The Department of Business, Innovation and Skills (BIS) has published guidance on the Register of People with Significant Control for companies, Societates Europaeae (SEs) and Limited Liability Partnerships (LLPs). From 6 April 2016 most companies, LLPs and SEs will be required to keep a register of individuals or certain legal entities with significant control or influence over them, and from 30 June 2016 they will need to submit this information annually to Companies House.
Entities subject to the new rules must take reasonable steps to find out if there are people who are able to exercise or actually exercise significant influence or control over the entity (PSC), and contact these people to confirm whether they meet one or more of the relevant conditions. The entity must then put the information in their PSC register and file this information at Companies House. There is a separate obligation on anyone who is a PSC to contact the relevant entity to confirm that they are a PSC even if the entity has not contacted them. The entity is also required to keep this information up to date. A failure to comply with the obligations may result in a fine or imprisonment for both the entity (and its officers) and the PSC.
The new guidance covers:
Where a trust would be a PSC if it were an individual, any individual or registrable legal entity who has significant influence or control over the trust’s activities must be entered on the register. This will typically be the trustees but in some circumstances will include the settlor and/or beneficiaries of the trust.
The document also states that further guidance will be published in due course for PSCs, as well as guidance on the incorporation and filing process and the protection regime for suppressing PSC information in exceptional circumstances. The documents also refer to additional statutory guidance on the meaning of significant influence or control which is currently still in draft form.