- TOR Looks to the GSE for Capital and Insulation from Political Interference
Tema Oil Refinery’s plan to attract private investors and target a Ghana Stock Exchange listing by 2028 is being presented as a route to stronger governance and protection from political interference.
The proposal carries a larger question for a strategic state-owned company: can a change in ownership and oversight make its commercial decisions more durable than the political cycle?
Managing Director Edmond Kombat says private participation, potentially including pension funds, could bring independent directors onto the board and make the refinery “more secured and more sustainable”.
He argues that a listing could make it harder for future administrations to allow the company to collapse again.
That is an ambitious case for public listing. But listing shares does not, by itself, insulate a company from political influence, repair its finances or ensure reliable operations. Those outcomes depend on the shareholding structure, the authority given to the board, the quality of disclosure and whether the state is prepared to accept independent scrutiny.
The proposal also represents a significant possible shift for a company that remains wholly state-owned.
The 2024 State Ownership Report identifies government as TOR’s sole shareholder and describes its business model as including the transfer, blending, loading and storage of petroleum products for bulk distribution and oil marketing companies. Its reported figures for that year show operating revenue of GH¢388.31 million against an operating loss of GH¢1.54 billion.
Those figures do not tell the whole story of TOR’s current performance. They do, however, illustrate the scale of the financial and operational challenge that any investor would need to assess.
A listing could give the refinery access to domestic capital, but investors will want to know whether the business can generate sustainable cash flows and how its historic obligations will be treated.
The refinery’s management has separately said it wants to record at least three consecutive years of sustained profitability before a planned listing. It has also reported that negative equity fell from GH¢7.5 billion to GH¢5 billion by the end of 2025.
These are management’s stated milestones and reported figures; they do not yet amount to proof that the proposed listing can proceed on schedule or that the company has resolved its underlying financial pressures.
The distinction between raising capital and fixing a business is central. New shareholders can provide funds for working capital, rehabilitation or expansion, but fresh money can be absorbed quickly if operating losses persist or obligations remain unclear.
Before an offer, prospective investors are likely to look for reliable audited accounts, a credible balance sheet, clarity on debt and evidence that the refinery can operate commercially.
A public listing could also change the way decisions are made. Shareholders would expect timely information about performance, risk and strategy. Independent directors could bring oversight that is less exposed to the priorities of a single owner.
But those potential benefits depend on the board having real authority and on the company publishing information that investors can test.
The state’s role would require particular clarity. Government could remain the controlling shareholder while selling a minority stake, or it could invite a broader transfer of ownership.
The announcement does not specify how much equity might be offered, what level of control the state would retain, or what governance safeguards would accompany the transaction.
Those details will determine whether private capital is a genuine check on management and political direction or simply an additional source of funds.
For pension funds, the question is not only whether TOR is strategically important. It is whether the expected return justifies the risk and whether governance arrangements protect beneficiaries’ savings.
A listing may broaden access to investment in a nationally significant asset, but institutional investors need clear shareholder rights, transparent reporting and confidence that commercial decisions will not be repeatedly overridden.
The refinery operates in a market where buyers have alternatives. Ghana’s downstream petroleum sector includes imports, refining, storage, transport, marketing and sales.
The market is deregulated, with restrictions on importing crude and finished products removed and prices liberalised. TOR must therefore compete for customers and feedstock while also managing the operational demands of refining.
That competitive setting makes the proposed listing inseparable from operational performance. Investors will want to see whether TOR can secure crude supply, maintain its plant, produce fuels to specification, and sell at prices that attract buyers.
A refinery can hold strategic value for national supply, but shareholders will still ask whether its commercial model can cover costs and support investment.
Political insulation is also difficult to achieve through ownership alone. Government may have legitimate reasons to pursue energy security or protect consumers, but those objectives can conflict with the refinery’s commercial interests.
A listed TOR would need a transparent way to distinguish public-service obligations from ordinary business decisions, including how any public mandate is funded.
There is a risk that expectations about the stock market will outrun the necessary reforms. The exchange can provide a route to capital and scrutiny, but it cannot substitute for credible accounts, professional management, predictable policy and a clear strategy.
If investors are asked to finance a company without knowing the scale of its obligations or how it will be governed, the listing could struggle to attract meaningful demand.
TOR’s ambition may nevertheless be a useful opening for a broader debate about state-owned enterprises. Public assets need not remain closed to private investment, but a sale of shares should come with stronger accountability.
The objective should be to make the refinery less vulnerable to short-term political decisions while preserving transparent public oversight of an asset with strategic importance.
The test, then, is not simply whether TOR can list by 2028. It is whether the company can demonstrate sustained profitability, disclose a credible financial position and establish governance rules that survive changes in government.
Investors can help strengthen those disciplines but only if they are given enforceable rights and reliable information.
A listing could give TOR a new source of capital and a wider group of stakeholders with an interest in its performance. It cannot guarantee that political interference will end.
The more durable safeguard would be a governance framework that makes intervention visible, accountable and costly, while giving management room to run the refinery on commercial terms.
Kombat’s proposal has put that challenge on the table. The next phase must show how the refinery intends to turn a 2028 listing target into a credible investment proposition and how private participation would change the decisions that have shaped TOR’s financial and operational history.
