By Todd Kwadwo Darko
The public discourse surrounding the Accra SkyTrain project has been clouded by fundamental factual mischaracterisations and an erroneous narrative concerning the expenditure of public funds. A rigorous examination of the official project agreements, board records, and trial disclosures demonstrates that the charges proffered against Professor Ameyaw-Akumfi rest on a flawed factual premise that confuses early-stage project development equity with the physical construction of railway tracks.
1. The Perceived Purpose vs. The Real Purpose of the US$2 Million Disbursement
The Perceived Purpose (The Charge Sheet Narrative)
The particulars of offence across all counts framed by the prosecution assert that former GIIF Chief Executive Officer Solomon Asamoah and former Board Chairman Professor Christopher Ameyaw-Akumfi disbursed the sum of US$2,000,000.00 to Africa Investor Holdings Limited “purportedly for the building of an urban sky train system in Accra, which system was never built.”
This narrative presents the transaction as though public funds were paid out under an engineering, procurement, and construction (EPC) contract to lay rail tracks and build physical stations, only for the contractors to abandon the site.
The Real Purpose (The Uncontroverted Contractual and Financial Record)
The documentary evidence tendered before the High Court including the Memorandum of Agreement (MoA) dated 8 November 2018, the Shareholders’ Agreement dated 9 January 2019, and the Audited Financial Statements of GIIF for 2019 (Exhibit 21) and 2020 (Exhibit 22)—proves that:
Equity Acquisition, Not Civil Construction: The US$2,000,000.00 transferred on 4 March 2019 was not a construction advance payment. It was an equity investment paid to acquire a 10% equity stake in the project development vehicle, Ai SkyTrain Consortium Holdings (incorporated in Mauritius), which in turn established an operating subsidiary in Ghana, Ghana SkyTrain Limited.
Statutory Mandate: Under the Ghana Infrastructure Investment Fund Act, 2014 (Act 877), GIIF is explicitly mandated to mobilize, coordinate, and invest financial resources in a diversified portfolio of infrastructure assets. GIIF participated as the designated “anchor equity investor and local project development partner” to co-finance early-stage project development.
Audited Recognition: GIIF’s external auditors independently audited and booked this expenditure as an equity investment in a development special purpose vehicle (SPV), confirming that the shares were duly allocated and held.
Absence of Personal Benefit or Diversion: The prosecution’s principal investigator (PW3) admitted under cross-examination that not a single dollar of the US$2,000,000.00 was diverted, misapplied, or appropriated for the personal benefit of Professor Ameyaw-Akumfi or any other individual.
2. The Project Network and Envisaged Transit Corridors
The Accra SkyTrain Project was initiated to address severe vehicular congestion within the Greater Accra Metropolitan Area by creating a grade-separated, elevated light rail mass transit network.
Under the framework established between the Ministry of Railways Development (MoRD) and Africa Investor Holdings in the initial Memorandum of Understanding (MoU) of 22 February 2018, four priority corridors were designated:
1. Tema/Ashaiman to Accra Central
2. Amasaman to Accra Central
3. Ayi Mensah–Madina–Adenta to Accra Central
4. The Kwame Nkrumah Circle Central Transit Area
Under the subsequent tripartite Memorandum of Agreement (MoA) dated 8th November 2018, executed between MoRD, Africa Investor Holdings, and GIIF, the network route architecture was formally structured into three sequential phases across specific commuter loops:
Pink Route: Kwame Nkrumah Circle – Adenta West – Madina (and return)
Green Route: Kwame Nkrumah Circle – Pokuase (and return)
Gold Route: Pokuase – Adenta West (and return)
Blue Route: Kasoa via Accra Mall to Ashaiman (and return)
Dedicated Feeders: Shiashe Shuttle and Tema Shuttle
Black Route: Kwame Nkrumah Circle – Downtown Commuter Loop
3. Estimated Costs and Pre-Feasibility Metrics
The preliminary technical assessment and pre-feasibility framework completed in 2018 benchmarked the elevated transit system at high-capacity urban mass transit standards:
Unit Capital Cost: The indicative capital expenditure was estimated at approximately US$10,000,000.00 per kilometre for the elevated guideway, running track, and modular station systems.
Operational Characteristics: The network was designed as an automated, high-frequency, elevated mass rapid transit system with operating train speeds ranging between 60 km/h and 200 km/h (for high-specification system segments), achieving rapid turnaround times to reduce commuter transit hours across the capital from several hours to minutes.
Commercial Viability and Total Capex: Across the entire multi-phase network, the capital investment was projected at approximately US$2.6 billion, structured entirely on a Design, Build, Finance, and Operate (DBFO) concession model to be funded predominantly by international private equity and non-recourse project finance debt, requiring zero sovereign borrowing from the national treasury.
4. Terms of Reference (TOR) and Mandate of Africa Investor Holdings
The prosecution has sought to portray Africa Investor Holdings as having failed to deliver a physical railway line. However, the contractual terms of reference laid out in the MoU, the MoA, and the January 2019 Shareholders’ Agreement define Africa Investor’s role as the Lead Project Developer, charged exclusively with upstream project preparation, bankable structuring, and consortium management:
1. Conducting the Bankable Feasibility Study (BFS): Africa Investor was tasked to undertake geotechnical investigations, route alignment verifications, legal/environmental impact assessments, and financial modeling necessary to satisfy international commercial banks and multilateral financiers.
2. Procurement of Transaction Advisors: Africa Investor was required to prepare a detailed Scope of Work (SOW) and oversee the competitive selection of an international Transaction Advisor (TA) to steer the project to commercial and financial bankability.
3. Structuring the Consortium and EPC Procurement: Africa Investor was mandated to complete technical design specifications, package the Request for Quotation (RFQ) documents, and competitively select a Tier-1 Engineering, Procurement, and Construction (EPC) contractor (incorporating international partners such as WBHO and technology providers Aeromovel).
4. Operations & Maintenance Structuring: Negotiating and preparing long-term Operations and Maintenance (O&M) contracts and establishing fare-box collection architectures and ticketing strategies.
5. Capital Raising and Financial Close: Structuring the financing package to achieve Financial Close by raising limited-recourse and non-recourse private commercial debt and export credit agency guarantees, thereby insulating the Ghanaian Government and GIIF from sovereign balance sheet exposure.
The delivery of physical rail infrastructure was conditioned upon reaching Final Investment Decision (FID) and Financial Close following the bankable feasibility phase. Holding project developers criminally liable for not delivering physical trains during the initial feasibility and pre-development phase demonstrates a failure to understand global project finance and infrastructure development.
5. Corporate Governance, Board Authorisation, and Internal Controls
The assertion that Professor Ameyaw-Akumfi and Solomon Asamoah acted unilaterally without board approval is contradicted by GIIF’s internal records:
Investment Committee Sanction: On 28 September 2018, GIIF’s Investment Committee formally approved the Accra SkyTrain project development contribution (Exhibit 24).
Board Approval of 24 October 2018: Minute 7.1 of the GIIF Board Meeting of 24 October 2018 (Exhibit 4)—recorded and certified by the Acting Board Secretary—explicitly states:
“…following the approval by the Board, that the sum of 2 million dollars be invested in the Accra Skytrain project upon a request by Ministry of railways with GIIF as the anchor investor in return for 10 percent stake in the Skytrain project, a memorandum of understanding was to be executed in South Africa.”
Budgetary Review and Audit Committee Approval: In January 2019, the Addendum to GIIF’s 2019 Budget Estimates (Exhibit 29A) submitted to the Board’s Audit Committee expressly captured the SkyTrain Project under “already Board Approved Projects” with a dedicated drawdown of US$2,000,000.00 for project development equity. The Audit Committee raised no objection whatsoever.
Institutional Disbursement Controls: GIIF’s approved disbursement policy mandates joint executive sign-offs (the CEO and the Board Chairman) for payments exceeding GH¢500,000.00, processed entirely through the internal Finance Department. Professional finance officers processed the transfer instruction only after satisfying themselves that signed board minutes and approvals existed.
Auditor-General Findings: The Auditor-General’s Report (Exhibit 20, Paragraph 928) never made a finding of fraud, misappropriation, or criminal dissipation. It merely advised management to continue monitoring the recoverability of the investment.
6. Obligation for Statutory and Parliamentary Approvals
The prosecution has repeatedly raised the absence of Parliamentary approval under Article 181(5) of the 1992 Constitution as a ground for criminal culpability.
Under Clause 4 of the Tripartite Agreement (Exhibit B) and the Concession Agreement (Exhibit H), the legal obligation to sponsor, facilitate, and secure all cabinet, statutory, and Parliamentary approvals lay exclusively with the Ministry of Railways Development (MoRD) as the sector ministry representing the Republic of Ghana. GIIF was an equity participant in the project development vehicle, not the concession grantor or the sector ministry. A non-executive Board Chairman of an investment fund cannot bear criminal liability for the failure of a central government ministry to place concession documentation before Parliament.
7. Supervening Macroeconomic Events and Project Disruption
The suspension of the Accra SkyTrain project was not the result of corporate negligence or criminal dissipation. As established during the cross-examination of the prosecution’s witnesses:
Following the execution of project agreements in 2019, the global economy was struck in early 2020 by the COVID-19 pandemic, resulting in worldwide lockdowns, travel halts, the freezing of international capital markets, and the paralysis of cross-border infrastructure initiatives.
This global force majeure event, combined with severe domestic macroeconomic turbulence and the subsequent Domestic Debt Exchange Programme (DDEP), disrupted the timeline for conducting field engineering surveys, international stakeholder negotiations, and commercial debt syndication.
Conclusion
Professor Christopher Ameyaw-Akumfi served the Republic of Ghana and GIIF with integrity, fidelity, and strict adherence to established corporate governance standards. The US$2,000,000.00 investment was a legitimate equity transaction executed in pursuit of GIIF’s statutory mandate under Act 877 to deliver a modern mass transit system for the people of Greater Accra.
The defence team remains confident that an objective assessment of the evidence will demonstrate that the Second Accused committed no offence, and that the prosecution’s case conflates standard infrastructure development equity with criminality.
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