PSC reporting: control is not only a share percentage
A person with significant control can qualify through shares, votes, board appointment rights or other significant influence or control. A cap table is an important starting point, but it is not the entire PSC analysis.
Apply all the relevant conditions
Companies House guidance explains the principal conditions, including holding more than 25 percent of shares or voting rights and having the right to appoint or remove a majority of the board. Significant influence or control and arrangements involving trusts or firms can also matter.
The threshold is more than 25 percent, not simply 25 percent. But a person below that share threshold may satisfy a different condition. Review the articles, shareholder arrangements and actual rights rather than looking only at economic ownership.
Look through the ownership structure carefully
Example: A founder holds shares through a company and also has special board appointment rights. The analysis needs to consider the corporate chain, relevant legal entities and the nature of control. It is not safe to list whichever individual appears most prominently on the website.
Gather accurate information and follow the statutory process for identifying and confirming PSC details. Changes in rights, transfers, new investments and trust arrangements can alter the position. Information on the public register must be kept accurate through the current reporting procedures; check official guidance because the company-law reforms have changed parts of the process.
Connect reporting and identity verification
PSC reporting and identity verification are linked compliance tasks but not the same task. A PSC may need to provide verification information within a specific period that differs from a director's confirmation-statement timing. Check the official due date and requirements for each role.
Maintain a clear record of why each person or relevant legal entity is reported and which control conditions apply. Review that record when the company changes its share structure or governance. Do not use a PSC filing as a substitute for tax-residency, beneficial-ownership or anti-money-laundering analysis required for another purpose; those regimes can ask different questions.
Your next steps
- Test shares, votes, board rights and other control conditions separately.
- Review indirect holdings and changes introduced by investment documents.
- Keep reporting and identity-verification tasks current for each relevant role.
Sources and scope
General legal information. The contract, applicable jurisdiction and particular facts can change the outcome. This guide does not replace advice on your individual circumstances.