PSC stands for person with significant control. A PSC is an individual who owns or controls a UK company, and is often called its beneficial owner. In most cases a person is a PSC if they hold more than 25% of the shares or voting rights, or can appoint or remove a majority of the board. Every company must identify its PSCs and report them to Companies House, normally within 14 days of confirming their details. Since 18 November 2025, each PSC must also verify their identity.
The five PSC conditions
Part 1 of Schedule 1A to the Companies Act 2006 sets out five "specified conditions". An individual who meets any one of them is a PSC:
- Shares. They hold, directly or indirectly, more than 25% of the shares;
- Voting rights. They hold, directly or indirectly, more than 25% of the voting rights;
- Board control. They have the right to appoint or remove a majority of the board of directors;
- Significant influence or control. They have the right to exercise, or actually exercise, significant influence or control over the company;
- Trusts and firms. They have significant influence or control over a trust, or over a firm without legal personality, whose trustees or members meet one of the other conditions.
The threshold is more than 25%, so a 50/50 company has two PSCs, but a company split equally between four shareholders at exactly 25% each may have none under the ownership tests. GOV.UK says the fourth condition "will only apply in limited circumstances". The statutory guidance on PSCs explains when it applies, and in borderline cases you should check that guidance or get advice.
PSC and "beneficial owner": the same idea, different rules
Companies House uses "beneficial owner" as an everyday synonym for PSC. In anti-money-laundering law the term has its own definition. Regulation 5 of the Money Laundering Regulations 2017 defines the beneficial owner of an unlisted company as an individual who ultimately owns or controls more than 25% of the shares or voting rights, or who exercises ultimate control over management. It expressly includes anyone meeting a Schedule 1A PSC condition. In practice, the PSC list is where a bank's or an accountant's customer due diligence starts, but they may look further.
What goes on the register
GOV.UK lists the details you must confirm with the PSC before filing:
- Identity. Name, date of birth, nationality and country of residence;
- Addresses. A service address, which is public, and a home address, which is not disclosed;
- Dates. The date they became a PSC and the date they confirmed their details;
- Nature of control. Every condition that applies, with shareholdings and voting rights banded as over 25% up to 50%, more than 50% and less than 75%, or 75% or more.
If no one meets the conditions, the company must still file a statement explaining that it has no PSC. GOV.UK puts it bluntly: "Your company's PSC information cannot be blank."
What changed in November 2025
The Economic Crime and Corporate Transparency Act 2023 changed the regime from 18 November 2025. Companies no longer have to keep their own PSC register, because Chapter 3 of Part 21A of the Companies Act 2006 was omitted. Instead, the company must notify the registrar directly:
- Confirmed PSCs. Within 14 days of confirming a person's status and details (section 790LA);
- Unconfirmed PSCs. Within 14 days of first knowing, or having cause to believe, that someone has become a PSC (section 790LC);
- Changes. Within 14 days of confirming a change to a PSC's details (section 790LD).
Each PSC must also verify their identity and give their Companies House personal code within their own 14-day window. Our guide to identity verification at Companies House explains the timing.
Worked example
Northgate Ltd has 100 shares. Priya holds 40, Tom holds 35, and Holdco Ltd, a UK company owned entirely by Sam, holds 25. Priya and Tom each hold more than 25%, so both are PSCs, with shares and votes in the "over 25% up to 50%" band. Holdco holds exactly 25%, which is not more than 25%, so neither Holdco nor Sam is registrable through that holding. If Holdco bought one more share from Tom, Holdco would become a registrable relevant legal entity. Northgate would then have 14 days from confirming the details to notify Companies House.
Penalties for getting it wrong
The company must take reasonable steps to find its PSCs, including sending a notice to anyone it believes may be one. Under section 790D, the notice must require a reply within one month. Under paragraph 13 of Schedule 1B, a person who fails without reasonable excuse to comply commits an offence, and knowingly giving false information is a separate offence. Either can lead to up to two years' imprisonment on indictment, a fine or both. A company that fails to give the notices commits an offence too, as does every officer in default (section 790F). The company can also apply restrictions to the person's shares or voting rights, although GOV.UK calls this a significant step and says to consider it only after repeated non-response.
Sources: Companies Act 2006, Schedule 1A Part 1, s790LA, s790LC, s790LD, s790D, Schedule 1B and the former s790M, omitted from 18 November 2025; Money Laundering Regulations 2017, reg 5; Companies House, People with significant control (PSCs). See also filing a confirmation statement.
Acumon's company secretarial team can work out who your PSCs are and file the notifications, and our company formation service sets the PSC position up correctly from day one.