Alert: Important Changes to Your Company’s Annual Return

Contract Report Document GlassesREGISTER OF PERSONS WITH SIGNIFICANT CONTROL

With effect from 6 April 2016, UK private companies and limited liability partnerships (LLPs) are obliged to create a register of People with Significant Control (PSC) which will be available to the public (except for some specific personal information such as residential addresses).  The purpose is to create greater transparency in the ownership and control of UK companies.

The PSC register will have to be included in the Company’s annual return filed at Companies House, as from 30 June 2016.

 

A PSC is, broadly, a person who:

  • Directly or indirectly owns 25% of the shares;
  • Directly or indirectly holds more than 25% of the voting rights;
  • Directly or indirectly holds the right to appoint or remove the majority of directors;
  • Otherwise exercises or has the right to exercise significant influence or control; or
  • Exercises or has the right to exercise significant influence or control over a trust or firm which would satisfy the above conditions.

A private company (or LLP) must take reasonable steps to identify its PSCs. Failure to do so will constitute a criminal offence.

If a company does not have the information which it needs in relation to its PSCs, it must send notices to those parties which it suspects may be, or may know the identity of, its PSCs. Failure to respond will constitute a criminal offence. The company should consider the imposition of restrictions on shares or other rights held by any party which fails to respond.

If a company does not have a Person with Significant Control, it will be necessary to make a statement to this effect in its Annual Return.

Further information is available from the link below.

https://www.gov.uk/government/uploads/system/uploads/attachment_data/file/417328/bis_15_266_SBEE__Act_companies-transparency-fact-sheet.pdf