The Small Business, Enterprise and Employment Act 2015 (SBEEA) received Royal Assent on 26th March 2015 and the majority of its provisions are now in force. The aim of the SBEEA is to enhance ownership transparency of UK companies and increase trust in the UK as a place to do business. In addition, as part of the Government’s Red Tape Challenge, the SBEEA has made changes aimed at simplifying filing for small businesses and improving the accuracy of information on public registers at Companies House.
The most significant aspect of the SBEEA is the new requirement for all UK companies (with some limited exceptions) to create and maintain a register of persons of significant control (PSCs).
As of 6th April 2016, all UK companies were required to create a PSC Register documenting who are their PSCs or, if the identity or full information of the PSCs is not yet known, to commence investigations.
From 30th June, UK companies will be required to update a public PSC register at Companies House in the new Confirmation Statements which are replacing the Annual Return. It is a criminal offence not to comply with these new provisions.
What is a PSC? In very basic terms it is a shareholder who owns over 25% of a UK company. However, there are “5 Specified Conditions” including anyone who “holds the right to exercise, or actually exercises significant influence or control over Company Y”. It is this aspect of the legislation which is causing the most concern and difficulty for companies looking to establish who their PSCs are. Note also that there is a proactive obligation on PSCs themselves to notify companies.
This course covers all the essential elements companies and their advisers need to know but in addition takes a look at the regime from the charity sector’s perspective, looking at the impact on the four main charitable structures: companies limited by guarantee, CIOs, unincorporated associations and trusts. What are the obligations of these entities? Do they need to create and maintain PSC Registers? Could they be on PSCs Registers themselves?
As part of the course, you will be provided with a “Practical Steps” guide for companies, an example of a PSC Register and corporate structure charts demonstrating which individuals and which legal entities should appear on a company’s register.
This course is essential for anyone wishing to gain an overview of the extensive (and somewhat unwieldy) legislation, statutory guidance, non-statutory guidance and regulations and especially for those involved with charities or advising charities.