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Compliance

What is PSC Register?

The PSC (Persons with Significant Control) register lists individuals who have significant control over a company - typically those with 25%+ shares or voting rights.

Example

As 100% shareholder, you're a PSC and must be listed in the company's PSC register and at Companies House.

Key Dates

Must update within 14 days of any change

How PSC Register Works in Practice

The PSC (People with Significant Control) register was introduced in April 2016 as part of a global push for corporate transparency and anti-money laundering measures. Every UK company must identify and record its PSCs - the real people who ultimately own or control the company. The register is publicly available through Companies House, making it a key tool for law enforcement and due diligence.

A person is a PSC if they meet one or more of the following conditions: they hold directly or indirectly more than 25% of the company's shares; they hold directly or indirectly more than 25% of the voting rights; they hold the right to appoint or remove a majority of the company's directors; they have the right to exercise or actually exercise significant influence or control over the company; or they have the right to exercise or actually exercise significant influence or control over a trust or firm that itself meets any of the above conditions.

For most small owner-managed companies, the PSC register is straightforward - the founder who owns 100% of the shares (or the small number of shareholders each holding more than 25%) will be listed. However, for companies with more complex ownership structures involving trusts, nominees, joint ownership, or overseas entities, identifying PSCs can be more challenging.

The information recorded for each PSC includes their full name, date of birth (only the month and year are shown on the public register), nationality, country of residence, service address, the nature of their control (which conditions they meet), and the date they became a PSC. This information must match what is filed at Companies House through the Confirmation Statement.

Step by Step

When a company is incorporated, it must identify its PSCs and establish the register immediately. The company has a legal duty to take reasonable steps to find out if there are any PSCs and to obtain the required information from them. If you are a PSC, you have a legal obligation to respond to the company's requests for information within one month.

Whenever there is a change - for example, a share transfer that takes someone above or below the 25% threshold, or a change in a PSC's details - the company must update its own PSC register within 14 days of becoming aware of the change. The company must then file the updated information at Companies House as part of its next Confirmation Statement, or it can choose to file the change immediately using the online service.

If a person fails to respond to a PSC information request, the company can issue restrictions notices that freeze their shares - preventing them from transferring shares, exercising voting rights, or receiving dividends until they comply. This is a powerful enforcement mechanism, although it is rarely used in practice among small companies.

Companies that have elected to keep their PSC register on the Companies House central register do not need to maintain a separate register but must still ensure the central register information is accurate and up to date.

Practical Tips

  • Use a service address (such as your registered office or accountant's address) for your PSC listing rather than your home address to maintain privacy on the public register
  • When issuing or transferring shares, always check whether the transaction changes who qualifies as a PSC and update the register within 14 days
  • If your company has a complex ownership structure involving trusts, nominees, or holding companies, take legal advice to identify all PSCs correctly
  • Review your PSC register as part of your annual Confirmation Statement preparation to ensure the information matches what is on file at Companies House

Common Mistakes to Avoid

  • Not updating the PSC register when shares are transferred between individuals, even within the same family - any change in control above or below the 25% threshold must be recorded
  • Recording the PSC's home address as their service address without realising it will be publicly visible on the Companies House register - use a service address for privacy
  • Not identifying indirect PSCs who control the company through another entity, such as a holding company or trust - the rules look through the corporate chain to find the ultimate individual
  • Failing to file PSC information at Companies House within the Confirmation Statement, which can result in the Confirmation Statement being rejected

Frequently Asked Questions

Do I need to be on the PSC register if I own 100% of my company?

Yes. As 100% shareholder, you are clearly a PSC and must be listed on both your company's own PSC register and at Companies House. This is mandatory and cannot be avoided.

Is PSC information publicly available?

Yes. The PSC register at Companies House is public. Anyone can look up who controls a UK company. However, for privacy, only the month and year of birth are shown publicly (not the full date), and you can use a service address rather than your home address.

What if my company has no PSC?

This is rare but possible for widely-held companies where no single person meets the 25% threshold. In this case, you must still maintain the register and record a statement that the company has investigated and concluded there is no registrable person or entity.

What happens if I do not maintain the PSC register?

Failure to maintain the PSC register is a criminal offence. The company and every officer in default can be fined. Additionally, Companies House may refuse to accept your Confirmation Statement if PSC information is missing or inconsistent, leading to late filing penalties.

Do overseas companies need a PSC register?

Overseas companies registered in the UK do not have a PSC register in the same way, but the Register of Overseas Entities (introduced in August 2022) requires overseas entities owning UK property to disclose their beneficial owners, which serves a similar purpose.

Source: Companies Act 2006 Part 21A - Register of people with significant control; Companies House PSC guidance: PSC register requirements

Related Terms

Statutory Registers

Statutory registers are legal records every UK company must maintain, including registers of members, directors, and persons with significant control.

Shareholder

A shareholder is someone who owns shares in a company. They're entitled to dividends and have voting rights on company decisions.

Confirmation Statement

A Confirmation Statement (formerly Annual Return) is a yearly filing to Companies House confirming your company details are up to date.

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