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29 January 2016

Have you started work on your register of persons of significant control?

The legal requirement for companies to keep a register of persons of significant control (PSCs) is coming into force on 6 April 2016. The time has come for companies and limited liability partnerships (LLPs) to take action or risk potential criminal liability and penalties.

The PSC register is intended to improve corporate transparency and forces companies to disclose details of the individuals who have the power to exercise control over them. The legislation dealing with the PSC register initially only covered company compliance, but the Government has since confirmed that the rules will be extended to LLPs.

A PSC will be any individual who:

  • Holds, directly or indirectly, more than 25% of a company’s shares;
  • Is entitled, directly or indirectly, to exercise (or control the exercise of) more than 25% of the voting rights in a company;
  • Is entitled, directly or indirectly, to appoint or remove (or control that appointment or removal) of a majority of a company’s directors; or
  • Has the right to exercise significant influence or control over a company.

Once a company has identified who their PSCs are, they will need to compile a register. The register must include the PSCs name, service address, date of birth and nationality. The register will also need to set out the reasons the individual is considered by the company to be a PSC.

From 6 April 2016, all companies will be required to keep an internal PSC register and the details held on the register will need to be filed (and maintained) with Companies House from June 2016. The responsibility for establishing and maintaining the register sits with the officers of the company. The PSCs themselves are also under an obligation to provide the relevant information.

Draft guidance on how the PSC register will work in practice has recently been published and you can read the draft documents here. This guidance remains in draft form but we are told it should be finalised in the next few weeks; and we will report on the guidance in detail in due course.

If you have any queries on the content of this article, or require any assistance to identify who your company’s PSCs are, please contact commercial@steeleslaw.co.uk.