Companies around the UK should start preparations for an important change in their filing/register keeping system – the Government Department for Business, Innovation and Skills (“BIS”) has just introduced an amendment to Companies Act 2006 section790 to oblige all UK registered companies to disclose the information about “persons with significant control” over that company. Only certain companies which are trading on the public markets in Israel, Japan, Switzerland and the US will not be required to keep such a register.
From now on companies will be obliged to keep public the information on its ultimate beneficiaries, not just the registered shareholders. The definition of “people with significant control” includes such beneficiaries who own directly or indirectly 25% or more of that company, or who, otherwise, influence the decision making process in the company. The company directors will have to exercise “reasonable” steps to identify such ultimate beneficiaries. There is no definition or guidance as to what constitutes reasonable, however it is noted that omission of information from the authorities will be constituted a criminal offence.
The application of the new requirement is two-stage:
- From 6th April 2016 the companies are obliged to internally create a Register of People with Significant Control (“PSC”), including their full names, residential address and service address, date of birth etc. Please note that the companies incorporated at any time post 6th April will be required to provide all such information to the Companies House immediately on incorporation.
- From 30th June 2016 all companies incorporated pre 6th June will be required to produce such register to the Companies House. Some information will be public from the Companies House, such as full name and service address of the PSC, and month and year of birth. Full residential address and full date of birth will only be made public to specific governmental authorities on request. It is intended that such full information will not be available to credit agencies.
The UK government, along with other governments of the G8 group of countries have made it clear for some time that tax collection and shareholder accountability is high on the political agenda. This is only the beginning, watch this space… Whatever happens, don’t hide!
