The Register of Persons with Significant Control – a new transparency regime for unlisted UK legal entities

From April 6, 2016, UK companies and certain other legal entities will be required to maintain a register of persons with significant control. Such registers will be publicly accessible and are intended to require disclosure regarding the individuals who have ultimate beneficial ownership and control of those legal entities. The new regime will apply only to UK legal entities that are not presently the subject of certain existing disclosure regimes.

The regime, which is one of the corporate aspects of the Small Business, Enterprise and Employment Act 2015, aims to promote transparency in the ownership and control of UK companies and certain other legal entities. The UK government has published draft regulations to implement the regime, along with draft statutory and non-statutory guidance to set out further detail. The final regulations and statutory and non-statutory guidance are expected to be published shortly.

This memorandum summarizes the key aspects of the PSC regime proposed by the UK government and their practical implications for both UK legal entities subject to the regime and persons with significant control over UK legal entities.