure strict observance of all laws and regulations relevant to the
conduct of their business.
B. As laws and regulations for doing business vary in different jurisdictions, Members must
be diligent in understanding the laws and regulations applicable in Ghana, and must
ensure strict adherence to such laws and regulations.
C. Members shall deal with regulators in an open and cooperative manner and keep them
informed of relevant matters concerning their activities.

A. Members recognise that their primary business is building the value of investee
companies, which will result in the Fund generating medium to long-term capital gains.
B. Membership implies a potential active involvement by Members in investee companies.
Conflicts of interest that may arise as a result of the Member’s nominee director
attempting to ethically discharge his fiduciary duties as a director of the investee
company, must be declared to the relevant parties.

A. Members shall endeavour, where appropriate, to adopt standards for measuring and
reporting investment performance that conform with the valuation guidelines adopted
by GVCA.

A. Objective measurement of the industry is a credible way to justify the performance of
private equity as an asset class. The perception of private equity as an asset class is of
vital importance to the industry, at both a wholesale and retail level. To obtain an
objective measurement of the performance and status of the Industry, GVCA will from
time to time distribute to Members performance and other surveys for completion.
Members are strongly encouraged to complete such surveys.

 Members must ensure that in placing advertisements for their services or products, that
they comply with regulatory requirements and meet professional and ethical standards

Members should exercise care when talking to members of the media, and should make every
effort to convey an accurate representation of the facts. In situations where members of the
media misconstrue information supplied by a Member, that Member has a duty to request the
journalist to publish a correction in as prominent a manner or position as the original
information.

A. A. If a complaint is made to GVCA regarding the conduct of a Member, or if the Council
believes that the conduct of a Member should be investigated, then the Council will
appoint a committee to investigate the matter (the ‘Committee’). The Committee will
comprise five members, one of whom will be the chair. For a person to be eligible for
appointment to the Committee, the Council shall be satisfied that the prospective
appointee has no bias toward the Member whose conduct is the subject matter of
investigation.
B. The Committee shall be entitled to require any Member to give an explanation of, or
provide any information or access to information, required by the Committee regarding
any conduct or alleged conduct of such Member which the Committee considers is or
may be:
I.
II.
III.
prejudicial to the objectives of GVCA
prejudicial to the image and reputation of GVCA or
is in breach of this Code of Conduct.
C. Unethical conduct includes, but is not limited to, any evasive action intended to conceal
non-compliance with this Code of Conduct.
D. If the Committee finds that a Member is guilty of conduct which is in breach of this Code
of Conduct, is otherwise unbecoming of a member or is prejudicial to the objectives of the
association, the Committee will have the power to censure, suspend or expel the
Member.