PSC Compliance: Why accuracy matters more than ever

For many companies, PSC compliance has historically been treated as a routine company secretarial task, sitting alongside annual filings and confirmation statements. That approach is becoming increasingly difficult to justify. As Companies House takes on a more active role in improving the quality of information on the register, PSC information is likely to receive closer attention as part of a wider focus on corporate transparency and data integrity. 

This matters not only because inaccurate or incomplete PSC information can create regulatory and enforcement exposure but because it can also impact how a company is viewed by investors, lenders and counterparties. 

The reforms introduced through the Economic Crime and Corporate Transparency Act 2023 (“ECCTA”) are designed to improve the quality and reliability of information held at Companies House, moving beyond a system that simply records filings towards one that places greater emphasis on data integrity. In that context, PSC information should not only be seen as a filing obligation but a key component of a company’s governance and transparency framework.

The legal framework

The PSC regime is statutory and sits within the Companies Act 2006, principally Part 21A, supported by the Register of People With Significant Control Regulations 2016. 

Equivalent requirements apply to certain other entities, including LLPs (limited liability partnerships) and eligible Scottish partnerships, and the regime operates across the UK.

At the heart of the regime is an ongoing obligation. 

Companies must take reasonable steps to identify their PSCs, ensure that the prescribed PSC information is accurate and kept up to date, and make the necessary filings at Companies House within the relevant timeframes.

The consequences of getting this wrong can be more serious than many businesses assume. 

PSC compliance now sits within a wider framework of register accuracy, governance and accountability. Companies and their officers may face regulatory action, financial penalties and, in some circumstances, criminal liability if they fail to take reasonable steps to identify PSCs, fail to keep PSC information up to date, or deliver information that is misleading, false or incomplete. Individual PSCs may also commit a criminal offence if they fail to respond to statutory notices, comply with their identity verification requirements or otherwise meet their statutory obligations under the PSC regime. 

A stronger focus on register integrity

Companies House has traditionally focused much of its enforcement and prosecution activity on filing defaults, such as late accounts or confirmation statements. However, ECCTA has strengthened the role of Companies House, positioning it as a more active gatekeeper of the corporate register. Against that backdrop, there are signs that non-compliance with the PSC regime, including failures to provide accurate and up-to-date PSC information, is moving up the enforcement agenda. 

Recent government data also shows that Companies House has been making criminal referrals to the Insolvency Service for PSC matters. The published figures record PSC-related referrals between April 2018 and March 2025, including 199 PSC referrals in 2024/25. 

This does not mean every referral results in prosecution. However, it does demonstrate that PSC compliance is being treated as a live enforcement issue rather than a purely administrative concern.

Publicly available material on individual PSC prosecutions remains limited. The more immediate point for most companies is that inaccurate or incomplete PSC information may attract questions, delay transactions and create a poor impression of the company’s governance and record-keeping. 

Where the risks tend to arise

In practice, problems often arise because PSC analysis is treated as a one-off exercise. A company may identify its PSCs on incorporation, file the relevant information and then fail to revisit the position when shares move, voting rights change, new financing arrangements are put in place, or a group structure is reorganised.

The risk is often greater in companies with more complex ownership structures, particularly where there are multiple companies in a chain, overseas entities or trusts or individuals who exercise influence in less obvious ways. It is also common for companies to conclude that there is no PSC without keeping a clear record of the analysis that led to that conclusion. If this conclusion is later challenged and questions are later raised, the company may find it difficult to show that it took the required “reasonable steps” if there is no written record of what was considered at the time.

Some PSC issues are relatively easy to spot from the public register. Missing PSC information, an outdated statement, or a mismatch between the company’s filings and its ownership structure can quickly raise questions about the reliability of the information provided. Even where the underlying ownership analysis is more nuanced, visible gaps or inconsistencies may prompt further scrutiny and can undermine confidence in the company’s governance and record-keeping.

How companies can reduce the risk

The most effective protection is to make PSC compliance part of ordinary governance practice. Companies should periodically review their PSC position, especially after any transaction or internal change that could affect ownership or control.

It is also important to document the steps taken. Where the analysis is straightforward, that record may be short. Where the structure is more complicated, the company should be able to show what enquiries were made, what documents were reviewed and why a particular conclusion was reached. This evidence may be crucial if the company later needs to demonstrate that it took reasonable steps.

Companies should also build PSC checks into transaction workflows. Share transfers, reorganisations, investment rounds, changes to voting rights and financing arrangements should all prompt a fresh look at the PSC position and any corresponding Companies House filings. Where the company maintains internal records, those records should be checked against the public filings so that discrepancies are identified and corrected quickly.

Finally, directors and company secretarial teams should understand that PSC obligations are continuing obligations carrying potential criminal consequences. This is not just a technical filing point. It is part of the company’s wider governance and transparency framework.

What this means in practice

Our key takeaway is that governance and review practices should be evaluated and where necessary adapted, so that compliance with the PSC regime becomes a core governance obligation. The increasing focus on data quality, together with Companies House’s enhanced role and its ability to work more closely with enforcement partners, means companies should expect more scrutiny of inaccurate or incomplete ownership information.

For legal and company secretarial teams, this means moving from a reactive approach to proactive compliance monitoring. Boards should be made aware that PSC accuracy is relevant not only to statutory compliance but also to transaction readiness, reputational risk and the company’s ability to demonstrate sound governance.

In short, the register is no longer just a place where information is stored. It is increasingly being treated as a source of corporate intelligence and a foundation for trust in the UK corporate environment. Companies that can clearly explain who owns or controls them, why their filings say what they say and what steps they have taken to keep that information accurate will be better placed to respond to scrutiny and demonstrate good governance.