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What Is a PSC?
A Person with Significant Control is an individual (or in some cases a legal entity) that meets one or more of five conditions in relation to your company. The conditions cover: holding more than 25% of shares; holding more than 25% of voting rights; having the right to appoint or remove the majority of the board; exercising significant influence or control over the company; or exercising significant influence or control over a trust or firm that itself meets one of the first four conditions.
Most owner-managed businesses will have one or two obvious PSCs — typically the founding directors who also hold the majority of shares. However, structures involving holding companies, nominee shareholders, or family trusts require careful analysis to identify all qualifying individuals.
What Must Be Recorded
For each PSC you must record: full name, date of birth, nationality, country of residence, usual residential address (which is protected from the public register), a service address (which is public), the date they became a PSC, and which of the five conditions they meet. The nature of control must be described precisely — for example, 'ownership of shares: more than 25% but not more than 50%'.
Where a PSC cannot be identified, the register must contain a statement explaining why — for instance, where investigations are ongoing or where the structure involves overseas entities with limited disclosure requirements. Leaving the register blank without explanation is not compliant.
Maintaining and Filing PSC Information
Your internal PSC register must be updated within 14 days of you becoming aware of a change. You must then notify Companies House within a further 28 days. The public-register entry is made via form PSC01 (individual) or PSC02 (relevant legal entity). Changes use forms PSC04 through PSC09 depending on the nature of the amendment.
PSC details are reviewed and confirmed each time you file your annual confirmation statement, so inaccuracies on the register will surface at that point. It is better practice to update continuously rather than correct everything in a year-end rush.
Consequences of Non-Compliance
Knowingly providing false information about a PSC, or failing to maintain the register, is a criminal offence carrying up to two years' imprisonment and/or an unlimited fine. HMRC, the NCA, and Companies House have powers to investigate PSC information and to issue restrictions that prevent share transfers and votes until the register is corrected.
Financial institutions increasingly conduct PSC checks as part of KYC (Know Your Customer) due diligence. An inaccurate or incomplete PSC register can stall a loan application or business bank account opening, so commercial as well as legal incentives point toward keeping it current.
Frequently asked questions
Does a company with no individual PSC need to record anything?
Yes. If no individual meets any of the five conditions — for example in a company owned equally by four unconnected individuals each holding 25% — the register must contain a statement to that effect. The statement 'no individual person has significant control' must be filed at Companies House.
Are overseas shareholders treated differently as PSCs?
An individual overseas shareholder who meets one of the five conditions is still a PSC and must be recorded. Overseas corporate entities may qualify as a 'Relevant Legal Entity' (RLE) requiring their own registration. The rules are complex for multi-tier structures — take advice from your company's solicitor.
Is the residential address of a PSC public?
No. The usual residential address is protected from public inspection and is held by Companies House only for use by specified public authorities. The service address is the address shown on the public register.
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