Companies are required to keep a register of ‘persons with significant control’ or what is commonly known as a PSC register but as of 26 June 2017, the rules were changed.

So why have they brought in these new rules?

In short, to increase transparency in relation to the ownership and control of UK companies, particularly in light of more sophisticated criminal and money laundering activities.

What are the new rules?

You now have to update your PSC register within 14 days of any change, rather than annually (you may remember the ‘annual return’). You then have a further 14 days to notify Companies House of these changes. 14 days isn’t long, so don’t forget!

What if I forget?

You could face up to 2 years in prison and/or a fine!

Prison sentences will be for serious breaches, but if you don’t fancy serving a bit of porridge or paying a fine, then Companies House has a pretty good online filing system which we can assist with – there is really no excuse!

What do you mean ‘significant control’?

This could be an individual or company who owns at least 25% of the shares (or voting rights) in a company or someone who has the power to appoint and remove the majority of the directors of the board. Basically, anyone with significant influence on how the company is run.

But I only have a small company?

It doesn’t matter; the rules will apply to most UK companies and limited liability partnerships. There are some exceptions but these are fairly limited. If you are unsure give us a call.

What if my company owns shares in another company, who is in control then?

Your company could be a ‘relevant legal entity’ and it will depend on how many shares it holds, what influence it has and if it has to maintain its own PSC register. If it does, then it is likely that your company is the ‘person’ with significant control.

So what should I do now?

If there have been no changes since you last filed a confirmation statement at Companies House, don’t worry, everything is fine and you have nothing to do. Phew!

If there have been changes to your PSC register between the date of your last Confirmation Statement and 26 June 2017, you should have notified Companies House of those changes by 10 July 2017. You better hurry up. Companies House are probably not going to put you behind bars, but remember there are fines!

Only when there is a change in any person with significant control will you need to do anything. Don’t forget the 14 day rule!

Full guidance on the PSC regime is available at www.gov.uk.

For further advice on persons with significant control, maintaining records with Companies House, or any other company and commercial law matter contact Jamie Gill on 01543 431185 or email jgill@ansons.law.

The contents of this article are for the purposes of general awareness only. They do not purport to constitute legal or professional advice. The law may have changed since this article was published. Readers should not act on the basis of the information included and should take appropriate professional advice upon their own particular circumstances.