The UK's beneficial ownership disclosure rules for persons with significant control (PSCs) over certain UK entities, introduced in April 2016, have been extended as part of the UK's implementation of the EU's Fourth Anti Money Laundering Directive (4MLD). These rules now apply to additional UK companies and entities and require beneficial ownership information to be updated and publicly filed within prescribed 14 day time periods. This publication sets out the main features and requirements of these rules (the so-called PSC regime) following these changes.
The PSC regime requires, among other things, certain UK entities to maintain a publicly available register of PSCs (the PSC register) and to make public filings in respect of it.
Key Changes
- 26 June 2017 – new regulations take effect to introduce the changes to the PSC regime as set out below
- 26 June 2017 - annual confirmation statements filed on or after this date by companies no longer have to set out details of their PSC registers but instead must confirm that all notifications of changes to their PSC register have been filed with the Registrar of Companies
- 9 July 2017 – companies and others already required to keep PSC registers before 26 June 2017 and that needed to update the register as at that date, had to complete the update by this date
- 9 July 2017 – companies that had updated their PSC register before 26 June 2017 had to notify the update to the Registrar of Companies by this date
- 24 July 2017 – additional companies and other entities caught by the extended PSC regime (see below) have to start keeping and updating their PSC registers
- 7 August 2017 – the date by which UK entities mentioned below which became subject for the first time to PSC register keeping requirements on 24 July 2017, have to file with the Registrar of Companies the details of the PSCs they entered on their PSC registers on that date
- UK companies with shares traded in the UK but not on a regulated market (e.g. AIM-traded companies), companies not registered under the Companies Acts and certain Scottish partnerships are now subject to the PSC regime
- New prescribed time limits apply to making up or updating a PSC register—this must now be done within 14 days of the company having all the required particulars and those must then be filed publicly with the Registrar of Companies within a further 14 days.
Download - The Extended UK PSC Regime
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.