Companies Obligated to Present Register Containing “Persons with Significant Control”

Recent amendments made to company legislation have subjected UK companies and those having interest in UK companies, to new requirements.

According to the new obligations, UK companies are currently obligated to present register with Persons with Significant Control (PSC). The register is required to include the complete details of UK companies’ beneficial owners.

The PSC register should be submitted to the Companies House. The Companies House will include the register within a public register. The introduction of the PSC will enhance UK companies’ transparency level.

The PSC requirement was introduced on 6 April 2016 and based on the provisions, UK companies are required to:

  • Name and Identify the individuals that hold significant control over the company as well as validate their personal information.;
  • Record and include all the details on the PSC register of the company;
  • Present & submit the PSC to the Companies House. The PSC will be added to the Confirmation Statement annually as of 30 June 2016. The PSC register will be updated continuously.

Companies are required to assess further than the people who own shares so as to identify the people and/or entities that hold significant control over the company.

A PSC is regarded as a person and/or entity whereby one or more of the following features applies:

  • Directly or indirectly is the owner of more than 25% of the company’s shares,
  • Directly or indirectly holds more than 25% of the voting rights,
  • Has the power to remove or appoint a majority of the board of directors of a company,
  • Holds the power to exercise significant control or influence over a company,
  • Holds the power to exercise significant control or influence concerning the activities of a firm or trust that is not a legal entity.

Each company must provide people and/or entities that must be included within the PSC with a month notice. Within the month, the people and/or entities should provide confirmation and validate their position within the company. Individuals and/or entities that believe must be included within the PSC are obligated to contact the given company.

The information included within the PSC register of a company must be evaluated and updated on a continuous basis. Companies are called to present a confirmation statement that affirms the information included in their PSC has been updated using the check & confirm procedure (former Annual Return). Companies that do not comply with the new regulations will face financial penalties as well as criminal convictions.