As of 6 April 2016, all UK companies and UK LLPs (with the exception of companies traded on markets such as AIM and the Main Market of the London Stock Exchange) are required to maintain a new register called a Register of People with Significant Control (PSC Register). We have pulled together all relevant resources on this important development in company law. If you wish to discuss the PSC Register requirements further please contact any of the Key Contacts or your usual Bond Dickinson contact and we will be happy to help.

PSC Regime - "at a glance"

The PSC Register will contain details of the individuals and other legal entities that have "significant control" over the company/LLP (PSC)

All affected companies/LLPs must:

  • Identify any PSCs
  • Obtain the information to be entered into its PSC Register and confirm its accuracy. If the company/LLP does not have the information it will be required to take certain steps to try and obtain it

From 30 June 2016 details of the PSC Register will need to be filed with Companies House at least once every year along with the Confirmation Statement (which replaces the current Annual Return)

A person will be a PSC if that person:

  • Owns more than 25% of the company’s shares (directly or indirectly)
  • Owns more than 25% of the company’s voting rights (directly or indirectly)
  • Has the right to appoint or remove a majority of the board of directors of the company
  • Has significant influence or control over the company and/or
  • Has significant influence or control over a trust or firm which has significant control over the company.

A legal entity can be included in the PSC Register if it is required to maintain its own PSC Register or is an exempt company. The rules for LLPs are similar, with small differences.

Resources

Please click on the link below to access our secure site for company secretarial clients.This site contains a form of PSC Register and the recommended forms of notices and other related documents for our company secretarial clients to complete. If you are not currently one of our company secretarial clients but would like access to these resources, please contact any of the Key Contacts or your usual Bond Dickinson contact.

PSC Register - client secure site

Relevant legislation

The primary legislation is in Part 21A of and Schedules 1A and 1B to the Companies Act 2006 (as inserted by the Small Business, Enterprise and Employment Act 2015), supplemented by the Register of People with Significant Control Regulations 2016, the European Public Limited – Liability Company (Register of People with Significant Control) Regulations 2016 and The Limited Liability Partnerships (Register of People with Significant Control) Regulations 2016.

BIS and Companies House Guidance​

Detailed guidance on the PSC register requirements

Statutory guidance on the meaning of 'significant influence or control' for companies

Statutory guidance on the meaning of 'significant influence or control' for LLPs

Summary guidance, which provides a brief overview on the PSC requirements for companies

Guidance for individuals who may be PSCs

Companies House guidance on restricting the disclosure of information

Companies House guidance on restricting access to your address on the public register