Briefed Atlas
The UK PSC register: what it contains and what it misses.
The persons with significant control register is the UK's primary mechanism for beneficial ownership transparency. It is also self-reported, stops at the first layer, and does not resolve corporate chains. Here is what is in it and what you need beyond it.
What qualifies as a person with significant control.
The PSC regime applies to most UK companies and LLPs. A person or entity becomes a PSC by meeting any one of five conditions.
More than 25 per cent of shares
Holding, directly or indirectly, more than 25 per cent of the shares in the company. This is the most common basis for PSC status in small and medium companies.
More than 25 per cent of voting rights
Holding more than 25 per cent of voting rights in the company. Relevant where share classes carry different voting weights, or where voting arrangements differ from economic ownership.
Right to appoint or remove the majority of directors
A person who can control the board without holding shares still qualifies. This captures control exercised through contractual or constitutional rights rather than equity.
Significant influence or control
A catch-all for control that does not fit the numerical conditions. HMRC guidance covers cases such as a sole director of a corporate trustee, or a person whose instructions the directors are accustomed to following.
Why the register uses bands, not percentages.
The UK PSC regime records ownership in bands rather than exact stakes. A PSC holding 27 per cent and one holding 49 per cent appear identically in the register. This is not an oversight; it is how the legislation is written.
25 to 50 per cent
Majority of small company structures. Most common band in the register.
50 to 75 per cent
Clear majority control. Includes wholly-owned subsidiaries with minority partners.
75 to 100 per cent
Near-total control. Includes most wholly-owned subsidiaries.
More than 25 per cent
Used where the ownership interest is through non-share rights rather than equity.
Any ownership calculation that converts a PSC band into a single percentage is making a choice the register deliberately does not make. Briefed Atlas preserves the band as filed.
Where the register stops.
The PSC register is a legal disclosure mechanism, not a verified database. For compliance and investigation work, the gaps matter as much as what is there.
The register is self-reported
Companies identify their own PSCs and file the information with Companies House. There is no verification step. An incorrectly filed PSC, or one filed late, goes into the public record as-is. Discrepancies between the filed PSC and the actual control structure are not caught at source.
Corporate PSCs do not resolve to a person
If the PSC of Company A is Company B, the register tells you that, but it stops there. The natural person who controls Company B, and therefore controls Company A, is not in that record. Finding them requires repeating the lookup against Company B's own filing, across however many layers the structure has.
Historical state is not surfaced by default
The register shows the current state. A PSC who ceased to be in control last year still appears in the filing history, but querying the register as it stood on a specific past date is not something the public interface makes straightforward. For investigations into past transactions, this matters.
Offshore structures are not captured
If the controlling entity is incorporated outside the UK, the PSC regime still applies to the UK company, but the ownership chain above the offshore entity is outside the register's reach. You see the nominee or holding company, not what is behind it.
Common questions.
What is a person with significant control?
A person with significant control (PSC) is any individual who meets one or more of five conditions in relation to a UK company: holding more than 25 per cent of shares, holding more than 25 per cent of voting rights, holding the right to appoint or remove a majority of directors, having the right to exercise or actually exercising significant influence or control, or exercising those rights through a trust or firm.
Who has to file a PSC register?
Most UK companies and limited liability partnerships are required to maintain a PSC register and file it with Companies House. Publicly listed companies on a regulated market are exempt, as their ownership is disclosed through separate transparency regimes. Unlimited companies with corporate members may also be exempt.
What does the PSC register actually contain?
For each PSC, the register includes their name, date of birth (month and year only, publicly), nationality, country of residence, service address, usual residential address (kept private), the nature of their control, and the date they became a PSC. Companies must update the register within 14 days of a change.
Is PSC the same as beneficial owner?
Not exactly. A beneficial owner is a broader concept: the natural person who ultimately owns or controls an asset or entity, regardless of who holds it legally. A PSC is the UK register's implementation of that concept for companies, using a 25 per cent threshold and five defined conditions. Every beneficial owner of a UK company above the threshold should appear as a PSC, but the PSC register only captures what companies have correctly reported.
How do I look up who controls a company through a corporate chain?
The PSC register shows the immediate PSC. If that PSC is itself a company, you need to look up that company's PSC register in turn, and repeat until you reach a natural person or an exempt entity. This chain resolution is what beneficial ownership databases do automatically, across however many layers and jurisdictions the structure involves.
Beyond the PSC register.
Briefed Atlas ingests the PSC register and resolves through it: corporate PSCs are traced to the natural person at the end of the chain, bands are preserved as filed, every edge links to the Companies House filing that established it, and the graph is queryable as it stood on any past date. For compliance, KYB and investigation work that needs to go further than the immediate PSC record, that is what Atlas is built for.
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