With the introduction of the Small Business, Enterprise and Employment Act 2015, companies, limited liability partnerships and Societas Europaea must compile and keep up to date a register of people with significant control.
This register must be established by entities from 6 April 2016 and the information will need to be filed at Companies House from 30 June 2016.
PSC is the new term for the policy previously known as beneficial owners. Entities will be required to identify any person or relevant legal entity with significant control and keep information about them in a register for public inspection – that register can be held by the entity or be held online at Companies House. Information requirements will be the same as it currently is for directors, PSC information will be provided to Companies House on incorporation and then every year on the Check & Confirm, including any changes that have occurred during the year. Check & Confirm is the replacement procedure for the annual return from 30 June 2016.
Entities will need to keep their register up to date at all times.
The five specified conditions for PSCs are:
Own 25% of shares
Own 25% voting rights
Own the right to appoint and remove the majority of the board of directors
Significant influence or control over a company
Trusts, partnerships etc.
BIS have confirmed that, where for example a British Virgin Islands (BVI) registered company owned a UK company, information about the PSCs of the BVI company would have to be disclosed. A criminal penalty could be levied for failure to comply. The company could also take steps to freeze the shares in certain cases.
Information about a PSC needs to be confirmed by the PSC before it is entered on the register.
If the entity does not have any PSC’s then the register must record this fact it cannot be left blank.
