A person with significant control (PSC) is an individual who meets at least one of five conditions in Schedule 1A to the Companies Act 2006, most commonly holding more than 25% of the shares or voting rights. A company must take reasonable steps to identify its PSCs and notify Companies House of them, and of any changes, within 14 days. Since 18 November 2025 companies no longer keep their own PSC register, and every PSC must verify their identity.
Which companies have to identify PSCs?
Part 21A of the Companies Act 2006 applies to all companies except those whose voting shares are admitted to trading on a UK or EU regulated market and any other descriptions exempted by regulations (section 790B). In practice that means virtually every private limited company, whether limited by shares or by guarantee. Companies House sometimes calls PSCs “beneficial owners”, and the same concept sits behind the beneficial ownership checks accountants make under the money laundering rules; see AML supervision for accountants.
What are the five PSC conditions?
Part 1 of Schedule 1A sets out the “specified conditions”. An individual is a PSC if they meet one or more of them:
- Shares: holds, directly or indirectly, more than 25% of the shares (paragraph 2).
- Voting rights: holds, directly or indirectly, more than 25% of the voting rights (paragraph 3).
- Directors: holds the right, directly or indirectly, to appoint or remove a majority of the board (paragraph 4).
- Significant influence or control: has the right to exercise, or actually exercises, significant influence or control over the company (paragraph 5).
- Trusts and firms: the trustees of a trust, or the members of a firm without legal personality, meet one of the other conditions, and the individual has the right to exercise, or actually exercises, significant influence or control over that trust or firm (paragraph 6).
“More than 25%” means exactly 25% does not qualify. Companies House guidance says the fourth and fifth conditions apply only in limited circumstances and points to its full statutory guidance for complex cases. Where a trust or firm meets a condition, all the trustees or partners are recorded as PSCs.
When notifying Companies House, shareholdings and voting rights are reported in bands: over 25% up to and including 50%, more than 50% and less than 75%, and 75% or more.
What if the company is owned by another company?
A corporate shareholder can be a “relevant legal entity” (RLE). Under section 790C(6) and (7), a legal entity is an RLE if it would be a PSC were it an individual and it is “subject to its own disclosure requirements”, for example because Part 21A applies to it or its voting shares are traded on a UK or EU regulated market. A UK limited company parent is therefore normally an RLE.
The registrable person is usually the first RLE in the chain. An individual who holds their interest only through an RLE is “non registrable” in relation to the subsidiary (section 790C(4)), because their details appear on the RLE’s own record instead. Where the corporate shareholder is not an RLE, for example an overseas company with no equivalent disclosure, you look through it: under paragraph 9 of Schedule 1A an individual holds shares indirectly through a legal entity in which they have a majority stake, as defined in paragraph 18.
What exactly must the company do, and by when?
The duties are in Chapters 2 and 2A of Part 21A:
| Duty | Section | Time limit |
|---|---|---|
| Take reasonable steps to find out whether anyone is a registrable person or registrable RLE | 790CB | Ongoing |
| Send a notice to someone the company believes is a PSC but has not confirmed | 790D | Within 14 days; recipient has one month to reply |
| Notify Companies House of a confirmed PSC and their required particulars | 790LA | 14 days from confirmation |
| Notify Companies House of a suspected PSC not yet confirmed | 790LC | 14 days from first knowing or having cause to believe |
| Notify a change in a PSC’s particulars | 790LD | 14 days from confirmation of the change |
| Notify that a person has ceased to be a PSC | 790LF | 14 days from confirmation |
| Notify that a person has not complied with a notice | 790EB | 14 days from the end of the one month period |
| Notify that there is no registrable person or RLE | 790LH | Required whenever the company has none |
A PSC named in the statement of initial significant control on incorporation does not need a separate notice unless the company has reason to think they have since ceased to be a PSC (sections 790D(5) and 790LA(4)). The details Companies House needs include name, date of birth, nationality, country of residence, a service address, the usual residential address (which is not published), the date the person became a PSC and each nature of control. A company that fails without reasonable excuse to take these steps or give these notices commits an offence under section 790F.
What changed on 18 November 2025?
Two changes under the Economic Crime and Corporate Transparency Act 2023 took full effect that day. First, Chapter 3 of Part 21A, which required each company to keep its own register of people with significant control (section 790M onwards), was omitted. The company’s own register of directors under section 162 went at the same time. PSC information now lives on the central register at Companies House, so the 14 day notifications above are how the PSC record is kept up to date.
Second, PSCs must verify their identity and give their Companies House personal code within a personal 14 day window. For a PSC who is also a director it starts the day after the confirmation statement date; for other existing PSCs it is the first 14 days of their birth month; and a new PSC can give the code on registration or within 14 days. Our guide to Companies House identity verification explains the process.
What if someone will not give the company their details?
Anyone who does not respond to a PSC notice within one calendar month, or gives false information, commits a criminal offence and could face up to 2 years in prison, a fine or both. The company may also notify advisers such as the person’s lawyers or accountants (section 790DA covers notices to third parties). As a last step, under Schedule 1B the company can issue a restrictions notice freezing rights attached to the person’s shares, and must tell Companies House within 14 days (section 790ED). Companies House describes restrictions as a significant step to consider only after repeated failure to respond.
How do the rules work in practice?
Illustration only.
- Four equal shareholders. Four siblings each own 25% of the shares and votes. None holds more than 25%, so none meets the share or voting conditions. If none can appoint a majority of the board or exercise significant influence or control, the company files a statement that it has no registrable person. PSC information can never be left blank.
- Owner through a holding company. Jane owns all of Holdco Ltd, a UK company, which owns 60% of Tradeco Ltd. Holdco is a registrable RLE of Tradeco in the band more than 50% and less than 75%. Jane is non registrable in relation to Tradeco but is a PSC of Holdco.
- Share sale. Tradeco’s director agrees to buy 30% of the shares from a departing investor. Once the company has confirmation of the change, it has 14 days to notify Companies House of the new PSC, and of the investor ceasing to be one if they no longer hold more than 25%.
What mistakes are most common?
- treating exactly 25% as qualifying
- looking only at shares and missing voting rights, which can differ where there are non voting or weighted classes
- listing the ultimate owner instead of the first RLE in a UK group
- forgetting trusts, where trustees can meet a condition and an individual can control the trust
- waiting for the confirmation statement to report changes, rather than filing within 14 days; see the confirmation statement explained
- a director who is also a PSC assuming one identity verification step covers both roles
PSC structures often arise in family companies; see family investment companies. Companies House uses the registered email address and registered office to contact the company, so keep both current; see registered office address rules.
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Related Accountapedia entries
- The Register of Overseas Entities
- Nominee shareholders
- Verifying beneficial owners of corporate clients
- A company’s statutory registers
- How to appoint a company director
Sources
- legislation.gov.uk: Act 2006 c. 46, schedule 1A
- legislation.gov.uk: Act 2006 c. 46, schedule 1A
- legislation.gov.uk: Act 2006 c. 46, part 21A
- legislation.gov.uk: Act 2006 c. 46, section 790M
- legislation.gov.uk: Act 2006 c. 46, section 162
- GOV.UK: People with significant control pscs
- GOV.UK: When you need to verify your identity for companies house
- GOV.UK: Companies house confirms identity verification rollout from 18 novembe
Reviewed by Christine Anderson, Broker, Solar Protect. Last reviewed 8 October 2026. Part of Accountapedia, the Solar Protect guide to UK tax and accounting. This page is general information, not personalised advice.