What are the Changes to Companies House PSC from June 2017?

The introduction of the People with Significant Control (PSC) register in June 2016 marked a major step toward transparency in UK company ownership. One year later, in June 2017, Companies House implemented important changes to the PSC regime. These changes affected how companies identify, record, and report their significant controllers. Understanding these updates is essential for company directors, legal advisors, and compliance officers to ensure accurate filings and avoid penalties.

Companies House building entrance, UK

Background on the PSC Register

The PSC register was introduced to increase transparency about who controls companies registered in the UK. It requires companies to identify individuals or legal entities that hold significant control or influence. This includes people who:

• Hold more than 25% of shares or voting rights

• Have the right to appoint or remove a majority of the board

• Exercise significant influence or control over the company or its activities

  
  

The register is publicly accessible, helping combat fraud, money laundering, and tax evasion.

Key Changes Introduced in June 2017

The changes in June 2017 refined the rules and procedures around PSCs. The main updates included:

1. Clarification of Who Qualifies as a PSC

The definition of a PSC was clarified to cover a broader range of control types. For example:

• Individuals who have the right to exercise, or actually exercise, significant influence or control over the company’s activities are explicitly included.

• Trusts and firms that hold significant control must now be identified more clearly.

• The rules were extended to cover overseas entities that have significant control over UK companies.

  
  

This clarification helped close loopholes where control could be hidden behind complex ownership structures.

2. Introduction of the “Relevant Legal Entity” (RLE) Category

Companies House introduced the concept of Relevant Legal Entities (RLEs). An RLE is a legal entity that meets the PSC criteria but is not an individual. Examples include companies, partnerships, or trusts that have significant control over a company.

Companies must now maintain a separate register of RLEs with significant control and provide this information to Companies House. This change increased transparency around corporate ownership chains.

3. New Reporting Deadlines and Penalties

The reporting deadlines for PSC information became stricter:

• Companies must notify Companies House within 14 days of receiving PSC information.

• Failure to comply can result in fines and criminal penalties for company officers.

  
  

This change emphasized the importance of timely and accurate reporting.

4. Enhanced Verification and Data Accuracy Requirements

Companies House improved its verification processes to ensure the accuracy of PSC data. Companies are required to take reasonable steps to verify the identity of PSCs, including:

• Requesting official identification documents

• Keeping records of verification efforts

  
  

This helps prevent false or misleading information from being entered on the register.

Printed PSC register document with highlighted entries

Practical Impact on Companies

These changes mean companies must be more diligent in identifying and reporting PSCs. Some practical steps companies should take include:

• Reviewing their ownership and control structures regularly to identify all PSCs.

• Updating internal procedures to collect and verify PSC information promptly.

• Training company secretaries and directors on the new rules and deadlines.

• Consulting legal or compliance experts when ownership structures are complex.

  
  

For example, a company with a trust holding shares must now identify the trust as an RLE and provide detailed information about the trust’s controllers.

Challenges and Common Issues

Despite the clearer rules, companies face challenges such as:

• Difficulty tracing ultimate beneficial owners in complex ownership chains.

• Resistance from PSCs reluctant to provide personal information.

• Keeping the PSC register up to date with changes in ownership or control.

  
  

Companies often need to balance transparency requirements with privacy concerns and legal obligations.

Compliance officer reviewing company documents

What Companies Should Do Next

To comply with the changes since June 2017, companies should:

• Conduct a thorough audit of their PSC registers.

• Ensure all PSCs and RLEs are correctly identified and recorded.

• Submit any overdue or updated PSC information to Companies House immediately.

• Implement ongoing monitoring to capture changes in control quickly.

• Seek professional advice if unsure about complex ownership or reporting obligations.

  
  

Staying proactive helps avoid penalties and supports corporate transparency.