Successive UK governments have been looking for ways to increase corporate transparency. Since 2016 companies in the UK have had to maintain a PSC register. Not to be confused with the annoyingly identical acronym for ‘Personal Service Company’, in this case, PSC stands for ‘Person of Significant Control’.

This should not be too difficult,  in fact, you’re likely to be doing most of this admin anyway. For your peace of mind, here is an explanation of the PSC register in a nutshell.

What is the PSC register?

Each company has to record information on who owns shares or directly influences its decisions. This information is to be provided as follows:

• On an annual Confirmation Statement (previously known as an Annual Return)
• Recorded on the company’s own PSC register

This data is visible on the central public register at Companies House, so investors will have a better idea of what they’re getting themselves into when thinking about investing in a company. Money laundering investigations will also be aided by this register, which of course will need to be kept up to date at all times.

What happens if you don’t provide and record the correct information on your PSC register?

Persons of Significant Control and their companies are obliged to provide these details. Those who do not take appropriate measures (or provide falsified details) face a fine or even imprisonment.

Companies have a legal duty to keep a register of directors or members (shareholders. Newly formed companies will need to include information on Persons of Significant Control as part of their incorporation application.

Who classes as a PSC?

The Department for Business Innovation and Skills has advised that a PSC is an individual who:

• Holds more than 25% of shares in the company.
• Controls more than 25% of voting rights.
• Holds the right to appoint or remove the majority of the board of directors of the company.
• Has the right to exercise significant influence or control over a company or other entity such as a trust.

Identifying a PSC involves assessing the ownership and control structure of your company. If a person meets any of the criteria above, they should be listed on the register.

The first two points are fairly straightforward, but the third is slightly subjective – if you feel this applies to your situation, we recommend you seek professional advice.

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Where is the PSC register stored?

The register must be kept at the company’s registered office. If your registered business address is that of your accountant, and it is part of their service to keep company records, this is where the register will be held.

Making changes to your PSC register

PSC changes can no longer be updated on your Confirmation Statement. If a change needs to be made to your PSC register, you have 14 days to make the update and a further 14 days to inform Companies House of any changes.

If you're a Crunch client, you need to let us know about any changes you make to the public register within 14 days.

What information will you need to provide?

For each PSC, the following information will need to be disclosed:

• Name
• Date of birth
• Nationality
• Country, state or part of the UK where the PSC usually lives
• Service address
• Usual residential address (this must not be disclosed when making your register available for inspection or providing copies of the PSC register)
• Date they became a PSC in relation to the company (for existing companies, 6th April 2016 should be used)
• Which conditions for being a PSC are met
• Whether an application has been made for the individual’s information to be protected

Who Needs to File?

Maintaining a PSC register is a legal requirement for certain types of organisations in the UK. The following organisations are required to maintain and file a PSC register:

• Private and Public Limited Companies - All private (Ltd) and public limited companies (plc) registered in the UK must maintain a PSC register and submit the relevant information to Companies House.

• Limited Liability Partnerships (LLPs) - LLPs are required to keep a PSC register and file the necessary details with Companies House, similar to limited companies.

• Community Interest Companies (CICs) - CICs, which operate to benefit the community rather than private shareholders, must maintain a PSC register and comply with filing requirements.

• Social Enterprises - Organisations structured as social enterprises that are registered as companies must also maintain a PSC register.

• Foreign Companies with a UK Branch or Subsidiary - If a foreign company operates a branch or subsidiary in the UK, that branch or subsidiary must maintain a PSC register and comply with UK filing obligations.

• Charitable Incorporated Organisations (CIOs) - While CIOs must keep certain information up to date, they are generally exempt from maintaining a PSC register unless they are also registered as companies under the Companies Act

Exemptions and Special Cases

While most companies are required to maintain a PSC register, certain entities are exempt. These include:

• Publicly Listed Companies - Companies listed on the London Stock Exchange or other regulated markets, as their ownership information is already publicly available.

• Dormant Companies - Though required to maintain a PSC register, they may not have active PSCs.

• Subsidiaries - If a company is wholly owned by another entity, the parent company’s details may be sufficient.

• Sole Traders - Individuals operating as sole traders do not have to maintain a PSC register for their personal businesses

• General Partnerships - Unlike LLPs, general partnerships do not have a requirement to maintain a PSC register

Companies in these categories should still review their obligations carefully to ensure compliance.

Step-by-Step Guide on Filing the PSC Register

Filing your PSC register with Companies House is a straightforward process:

1. Log in to the Companies House Online Portal - Use your company’s authentication code to access your account.

2. Enter PSC Details - Provide the full name, date of birth, nationality, and residential address of each PSC.

3. Submit the Information - Review the details, confirm accuracy, and submit.

4. Keep It Updated - Regularly update the register whenever there are changes to your PSCs.

For detailed guidance, refer to the official Companies House resources.

The PSC register is a critical component of the UK's efforts to enhance corporate transparency. By which the government aims to create a more secure and clear business environment. 

Compliance is not only a legal obligation but also a means of building trust with investors and stakeholders. Keeping your PSC register up to date is highly important for avoiding penalties and maintaining your company’s good standing.