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New Filing Requirements for Companies - 7th March 2016 - Click for larger version New Filing Requirements for Companies - 7th March 2016

There have been two important changes to company legislation introducing new requirements upon UK private limited companies.

• Companies must keep a public register of persons with significant control (“PSCs”).

The new regime comes into effect on 6 April 2016 and will require most UK companies (which includes LLPs and companies limited by guarantee) to keep and maintain a register of people (or entities) with significant control over the company. This register will be referred to as the PSC register and it will be one of the statutory registers that companies are required to keep. The register can be kept with the company, or at Companies House, but is to be available for public inspection. A company must take all reasonable steps to identify its PSCs.

The new regime imposes a duty on the relevant person or legal entity to notify the company of their status as well as any changes to their details. The company is then obliged to enter all information into the PSC register within one month. Both the company and the PSC, whether individuals or a legal entity, have a duty to keep the PSC register up-to-date.

From 6 April 2016, companies will require to keep their PSC register accessible at their registered office or at another location notified to Companies House. However, from 30 June 2016, private companies will be able to elect to maintain their PSC register at Companies House only. For those companies maintaining their own PSC register, the information on that PSC register will appear on the central public register at Companies House as a result of the confirmation statement (see below) that will replace the obligation to file an annual return from 30 June 2016.

• Changes to statement of capital; new “confirmation statement” replaces the annual return.

From 30 June 2016, as well as the information on the PSC register there will continue to be a requirement to 'check, notify changes if necessary and confirm' the statutory information at least once in a 12 month period. However this will now be known as confirmation statements rather than annual returns, and will be filed no more than 12 months from the previous statement of confirmation, incorporation or annual return submission. However, subject to this requirement the company can choose to provide a confirmation statement at any point prior to the due date (in which case the next 12 month period will run from the day after the confirmation date, being the date specified in the statement).

For more information on who is a PSC, what information is to be entered into the PSC register and the obligations on a company with regard to Confirmation Statements please contact David or Laura of our corporate team on 0141 248 4957 or by email (db@macdonaldhenderson.co.uk or laura@macdonaldhenderson.co.uk).

We would advise that companies should already be in the process of taking reasonable steps to identify their PSCs so as to have a register in place as soon as possible, as a failure to do so will be a criminal offence.

Last updated: 12.31pm, Monday 7th March 2016

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