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From 6th April 2016 all UK companies (other than certain publicly traded entities) and Limited Liability Partnerships (LLP’s) must identify and register relevant persons who have significant control (PSC) over a company or LLP. This is a legal requirement and those failing to comply could be committing a criminal offence and could be fined and/or imprisoned.
What does a company or LLP need to do?
An officer of the company is required to:
How do I identify a person with significant control?
A person with significant control is an individual who meets at least one of the following conditions in relation to your company:
A person with significant control is an individual who meets at least one of the following conditions in relation to your LLP:
What is a Relevant Legal Entity (RLE)?
A PSC is by definition an individual (see full guidance for any exceptions). However, the company might be owned or controlled by a legal entity, not an individual. The PSC register must include the legal entity’s details if it is both relevant and registrable in relation to the company.
Any legal entity is relevant if it meets any or more of the five conditions for a PSC and it keeps its own PSC register. This applies also to legal entities subject to Chapter 5 of the Financial Conduct Authority’s Disclosure and Transparency Rules (DTRs) or where it has voting shares admitted to trading on a regulated market in the UK or EEA (other than the UK) or on specified markets in Switzerland, the USA, Japan and Israel (please refer to the full guidance for further details).
An RLE is registrable in relation to the company if it is the first legal entity in the company’s ownership chain.
What information is required on the PSC Register?
The register will hold information about the identity of the individual similar to that already held at Companies House. In addition, the register will disclose the date the individual became a PSC and stipulate which of the five conditions for being a PSC are met. Where protection from public disclosure is sought then this too shall be disclosed.
To read the summary guidance from Companies House, please click here.
To read the detailed guidance from Companies House, please click here.
If you need help or to get more information please contact us.
Tel: 020 7447 9000