PSC registers and confirmation statements affect all UK Companies registered with Companies House. They are new measures contained in the Small Business, Enterprise and Employment Act.
From 6th April 2016 every company must keep a register of People with Significant Control (PSC) over the company. For many companies, such as owner managed businesses where the shareholder (owner) is also the sole director, this will be straightforward. All you need is a document titled ‘PSC Register’, with the following details of the PSC(s):
- service address
- date of birth
- country or state of normal residence
- residential address (not to be disclosed when making the register available for inspection, or providing copies)
- the date the person became a PSC (or 6th April 2016 if earlier)
- which conditions for being a PSC are met, and
- whether an application has been made to keep the individual’s information private.
More information and details of the conditions for being a PSC are explained here.
If your company is more complex than an owner managed firm with only one or two director/shareholders, you may need more comprehensive guidance and/or to seek professional assistance. Please note, this is draft guidance, and could be amended in the future.
Guidance is also available for People with Significant Control.
Companies will be required to maintain the PSC Register from 6th April 2016, and file it at Companies House from 30th June 2016.
From 30th June 2016, the annual return is being replaced. Instead, companies will file a ‘confirmation statement’ at least once a year. For many companies making a confirmation statement will be very similar to filing the annual return. The company information held at Companies House needs to be ‘checked and confirmed’, and any changes notified.
Your first confirmation statement date will be 12 months from your last annual return date. You’ll have 14 days to file it (this is a reduction from 28 days for the annual return). For most companies, this will be the first time they notify Companies House of their people with significant control (PSC).
The requirement for companies to update their record with certain changes still exists. Changes to PSC details are to be updated on a confirmation statement, so companies can make a confirmation statement many times as necessary. Whenever a confirmation statement is made, you don’t need to file another for 12 months (if nothing changes).
Other changes for companies – applied from October 2015
The time it takes for a company to be struck off the Companies Register has been reduced from 3 months to 2 months.
This means that your company could be struck off more quickly if you fail to keep records up to date. It also means you have less time to object to a strike off.
Directors’ dates of birth
Directors’ dates of birth are now suppressed on the public record. Directors still need to provide their full date of birth to Companies House, but it won’t be shown in full on the public record, new filings and images. Please note that historic documents cannot be changed, so past information may still show the full date of birth.
Consent to act as a officer
For newly appointed officers, Companies house has added a statement to the relevant appointment and incorporation forms (paper and electronic) that the person has consented to act in their relevant capacity.
Companies are required to agree to this statement. This replaced the previous consent to act procedure of providing a signature on paper forms and personal authentication on electronic filings.
As part of this, Companies House will write to all newly appointed directors to make them aware that their appointment has been filed on the public register and explain their general legal duties.
Directors already holding office can refresh their knowledge of their responsibilities here: https://www.gov.uk/running-a-limited-company