Reading: PSC register now a requirement for all UK companies, says Blandy & Blandy

Blandy & Blandy LLP, the Reading-based law firm, has issued a reminder that from April 6 all UK companies (including dormant companies, companies limited by shares, companies limited by guarantee and community interest companies) and partnerships are legally obliged to maintain a persons of significant control (PSC) register, which must be available for public inspection.

From June 30, this information will need to be filed at Companies House. Failure to comply becomes a criminal offence.

Christopher Wilson, a solicitor at Blandy & Blandy, explained: “All UK companies and LLPs will need to keep a PSC register, except those which are already subject to the disclosure requirements under chapter five of the Financial Conduct Authority’s disclosure and transparency rules, and certain other companies already required to make similar disclosures.

“A person of significant control (PSC) is defined as an individual who meets one or more of the five specified conditions: holds, directly or indirectly, more than 25% of the shares in a company; holds more than 25% of the voting rights; has the right to appoint or remove a majority of the board or directors of a company, or to exercise significant influence or control over it; or has the right to exercise significant influence or control over the activities of a trust or firm in which the trustees or members of the firm meet one of the first four criteria.”

Wilson continued the explanation: “If a UK company (or a listed overseas company) meets one or more of the conditions for individuals, and is a shareholder in a company, then it should be included in the PSC register. A corporate shareholder in this situation is referred to as a Relevant Legal Entity (RLE). 

“A statutory duty is imposed on a company to take ‘reasonable steps’ to investigate and obtain information about its PSCs and registrable RLEs. Where a company does not have any PSCs or registrable RLEs the PSC register should include a statement to that effect. The PSC Register must never be left empty.

“Failing to take reasonable steps to investigate or obtain information for the PSC register is a criminal offence and the company and every officer in default may be subject to a fine and/or up to two years’ imprisonment.”

Blandy & Blandy LLP provides a company secretarial service to maintain a PSC register and submit the relevant information on an annual basis via the confirmation statement (the upcoming replacement to the annual return currently submitted by all companies).