Out-Law Analysis 4 min. read
07 Feb 2025, 4:32 pm
Initial elements of the Economic Crime and Corporate Transparency Act (ECCTA) were implemented last year with businesses urged to increase their understanding of the Act ahead of further obligations expected to come into force from this spring.
The Registrar (Identity Verification and Authorised Corporate Service Providers) Regulations 2025 (6 pages/61 KB) were passed on 20 January and bring into force further elements of the ECCTA as set out below, beginning in a matter of weeks.
The upcoming elements include changes around ‘authorised corporate service providers’ (ACSPs). To help improve the reliability of information on who is filing information on behalf of companies, all presenters of information to Companies House – the new ACSP role – will be required to verify their identity. When the applicable provisions come into force, only such ACSPs who are authorised by the UK Registrar of Companies, and will also be known as “Companies House authorised agents”, will be able to deliver documents to Companies House and complete newly introduced identity verification requirements. ACSPs will be able to register and verify their identify with Companies House from 25 February.
Identification and verification measures are also set to come into effect. All directors, and their equivalents for other entities registered with Companies House, alongside any people with significant control (PSCs), will be required to verify their identity with Companies House. This will apply to any corporate body subject to the disclosure requirements of the Companies Act 2006. All members and PSCs of limited liability partnerships will be required to verify their identify, as will the general partners of limited partnerships.
All new and existing company directors, equivalents for other registerable entities, and PSCs, as well as any third-party agents making filings, will need a verified account at Companies House.
A director will be able to verify their identify either before or during their registration process at Companies House. A director who has not registered by the end of their requirement registration period will be committing an offence and may also be liable for a civil penalty.
For corporate members of LLPs or corporate general partners of LPs, the corporate entity will have to provide the details of their director(s) or managing officers, whose identity must be verified. Registrations of corporate persons that are not accompanied by a verified person in a management position will be rejected. The voluntary verification of existing directors, LLP members and PSCs will be possible from 25 March. Mandatory verification will be enforced for any new directors, LLP members and PSCs from autumn.
Companies House now has the power to receive and assess applications from individuals seeking to have residential addresses supressed from public disclosure where they have been used as a registered office address. This power came into effect on 27 January.
A number of further elements of ECCTA will come into effect periodically over the coming years.
For example, the verification process for general partners and PSCs of limited partnerships will be brought into effect from spring 2026 and all verification is expected to be completed by autumn 2026. The use of corporate directors will also soon be restricted while more details regarding shareholders and their shareholdings will be required in the register of members. This will be included in the first confirmation statement filed following the implementation of this element of the Act.
Additional elements businesses should look out for in the near future include changes to statutory registers, company accounts and usefulness of information held.
Information held on shareholders and PSCs is to be enhanced, in the first instance by introducing a requirement for companies to record full names of shareholders in their registers. Private companies, and traded companies where shareholders hold at least 5% of the issued shares of any class of the company, will be required to provide a one-off full shareholder list; this will be updated annually by way of disclosure via the confirmation statement filing, as is currently the case.
Identifying and publishing more information from companies claiming any exemption from the requirement to provide details of their PSCs, including the reason for the exemption, will be required. Where a PSC is listed on a regulated market, the name of the market the company is listed on, and information that will direct searchers to where PSC information is published, will be required for publication at Companies House.
A variety of measures will be introduced to enable Companies House to share information with law enforcement, regulatory bodies and the private sector. Such sharing will be conducted only where it is proportionate and appropriate to do so, and under conditions identified in the Act.
Whilst the government’s aim is to increase transparency of who is running UK registered companies, it is mindful that such transparency should not become a mechanism for abuse and that information is only displayed publicly if it is necessary and appropriate to do so.
With this in mind, proposals have been set out in a bid to help prevent abuse of personal information. The proposals aim to help encourage enterprise and entrepreneurship, as prospective directors will have greater confidence that their personal information will be safeguarded. In limited circumstances, directors and PSCs can currently apply to have some of their personal information held on the register suppressed from public view. The government believes there is a case for extending these rights, in order to protect individuals from fraud and other harms, including in the most serious cases suppressing all of the required particulars in respect of an appointment or PSC.
In line with international best practice, Companies House will require company accounts to be filed in a digital format using the industry standard inline extensible business reporting language, with such accounts being fully tagged. This means that each financial element within the accounts will need to be labelled appropriately, making the information easier to interrogate, compare and check.
Alongside this, the government has considered whether to reduce the time allowed for filing of accounts. However, it has been decided that no changes are to be made at this time, appropriate changes to the law to facilitate future changes to improve the value of the register and bring the UK in line with international standards being made accordingly.
Dormant companies will be required to file an eligibility statement, which will provide the registrar with additional evidence. This is intended as a deterrent for companies who under-report, and to improve the integrity of the data on the register.
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