Further changes have been made to the UK's Persons of Significant Control regime which applies to UK companies, limited liability partnerships and now Scottish limited partnerships and certain Scottish general partnerships.
Since 6 April 2016, most companies and LLPs incorporated in the UK have been legally required to maintain a PSC register. This is a record of any persons with significant control (PSCs) in relation to the company or LLP.
In addition they have been under an obligation to file basic details of any PSCs with the Registrar of Companies through their annual confirmation statement. PSC information is publicly accessible via the Companies House website.
Two regulations changing and extending the scope of the existing regime came into force on 26 June 2017:-
- The Information about People with Significant Control (Amendment) Regulations 2017 extends the regime to cover companies which have their shares traded on certain markets (such as AIM) and certain unregistered companies. Please see our briefing note for companies for further details.
- The Scottish Partnerships (Register of People with Significant Control) Regulations 2017 extends parts of the regime to Scottish limited partnerships and certain Scottish (general) partnerships whose partners are (broadly speaking) all corporate entities themselves. Please see our briefing note for partnerships for further details.
Some of the new requirements came into force on 26 June 2017; others, such as the requirement for companies which now fall within the regime to create a PSC register, start on 24 July 2017. Entities that are falling within the regime for the first time generally have until 7 August 2017 to file initial PSC information with Companies House.
In addition, the regulations increase the reporting requirements. Broadly speaking, changes to PSC details must be notified to Companies House within 14 days (though when that period starts running depends on the nature of the change). Companies and LLPs previously only had to update the information on an annual basis in the confirmation statement.Companies House has published a number of new forms on its web site for this purpose.
Both directors/partners of entities within the PSC regime and potential PSCs should familiarise themselves with the regulations as failing to comply is a criminal offence.
If you would like further guidance please contact a member of the Brodies Corporate team.