New register of people with significant control - will your business be ready?

From 6 April 2016 all non-listed UK companies must comply with new rules to create a register of the people that have significant influence or control over them.

These registers will be open to public inspection. The requirements are one of the key features of the Government’s plan to achieve transparency in beneficial ownership of UK companies and are backed-up with criminal sanctions for non-compliance.

Who is affected?

Virtually all UK companies will have to set up a new statutory register of people with significant influence or control (PSCs) (similar to the registers of members or directors) from 6 April 2016. Only companies with shares traded on the London Stock Exchange, AIM or ISDX (or certain overseas markets) are exempt, as they are subject to other regulatory ownership disclosure rules. 

This means that wholly-owned subsidiaries, dormant companies, charities, other companies limited by guarantee, unlimited companies, plus limited liability partnerships, will all be caught by the new regime.

What is involved?

After creating its register, a company must take reasonable steps to investigate whether it has any PSCs. This will involve sending out information-seeking notices to relevant individuals or legal entities that might be PSCs, or to other people that might know the identity of the company’s PSCs. A company must always keep its PSC register up-to-date – this will include sending out more notices if it thinks that certain changes have occurred. 

There is a corresponding duty on a PSC to provide information about itself and its PSC status, when the company is in default of its obligations. 

The PSC register must never be empty. It must contain information about the status of the company’s investigation into its PSCs (using official wording), required particulars of any PSCs (name, address etc), plus details of the nature of their control over the company (again using official wording).

Find out more information

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Every piece of content we create is correct on the date it’s published but please don’t rely on it as legal advice. If you’d like to speak to us about your own legal requirements, please contact one of our expert lawyers.

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