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From April 2016 nearly all Scottish incorporated companies limited by shares, companies limited by guarantee (including community interest companies) and Limited liability partnerships (LLPs) will be required to keep a register of People of Significant Control (PSC).
The purpose of the register is to reveal those who ultimately own or control the company. It therefore would show those who directly own a company but also those who control it through another company (including a company incorporated outside of the UK), trust, foundation or nominee shareholder.
A PSC is an individual who meets one or more of the following conditions in relation to the company;
i. Directly or indirectly owning more than 25% of the shares
ii. Directly or indirectly holding more than 25% of the voting rights
iii. Directly or indirectly holding the right to appoint or remove the majority of directors
iv. Otherwise having the right to exercise, or actually exercising, significant influence or control
v. Holding the right to exercise, or actually exercising, significant influence or control over the activities of a trust or firm which is not a legal entity, but would itself satisfy any of the first four conditions if it were an individual.
If any of the first three conditions are met, then you do not need to worry about (iv) or (v).
Where you have identified a PSC, you need to obtain, confirm and then enter their details on the PSC register. This information includes:
The PSC requirements apply whether the company has a PSC or not. If all reasonable steps have been taken and the company is confident that there are no individuals or legal entities which meet any of the conditions, a statement to this effect must be added into the register.
The company must confirm information about a PSC before it is entered onto the PSC register. This applies if the company has reason to believe there is a PSC, but have not identified who they are, this information
There are potential criminal sanctions for companies and PSCs themselves for failure to comply with PSC obligations.
There are a variety of ways in which Jordans Scotland can assist your business in this complex area. Please contact us to discuss your requirements.
Bring your Jordans company kits up to date with our PSC pack. For just £25 (plus VAT and p&p) you'll receive updated contents including comprehensive guidance notes to update your company registers. Order now
Companies requiring first board minutes or ongoing support will need the PSC information in place from incorporation. Jordans Scotland's formation process is fully updated. Choose our Directors Compliance package to make you are fully compliant with the PSC requirements.
If you need help identifying your PSC or creating or maintaining the new register, contact us to discuss how we can help.