Changes to the PSC Regime – What you need to knowJuly 19, 2017
In our previous article, Requirement to maintain a PSC Register, we outlined the responsibilities and obligations companies have had since 6 April 2016 following the introduction of The Register of People with Significant Control Regulations 2016.
Since 6 April 2016, most companies and LLPs incorporated in the UK have been legally required to maintain a PSC register, being a record of any persons with significant control (PSCs) in relation to that company or LLP.
The PSC regime was amended on 26 June 2017 and these changes are now largely in force and require attention to meet the deadlines set out within the legislation.
The most pressing changes for companies and LLPs are in relation to reporting requirements. Whilst previously, companies and LLPs were under an obligation to file certain details of any PSCs with Companies House through their annual confirmation statement, this information will now need to be filed at Companies House through separate forms (PSC01 to PSC09).
The timing of filings has also changed – PSC registers must now be updated within 14 days of receipt of information regarding a change, and then notified to Companies House within a further 14 days. As with other types of Companies House filings, failure to comply with these deadlines could potentially result in criminal liability for the company and/or its officers.
Unregistered companies and AIM companies (who were previously exempt from the PSC regime), Scottish general partnerships (where all the partners are corporate entities) and Scottish limited partnerships are now also required to keep PSC registers and/or file PSC information at Companies House from 24 July 2017. Previously, Scottish general partnerships or Scottish limited partnerships would not have qualified as registrable relevant legal entities, but now they will, so if they form part of a company structure, the PSC registers of such companies will need to be updated from 24 July 2017 and should have this information filed with Companies House from 7 August 2017.
These changes to the PSC regime mean that companies and those entities or relevant individuals who think they might be registrable will need to be aware of changes to ownership structures, and changes to personal details. All such information should be kept under regular review to ensure that details of all PSCs are accurately recorded in the company’s PSC register and reflected in the Companies House forms.
The amended regulations indicate a clear intention to ensure greater accuracy with respect to PSC registers. Therefore, companies that have already filed PSC information with Companies House, and in particular those that have indicated they are still making investigations, would be wise to review their ownership structures and PSC registers to ensure compliance with the regulations.
For further information or guidance please contact a member of the Corporate team at CFR.