Who Can Be a Person with Significant Control (PSC) in the UK?
Understanding who controls a company is essential to ensure transparency and trust in UK businesses. That’s why the UK government requires companies to identify and disclose their Persons with Significant Control (PSCs). But who exactly qualifies as a PSC?
What Is a PSC?
A Person with Significant Control (PSC) is someone who owns or controls a company. All UK companies (except some public companies) must identify their PSCs and provide their details to Companies House.
This requirement, introduced in April 2016 under the Small Business, Enterprise and Employment Act 2015, helps to prevent money laundering, tax evasion, and other unlawful financial activity.
Who Can Be a PSC?
An individual or a legal entity may be considered a PSC if they meet one or more of the following conditions:
1. Ownership of Shares
Owns more than 25% of the company’s shares.
2. Voting Rights
Holds more than 25% of the company’s voting rights.
3. Control of the Board
Has the right to appoint or remove the majority of the company’s directors.
4. Significant Influence or Control
Exercises or has the right to significant influence or control over the company, even without formal ownership or voting rights.
5. Control Through a Trust or Firm
Has significant control over a trust or firm that itself has control over the company.
What Is a Relevant Legal Entity (RLE)?
Sometimes, another company or legal body (not an individual) meets the PSC criteria. If that entity is:
subject to its own disclosure requirements, and
publicly listed on a regulated exchange,
then it is called a Relevant Legal Entity (RLE) and can be listed in the PSC register instead of an individual.
Responsibilities of UK Companies
Every UK company must:
Identify its PSCs or RLEs
Record the details in its internal PSC register
Submit PSC information to Companies House
Keep the information up to date
What Happens if You Don’t Comply?
Failure to comply with PSC requirements is a criminal offence. Directors or companies that do not fulfil their duties could face:
Fines
Court action
In serious cases, imprisonment
Why Does the PSC Register Matter?
The PSC regime supports corporate transparency and helps the UK maintain its reputation as a safe, fair, and open place to do business. Investors, regulators, and the public can better understand who really owns and controls companies operating in the UK.
If you’re setting up or managing a UK company, understanding who your PSCs are and keeping the register up to date is not just good governance; it’s the law.
If you are interested to learn more about persons with significant control or need advice or assistance relating to PSCs or RLEs, contact our firm’s managing partner Philip Gilliland at philip.pilliland@caldwellrobinson.com or Solicitor Gemma Boyle at gemma.boyle@caldwellrobinson.com