Are you ready to publicly disclose?

February 12, 2016

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UK companies and LLPs face new rules to publicly disclose ownership and control, from 6 April 2016.

New disclosure rules come into force from 6 April 2016 where all UK Companies and LLPs will be required to maintain and disclose a register of ultimate ownership and control, a ‘People with Significant Control’ (PSC) register.

To meet these requirements UK company directors and individuals who have interests (directly or indirectly) in UK companies will need to start the process of reviewing the corporate structure and their internal governance and control protocols in order to assess who is a PSC and therefore named in the register.

The new register is designed to ensure that individuals who ultimately own or control / influence the running of UK companies are identified along with details of their holdings or control/ influence. For many clients this will be a significant shift. Where there are layers of ownership, including foreign entities and trust structures, these will be looked through in order to identify the individual who ultimately control/influences the UK corporate.

The register will be available for public inspection; and the information filed at Companies House.

These rules are complex and intricate and for many businesses (privately owned businesses and overseas companies with UK subsidiaries in particular) applying them in practice could be confusing, time consuming and costly.

Failure to comply is a criminal offence with up to two years imprisonment. Both PSCs and directors have legal obligations to report the information and disclose. Sanctions can also be imposed on investments which would impact the payment of dividends and prevent the ability of a shareholder to sell their shares.

Similar rules will be extended across the rest of the EU in June 2017.

What you need to do now:

  • Understand the rules and their application
  • Identify PSCs (and liaise with stakeholders in complex ownership structures if necessary)
  • Create a new PSC register along with governance controls to support on-going compliance; and
  • File a transitional return when it becomes due (post June 2016)

 

Further details are provided in the webinar recording by clicking here (available on desktops only).

 

For further information, please contact:

Dipan Shah

e: [email protected]

p: +44 (0) 20 780 40685

Matt Timmons

e: [email protected]

p: +44 (0) 20 780 46561

Natalie Martin

e: [email protected]

p: +44 (0) 20 721 23978

Tracy Plimmer

e: [email protected]