The ‘person with significant control’ (PSC) register is one of the government’s changes that have not been as widely publicised, but it will affect most UK companies and LLPs.
As part of the Small Business, Enterprise and Employment act the annual return is being replaced by the confirmation statement that will need to be filed at least once a year. For most companies, this will be the first time you’re notifying Companies House of your People with significant Control.
What is the PSC register?
From tomorrow (6th April 2016) UK companies, LLPs and SEs need to keep a register of people with significant control.
A PSC is anyone in a company, LLP or SE who meets one or more of the following:
- owns more than 25% of the company’s shares
- holds more than 25% of the company’s voting rights
- holds the right to appoint or remove the majority of directors
- has the right to, or actually exercises significant influence or control
- holds the right to exercise or actually exercises significant control over a trust or company that meets one of the first 4 conditions.
The rules do not apply to any company subject to disclosure requirement of DTR 5 for e.g LSE main market and AIM companies.
The information that you will need to record and update is:
- Personal information such as your name, service address, DOB, nationality and usual residential address
- Details of the nature of the control exercised
- Whether an application has been made for the individual’s information to be protected from public disclosure
Another key point is that by 6th April 2016 the company’s PSC register must never be blank.
The company’s PSC register should be kept at your registered office and be made available to the public for inspection in the same way as for the register of members. They also need to be confirmed at least every 12 months and held on a publically searchable database, but don’t worry your usual residential address will not be displayed.
Moreover, from June 2016 companies will be able to elect to keep their PSC Register (as well as other statutory registers) at Companies House. Companies will also be obliged to provide free access to the PSC Register and copies of it to any person on request for a flat fee of £12 per copy.
What is the need for the PSC register?
The PSC register has been introduced as a part of the government’s ‘transparency measures’. It’s said to combat tax evasion, money laundering and terrorist financing through creating a full picture of both the legal and beneficial ownership of businesses. The EU has also introduced similar measures.
Furthermore, the previous government wanted to remove the ‘red tape’ for companies by simplifying the filing measures and this was their answer.
However, the rules only apply to UK companies and LLPs and not to foreign entities operating in the UK, which has led to criticism that it will make UK companies a less attractive option for investors. We will see whether this actually happens.
Very few companies have been made aware of this procedure, so if you have any questions on the PSC register and the actions that you need to take, then please call us on 0121 559 1071.
