Roles | Person of Significant Control | Future Formations

Person of Significant Control

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Who is usually the PSC?

A Person of Significant Control (PSC) is anyone that exerts a significant influence or control over a company. They are identified as a PSC if they meet any of the following criteria: Hold more than 25% of a share in a company or have the right to participate in more than 25% of the surplus assets of an LLP.

 
Can someone without any shares in the company be a PSC?
 
What is the role of a PSC?

A person with significant control (PSC) is someone who owns or controls your company. They're sometimes called 'beneficial owners'.You must record their details on your company's PSC register, and you'll need to include this information when you set up (incorporate) your company.

 
Can a person with significant control remove a director?

A Person of Significant Control (PSC) is anyone that exerts a significant influence or control over a company and holds more than 25% of the voting rights in a company or LLP,has the right to appoint or remove the majority of the directors/management of a company or LLP.

 
Can PSC be a company?

A PSC is by definition an individual, and not a legal entity. But the company might be owned or controlled by a legal entity, not an individual. A legal entity must be put on the PSC register if it is both relevant and registrable.

 
Who needs a PSC register?

Most UK incorporated companies and LLPs are required to keep a register of 'people with significant control' over them. Those companies are also required to provide and update this information publicly by filing it at Companies House within 14 days of any changes or additions to its PSC register.

 
Is a director automatically a PSC?

Directors do not, by virtue of their role, automatically meet the fourth PSC condition (having the right to exercise, or actually exercising, significant influence or control over the company)

 
How many PSC can a company have?

Basically, a PSC is anyone in the company who meets one or more of the conditions listed in the People with Significant Control Regulations 2016. A company can have more than one PSC. A PSC is a person who: holds, directly or indirectly, more than 25% of the shares.

 
What is the difference between a director and a person with significant control?

A director is a company officer authorised to conduct business on behalf of the company. A director is not necessarily a Person of Significant Control.

 
Who is a person with significant control in a company?

A person of significant control is someone that holds more than 25% of shares or voting rights in a company, has the right to appoint or remove the majority of the board of directors or otherwise exercises significant influence or control.

 
Can a company not have a PSC?

No company or LLP can have a blank PSC. The register must say that: “The company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or a registrable relevant legal entity in relation to the company”.

 
Do you have the right to appoint or remove the majority of company directors?

If you hold more than 25% of the voting rights in a company or LLP, you have the right to appoint or remove the majority of the directors/management of a company or LLP as well as have the right to exert significant influence or control over a company or LLP.

 
Does a PSC have to be a shareholder?

Any shareholder with 25% or more of the issued capital will automatically become a PSC, other provisions exist for those holding 25% or more of voting rights or powers to appoint and resign directors, these individuals or corporate bodies will also need to be registered as a PSC from 30th June 2016.

 
What is a significant shareholder?

Significant Shareholder means any person owning, or offering to acquire, directly or indirectly, a number or percentage, as stated by the board of directors, the outstanding voting shares of a corporation, or any transferee of such person.

 
Can two people have significant control?

Unless there is someone else who has special rights to appoint or remove a majority of the board, or exerts “significant influence or control”, Individuals 1 and 2 will be the company's only PSCs. An individual can meet several of the conditions – e.g., shareholding and voting rights – directly or indirectly.

 
Do charities have persons of significant control?

As of 6 April 2016, all companies, including charitable companies, are legally obliged to maintain a register of individuals or legal entities that have control over them, otherwise known as 'people with significant control' (PSC) and 'relevant legal entities' (RLEs).

 
Can I be removed as a director without my knowledge?

Yes, company directors can be removed without the requisite notice, under certain circumstances. Section 262 of CAMA provides that a company may, by ordinary resolution, remove a director before the expiration of his period of office, notwithstanding anything in its articles or in any agreement between it and him

Can a director be a PSC?

Directors are also not considered PSCs as they already have a director's status noted by Companies House. If a corporate entity meets any of the above points, they must be listed as PSCs.

 

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