From 30 June, every UK company and UK registered LLP will need to notify Companies House of the information on its PSC Register (or why it is exempt from having one) when it files its Confirmation Statement.
The Confirmation Statement is the Companies House form replacing the Annual Return. On the Confirmation Statement a company must confirm at least annually that the information Companies House holds about the company is up to date as at the date of the statement. If the information is not up to date, the company must take appropriate steps to update the information before or at the same time as it submits the Confirmation Statement, either by filing the relevant form or by completing the relevant continuation sheets to the Confirmation Statement.
Although the format of the Confirmation Statement is different from the Annual Return, for the most part both forms cover the same ground, such as registered office, directors and company secretary, shareholders and share capital. What’s new about the Confirmation Statement is that it also requires the company to confirm the information on its PSC Register.
The PSC Register is a register that all UK companies (other than exempt listed companies) have been required to keep since 6 April of this year. It identifies and provides certain information about individuals and entities that qualify as having significant control of the company. When a company files a Confirmation Statement for the first time, it must provide the information on its PSC Register in its entirety (or confirm why it is exempt from having a PSC Register), using the relevant continuation sheets. In subsequent years, it will simply provide an update of any changes that have occurred on its PSC Register during the relevant period.
A Confirmation Statement must be delivered to Companies House within 14 days of the end of the ‘review period’, which is the period of 12 months beginning on the day after the end of the last review period or, for new companies, 12 months after the date of incorporation. A company’s first review period under this regime will end 12 months after the date to which the company’s last Annual Return was prepared. A company may make a Confirmation Statement before the end of the review period – but if does, the next review period will start on the day after the Confirmation Statement date, so that no review period will ever be longer than 12 months.
LLPs registered in the UK are also required to keep a PSC Register and file a Confirmation Statement.
For more information on the PSC Regime and how to identify those individuals and entities that must be included on a PSC Register, see our Law Now: Persons with Significant Control: prepare to comply.