We would all like to think that we have some degree of control over where we go on holiday, what car we drive or what film we are going to watch on the television tonight. The reality is that in most instances our partners or children make these decisions for us and we have little control over what is going on. The same principle applies to the running of a business.

The law requires all UK private limited companies and limited liability partnerships (LLPs) to notify Companies House of who has significant influence or control over the company or, in essence, who is pulling the strings.

This information is then stored on the Register of Persons with Significant Control for the company. The PSC Register is one of a raft of measures designed to improve the transparency of corporate ownership and combat tax evasion, money laundering and terrorist financing. In short, its intention is to paint a comprehensive picture of the ownership and control of all UK companies.

Who is a Person with Significant Control?

A Person with Significant Control (PSC) is anyone in the company who meets one or more of the conditions listed in the People with Significant Control Regulations 2016, that is, a person who:

  1. Holds, directly or indirectly, more than 25% of the shares
  2. Holds, directly or indirectly, more than 25% of the voting rights
  3. Holds the right, directly or indirectly, to appoint or remove a majority of directors
  4. Otherwise has the right to exercise, or actually exercises, significant influence or control over the company
  5. Has the right to exercise, or actually exercises, significant influence or control over the activities of a trust or firm which is not a legal person, the trustees or members of which would satisfy any of the four conditions above.

For most small and medium-sized businesses, PSCs are likely to be those within the first and third category above, whilst the fourth and fifth categories are typically reserved for companies with complex corporate structures. Across the board, however, it is vital that PSCs are identified, recorded on the company’s PSC register and reported to Companies House.


The compliance burden is reduced where a company or other legal entity (as opposed to an individual) has significant control over a company. Here, provided that the legal entity is itself under a relevant disclosure obligation (for example, to maintain a PSC Register), it will be sufficient to identify that legal entity as a ‘registrable legal entity’ in the PSC register of the company concerned.

Failure to provide accurate information on the PSC register and failure to comply with notices requiring information are criminal offences, both of which can be committed by the company and any officer who is in default. This could lead to a prison term of up to two years, a fine, or both. A person with significant control over a company must, therefore, comply with its notification obligations and respond to a company’s requests for information.

If, for some reason, the PSC information cannot be provided, other statements will need to be made instead to explain why the PSC information is not available. The register can never be blank. Information on the company’s register and on the PSC register at Companies House must be kept up to date. New information must be made available on a company’s register within 14 days and the updated information provided to Companies House within a further 14 days.

Companies House maintain stringent filing requirements. At Stephens Scown, we offer a complete secretarial service to ease that administrative burden, relieving the complexity of running a company and helping to ensure that the company’s statutory registers and filings are kept up to date. Prices start from £250.