The Economic Crime and Corporate Transparency Act 2023 (the Act) came into force on 26 October 2023, aiming to improve ownership transparency and accuracy of information on Companies House by implementing a number of changes applicable to all UK companies.

These changes are being implemented gradually and it may take some time for all of the measures to be fully implemented. Below we address some of the key changes that have been and that are yet to be implemented.

Key measures implemented from 4 March 2024:

• Registrar’s powers

The registrar has now greater powers to query and challenge information that may be incorrect or inconsistent with information they hold. Stronger checks will also be carried out on company names which may give a false or misleading impression.

• Statement of lawful purpose

Upon incorporation of a new company, the members will need to confirm they are forming the company for a lawful purpose. The company will also need to confirm that its intended future activities are lawful each time they submit their annual confirmation statement.

• Registered office address

Companies must ensure their registered office address is an appropriate address at all times. A PO Box address is no longer an appropriate address.

• Registered email address

All companies are now required to provide a registered email address, which Companies House will use to communicate with the company. New companies will need to give a registered email address in the application, while existing companies will need to provide an email address when filing their next confirmation statement.

Some of the key upcoming measures:

• Identity Verification

This is perhaps one of the most significant measures to be implemented, and will apply to the following:

• all individuals who are directors;
• all individuals who are persons with significant control;
• a relevant officer of all relevant legal entities;
• an individual who is an authorised corporate service provider (Third Party Agent);
• any individual who submits filings on behalf of the company (except where such individual is an employee of the Third Party Agent).

From 25 March 2025, individuals will be able to voluntarily verify their identity directly with Companies House, but it has been indicated that by Autumn 2025 identity verification will be mandatory at the point of registering a new company, and a 12-month transition period will begin at the same time for all existing companies where the relevant individuals will be required to verify their identity.

Any existing director or person with significant control whose identity has not been verified by the end of the 12-month period will be committing an offence.

Third Party Identification

Third Party Agents may be able to submit filings on behalf of companies, but before doing so they will also be required to register with Companies House and have their identity verified. It is expected that this requirement will be implemented by Spring 2026.

The process

If an individual is looking to verify their identity directly with Companies House they will need to create an account with Companies House and provide the required information. The system will then carry out authenticity checks and if the individual is verified, they will be able to proceed to submit filings to Companies House. If the individual cannot be verified, they will need to go through the process again.

If a Third Party Agent is dealing with the identity verification on behalf of an individual, provided the Third Party Agent is satisfied with the individual’s identity, the Third Party Agent will need to deliver a verification statement to Companies House, and if accepted, this verification statement will have the effect of changing the individual’s status from unverified to verified.

Each individual whose identity has been verified will be allocated a unique reference number.

• Statutory Registers

Companies are currently required to maintain a register of persons with significant control, a register of directors and their residential addresses and a register of secretaries. This requirement is set to be abolished, and companies will instead be under a duty to maintain the information on Companies House up to date.

The register of members will however still need to be maintained by each company, though the Act introduced enhanced requirements where all companies will need to include the full name of the member and their service address.

• Protection of Personal Information

Individuals may be able to suppress certain information from historic documents on Companies House such as the individual’s residential addresses (when shown elsewhere on the register i.e. when used as a registered office address), day of birth, signatures and business occupation. It is expected that this will be implemented by Summer 2025.

If you have any queries in relation to these measures and what it may mean for you or your company then please do not hesitate to contact Cristine Schneider by email on cschneider@ansons.law or on 0121 716 3692.