UK PSC Register: Who Really Controls a Company?

A company’s largest shareholder is not always its true controller. Voting agreements, board rights, veto powers and indirect ownership can give someone significant influence.

The UK PSC Register identifies people who control a company. More than 25% of shares or voting rights may qualify, but control can also arise through board powers, agreements, indirect ownership or significant influence.

Companies House records more than headline ownership, including who influences decisions or appoints directors. Companies must report confirmed PSC information within 14 days and keep it accurate.

In this guide, you’ll learn how the UK PSC Register works, who qualifies as a person with significant control, how indirect ownership and influence are assessed, and how PSC checks differ from broader UBO and KYB due diligence.

What Is the UK PSC?

A UK PSC, or Person with Significant Control, is an individual who ultimately owns or controls a UK company. A person may qualify by holding more than 25% of the company’s shares or voting rights, having the power to appoint or remove most directors, or exercising significant influence or control through agreements, trusts, voting arrangements or indirect ownership structures.

PSC details are reported to Companies House through the UK PSC Register, helping businesses, regulators and compliance teams understand who really controls a company. A PSC register check can provide an initial view of a company’s ownership and control structure, although it should not replace broader KYB or beneficial ownership due diligence.

Why the UK PSC Register Matters for KYB and AML Compliance

The UK PSC Register helps businesses understand who owns or controls a company before entering into a commercial relationship.

For KYB and AML compliance, checking information about people with significant control supports beneficial ownership verification, UBO identification, ownership mapping and risk-based due diligence. A well-documented psc register check can also help businesses compare Companies House information with other verification sources.

It starts ownership checks - The UK PSC register provides a useful starting point for identifying who owns or controls a company. It can show individuals with more than 25% of shares or voting rights, as well as people with significant influence or control. Completing a psc register check can help compliance teams establish the initial ownership picture.

It reveals indirect ownership - PSC information can help compliance teams look beyond immediate shareholders and trace ownership through holding companies, parent entities and other corporate structures. This supports a clearer view of the company’s ultimate ownership and helps identify people with significant control who may sit further up the ownership chain.

It supports UBO and risk assessments - Reviewing the UK PSC register can help identify potential ultimate beneficial owners (UBOs), assess ownership complexity and inform broader KYB, AML and customer risk assessments. However, people with significant control identified through the register may require further verification before a business can rely on the information.

It highlights inconsistencies - Comparing Companies House PSC information with company documents, customer declarations and other verification sources can reveal missing details, outdated records or discrepancies in the reported ownership structure. A regular psc register check can help businesses identify changes or inconsistencies that require further investigation.

It does not replace KYB, KYC or AML checks - A PSC register search is only one part of due diligence. Businesses should still verify the company, trace ownership to the relevant individuals, complete KYC checks and carry out appropriate AML screening. The UK PSC register should support, rather than replace, a complete KYB and AML process.

Who Qualifies as a Person with Significant Control?

A Person with Significant Control is an individual who owns or exercises significant control over a UK company. The term people with significant control refers collectively to all individuals who meet one or more of the statutory PSC conditions.

The UK PSC register considers share ownership, voting rights, board appointment powers, indirect ownership and other forms of significant influence or control. A PSC register check should therefore examine more than the company’s immediate shareholders.

These five conditions come from Schedule 1A of the Companies Act 2006. The first three concern ownership, voting and board appointment rights, while conditions four and five capture other forms of significant influence or control. When reviewing people with significant control, businesses should consider each condition separately rather than relying only on the percentage shown in a PSC register check.

What Does “Significant Influence or Control” Mean?

Ownership percentage is only one part of PSC analysis. Someone may qualify without holding more than 25% of the shares or voting rights if they can direct the company’s activities or strongly influence its decisions.

Companies should review voting arrangements, board relationships, shareholder agreements, reserved matters and how decisions are actually made. This is why a complete PSC register check may need to be supported by corporate documents, ownership mapping and direct confirmation from the company or relevant individuals.

Rights That Could Indicate Significant Control

Significant control may arise where someone has broad rights over:

• The company’s business plan.
• Changes to the business.
• Additional borrowing.
• Appointment or removal of the CEO.
• Major incentive arrangements.

A broad veto over strategic decisions may indicate PSC status, even without majority ownership. These rights should be assessed when determining whether an individual belongs among the people with significant control reported through the UK PSC register.

Influence Without Formal Ownership

Someone may be a PSC because their recommendations consistently determine board or shareholder decisions. This could include a founder, adviser, family member or former director. Control can exist without majority ownership.

Accordingly, a PSC register check should not stop at identifying shareholders. It should also consider whether an individual has practical influence over important decisions, even where their formal ownership interest is relatively small.

When Veto Rights Do Not Automatically Create a PSC

Narrow rights protecting a minority investment, such as safeguards against dilution, constitutional changes or winding up, do not usually create PSC status on their own. The assessment depends on the right’s purpose, scope and practical effect.

A company’s UK PSC register should therefore reflect genuine significant influence or control, not every contractual protection held by a minority investor.

Direct vs Indirect Ownership: Looking Beyond the First Shareholder

PSC analysis must look beyond a company’s immediate shareholders. Control may pass through parent companies, holding companies, overseas entities, nominees, trusts or joint voting agreements. A thorough psc register check should therefore examine the full ownership and control structure, not just the first shareholder shown on Companies House.

For example, if Sarah owns 80% of Holding Company Ltd, which owns 60% of Trading Company Ltd, Sarah may indirectly control Trading Company Ltd even without being its direct shareholder.

Businesses should trace the full ownership chain to identify the individual or Relevant Legal Entity that qualifies as a PSC. This helps ensure that the uk psc register accurately reflects the people with significant control behind the company and supports wider beneficial ownership and KYB checks.

What Is a Relevant Legal Entity (RLE)?

A Relevant Legal Entity (RLE) is a company or legal entity that exercises significant control over another UK company and meets specific transparency requirements. For example, if UK Parent Ltd owns 80% of UK Subsidiary Ltd, the parent may be the registrable RLE. Companies must assess ownership chains carefully rather than automatically listing every individual behind the parent company.

A psc register check should consider whether the first qualifying legal entity in the ownership chain is registrable before looking further through the structure. This distinction is important when determining how people with significant control and qualifying legal entities should appear on the uk psc register.

Can a Company Have More Than One PSC?

Yes. A company can have multiple PSCs if several individuals meet one or more statutory conditions. For example, shareholders owning 40% and 35% are both PSCs, while someone owning exactly 25% does not meet the shareholding test alone. However, they may qualify through voting rights, director appointment powers or significant influence. Joint voting arrangements and indirect ownership should also be reviewed before reporting PSC information to Companies House.

A complete psc register check should assess each potential person with significant control separately. Multiple individuals may qualify under different conditions, and the same individual may satisfy more than one condition.

How to Identify a PSC Step by Step

Use this practical process to identify every person or legal entity with significant ownership, voting power or control over a UK company.

Start by reviewing the company’s ownership structure, control rights and decision-making arrangements, not just its immediate shareholders. This process supports an accurate uk psc register entry and provides a useful foundation for a wider psc register check.

Step 1: Review the Company's Shareholders

Start with the company's register of members and identify every individual or legal entity holding more than 25% of the shares. This is the first stage in determining whether someone qualifies as a Person with Significant Control (PSC) under the UK PSC register rules.

Remember that the threshold is more than 25%, not exactly 25%. Record direct shareholders carefully, then investigate any corporate shareholders to determine whether ownership or control may ultimately belong to another individual.

When completing a psc register check, compare the shareholder information with the latest Companies House filing and any ownership documents supplied by the company. This can help identify discrepancies before reporting people with significant control.

Step 2: Examine Voting Rights

Share ownership does not always reflect voting power. Review the company's articles of association, different share classes, voting agreements and any special voting rights to determine who controls more than 25% of the votes.

A person may be a PSC because of voting rights even if their economic shareholding is lower. Check whether certain shares carry enhanced votes, whether rights are exercised jointly and whether contractual arrangements affect significant control.

These checks are essential when determining whether the uk psc register reflects actual control rather than simply recorded share ownership. A psc register check should always assess voting rights separately.

Step 3: Check Board Appointment Rights

Determine whether any individual has the legal right to appoint or remove a majority of the company's directors. This can satisfy a PSC condition even where the person does not own more than 25% of the shares or voting rights.

Review the articles of association, shareholder agreements and investment documents for board appointment powers. A contractual right to control the composition of the board may indicate significant influence or control over the company.

This is one reason why identifying people with significant control requires more than reviewing a public shareholder list. The relevant rights may be contained in private agreements that need to be examined during a psc register check.

Step 4: Trace Indirect Ownership

Do not stop at the company's immediate shareholders. Follow corporate shareholders through holding companies, parent entities and other ownership chains to identify the individuals who ultimately own or control the business.

Map each layer of the structure, including overseas entities, nominee arrangements and joint interests. Indirect ownership can affect the UK PSC register, Relevant Legal Entity analysis and wider beneficial ownership or KYB checks.

A psc register check should document each ownership layer and explain how control passes from one entity to the next. This makes it easier to identify the ultimate people with significant control and investigate inconsistencies in the uk psc register.

Step 5: Review Agreements and Decision-Making Powers

Examine shareholder agreements, the company constitution, reserved matters, veto rights, management arrangements and other contractual control rights. These documents may reveal significant influence or control that is not obvious from the shareholder register or ownership percentages.

Pay particular attention to rights over business plans, borrowing, director appointments, executive decisions and major changes to the company. Not every minority-protection veto creates a PSC, but broader decision-making powers may indicate that an individual qualifies as a person with significant control.

This review helps prevent a psc register check from becoming a narrow percentage-based exercise. It also helps determine whether the uk psc register accurately captures contractual or practical control.

Step 6: Consider Actual Influence

Ask whether an individual effectively directs major company decisions even without meeting the straightforward ownership or voting-rights tests. A founder, investor or adviser may exercise significant influence through repeated involvement in board decisions or shareholder voting.

Review who is routinely consulted, whose recommendations are consistently followed and who can shape the company's strategy. The UK PSC register can capture actual significant influence or control, not only formal ownership.

When assessing people with significant control, consider the company's real decision-making practices as well as its formal documents. A psc register check should record the evidence supporting any conclusion about actual influence.

Step 7: Assess Trusts and Firms

Determine whether a trust or non-legal-person firm sits within the company's ownership or control structure. Identify the individuals who control that arrangement and assess whether it satisfies one of the PSC conditions.

This step is especially important in complex ownership structures involving trusts, partnerships or nominee arrangements. Trace control through the structure to determine whether an individual or relevant legal entity must be reported to Companies House.

The results may affect both the uk psc register and wider beneficial ownership analysis. Where the structure is unclear, a detailed psc register check may need to be supported by trust deeds, partnership documents or other evidence.

Step 8: Confirm the PSC's Information

Companies should confirm the necessary PSC information before reporting it. This includes the person's name, date of birth, nationality, service address, usual country or UK location and the nature of their control.

The company should also confirm when the individual became a PSC and whether their identity verification requirements have been completed. Accurate information supports Companies House compliance and helps prevent errors in KYB and beneficial ownership checks.

Before submitting information to the uk psc register, companies should compare the details against reliable documents and the results of their psc register check. This helps ensure that people with significant control are correctly identified and reported.

Step 9: Report It to Companies House

Companies must report PSC information and changes to Companies House within the applicable statutory deadlines. They should also keep the information accurate when ownership, voting rights or significant control arrangements change.

Companies House guidance states that officers must identify and confirm PSC information, provide it within 14 days, report confirmed changes within 14 days and maintain accurate records. This ensures the UK PSC register remains current for company verification, AML and KYB due diligence.

After filing, businesses should retain evidence of the analysis and repeat the psc register check whenever ownership or control changes. Keeping the uk psc register current helps companies meet their obligations and gives compliance teams a more reliable view of the people with significant control behind a business.

PSC Identity Verification: What Changed in 2025 and 2026?

Mandatory Companies House identity verification for PSCs began on 18 November 2025. It applies to PSCs and directors, with existing individuals moving through a 12-month transition period. This is now an important part of maintaining an accurate UK PSC Register and completing a reliable PSC register check.

How It Works

A PSC verifies their identity through Companies House or an authorised corporate service provider, then receives a personal code. This code must be provided to connect the verified identity to the relevant PSC role.

Anyone who is both a director and PSC must complete the process separately for each role. PSCs generally have a specific 14-day period to provide their verification details. Businesses conducting a PSC register check should confirm whether the relevant people with significant control have completed the required verification.

Existing PSCs - For an existing PSC who is also a director, the PSC deadline is linked to the company’s confirmation statement date. For an existing PSC who is not a director, the deadline is generally linked to the first day of their birth month recorded at Companies House.

New PSCs - New PSCs must verify their identity and provide their personal code within the applicable 14-day period. Companies should include this step in their PSC onboarding and reporting procedures, particularly where they are responsible for identifying people with significant control and keeping the UK PSC Register accurate.

What Happens When PSC Information Changes?

Companies must review and update PSC information when ownership or control changes, such as when a PSC sells shares, gains voting rights, changes control bands, gains or loses board appointment powers, updates personal details, or ceases to exercise control.

Confirmed changes must generally be reported to Companies House within 14 days. Regular monitoring helps maintain an accurate UK PSC Register and supports KYB and AML compliance. It also ensures that a PSC register check reflects the company's current ownership and control position rather than outdated information.

What If a Company Has No PSC?

A company cannot leave its PSC information blank. If no individual or registrable Relevant Legal Entity meets the control tests, it must file the appropriate statement with Companies House explaining why.

This differs from being unable to identify or confirm a potential PSC. Companies should review ownership, voting rights, board powers, indirect structures and control agreements before concluding that no PSC exists. This review should identify all relevant people with significant control before a company reports that no registrable PSC exists.

For KYB and AML checks, a “no PSC” statement should not automatically mean no one controls the company. Independent ownership and UBO verification may still be required. A PSC register check should therefore be treated as one part of a broader ownership review, not as a substitute for tracing the full control structure.

What If Someone Refuses to Provide PSC Information?

Companies must identify their People with Significant Control (PSCs) and request information from anyone who may qualify. Ignoring a formal request, failing to respond within one calendar month or knowingly providing false information may be a criminal offence, punishable by a fine, up to two years’ imprisonment, or both.

In some cases, companies may also restrict the relevant shares or voting rights. These consequences are not automatic for every late filing. Companies should follow the statutory process, keep records and seek legal advice where ownership or control structures are complex.

Maintaining accurate information about people with significant control is essential for the UK PSC Register. Where information appears incomplete or inconsistent, a further PSC register check can help identify whether the company needs to investigate, update its filing or obtain additional ownership evidence.

Bottom Line

Finding out who controls a company requires more than checking its largest shareholder. The UK PSC Register also considers voting rights, board appointments, indirect ownership, contractual powers, actual influence, and control through trusts or firms. Someone with less than 25% of the shares may still be a PSC if they influence key decisions or otherwise qualify as one of the company's people with significant control.

The 2025 and 2026 Companies House reforms make accurate PSC reporting and identity verification essential. Companies must identify and report their PSCs, while regulated businesses should also verify ownership, identify UBOs, screen relevant individuals and assess risk. A Companies House search or PSC register check is a starting point, not a substitute for thorough due diligence.

Binderr Services helps businesses verify companies, uncover ownership structures, identify UBOs and streamline KYC and AML checks.

FAQs About the UK PSC Register