Persons of significant control register (PSC)

You may have heard in the Press the introduction of the new Persons of Significant Control Register which all Limited Companies (including Charitable Companies) need to hold. This can be held by the client themselves or indeed held by Companies House on your behalf. We as a firm maintain this register as part of our service to our clients and it is contained within our specific Company secretarial software data base. For the average small to medium sized Company it will state who owns more than 25% of voting control of the Company and in the majority of cases this will be the director/shareholders of the business.

The matter is slightly more complex for Charitable Companies.Where Trustees and Members are one and the same people then it is the Trustees and Trustees will have to be declared within this register if there are only three. If there are four Trustees or more then they do not have more than 25% in the way of voting rights and no declaration is necessary.

However, in some cases Charitable Companies are controlled by the Members who are not necessarily the Trustees, they may be the original visionary subscribers to the Articles of Association. Again, in this case if there are more than three Members this disclosure is unnecessary. In the case of three Members or less then the names of Members will have to be shown in the register.

There is also the case of disclosure where there are other persons within a Charity who may be seen to have significant control. This could be for example the senior Minister of a Church Charity. Each case has to be considered on its own merits.

Take the case of a UK Charity affiliated to a more worldwide organisation. Does the worldwide organisation have significant control over the activities of the UK Charity? In which case the matter will need to be disclosed.