Are you ready for the PSC register? New rules from 6 April
14 March 2016
The Small Business, Enterprise and Employment Act 2015 (SBEE) materially reforms UK company law with key changes being implemented in different stages.
One of the changes is the introduction of a central public registry of those individuals or entities who have significant control of UK companies (known as PSCs and RLEs).
From 6 April 2016 companies and limited liability partnerships (LLPs) must keep a register of individuals or legal entities that have significant control over them (known as a PSC register).
From 30 June 2016 onwards companies and LLPs will have to deliver this information to the central public register at Companies House when making a confirmation statement. (It is anticipated that this requirement will tie in with the requirement for companies to submit an annual confirmation statement rather than an annual return.)
From 30 June 2016 those setting up a new company or LLP will have to send a statement of initial significant control to Companies House, alongside the other documents needed when applying to incorporate.
Who is a person with significant influence or control (PSC)?
Companies – if a person holds, owns or controls more than 25% of a UK company’s shares or voting rights, or who otherwise exercises significant influence or control over the company or its management.
LLPs – if a person holds the right to more than 25% of the assets on a winding up, holds more than 25% of the voting rights, or holds the right to appoint or remove a majority of management.
This is a brief summary of who can be called a PSC. For detailed statutory guidance on understanding the meaning of significant influence or control please click on these links if you are a company or an LLP or visit www.icsa.org.uk
Risk of non-compliance
The majority of UK companies will need to comply with the provisions of these obligations or risk being convicted of a criminal offence, (broadly speaking, UK listed companies are exempt as they are already subject to disclosure requirements under their listing rules). The offence is punishable by a fine and/or up to two years imprisonment.
Next steps
Over the next few months an officer of the company should:
identify PSCs in the company and confirm their details using the guidance above
record the details of the PSC on the company register
provide the information to Companies House as part of the confirmation statement
update the information on the company register as and when it changes, and update at Companies House when it makes its next confirmation statement.
The PSC register can never be blank. Where for some reason, the PSC information cannot be provided, other statements will need to be made explaining why the PSC information is not available.
Our legal experts have been busy sharing valuable expertise in their first series of free webinars for employers, and businesses across the county who missed the live events can now…
The Coronavirus Business Interruption Loan Scheme (CBILS) has thrown a much-needed lifeline to businesses experiencing cashflow difficulties as a result of the coronavirus outbreak. 17 December 2020 Today, Rishi Sunak…
The global outbreak of coronavirus (COVID-19) and the government’s resulting emergency measures have had severe implications for many businesses. Read on for answers to some frequently-asked questions on corporate &…
We use cookies on our website to give you the most relevant experience by remembering your preferences and repeat visits. By clicking “Accept”, you consent to the use of ALL cookies.
This website uses cookies to improve your experience while you navigate through our website. Out of these cookies, the cookies that are categorised as necessary are stored on your browser as they are essential for the working of basic functionalities of the website. We also use third-party cookies that help us analyse and understand how you use our website. These cookies will be stored in your browser only with your consent. You also have the option to opt-out of these cookies but it may affect your browsing experience on our website. You can find our cookie policy here.
Necessary cookies are absolutely essential for our website to function and enable core functionality such as security and accessibility. These cookies do not store any personal information. You can block these cookies by changing your browser settings, but this may affect how the website functions.
We use performance cookies such as Google Analytics to help us count the number of visitors and to see how visitors move around our website when they are using it. This helps us to improve the way our website works, for example, by ensuring that users are finding what they are looking for easily. The cookies collect information in a way that does not directly identify anyone. For more information on how these cookies work, please see our cookie policy.