England and Wales operates one of the most accessible corporate registries in the world. What it discloses, and what it does not, determines the ceiling of any pre-signing verification exercise. Control — who holds it, how it is exercised, and what a minority shareholder can enforce — is the central question before any shareholders agreement is executed. The answer comes from several official layers, each with its own depth and its own blind spots.
What the primary register showsRegistered directors, persons with significant control (PSC), filed accounts, confirmation statements, and constitutional documents. Source: Companies House · verified 2026-10-01 PSC registerMandatory since 2016 under the Small Business, Enterprise and Employment Act 2015. Individuals holding more than 25% of shares or voting rights, or exercising significant influence or control, must be registered. Source: Companies House PSC register · verified 2026-10-01 Access conditionThe register is publicly searchable without registration. Documents are available per-item. Re-distribution is permitted under the Open Government Licence v3.0 with attribution. Source: Companies House · verified 2026-10-01 What the register does not showBeneficial ownership chains above the registered PSC layer, nominee arrangements, trust structures, and the content of any shareholders agreement filed privately. Source: Companies House · verified 2026-10-01This register is public and free of charge. What you are paying for is the removed path: registration, national identifier, language, electronic signature, declaration of legitimate interest — and the structured analysis that places each document in the context of the transaction.
What the Companies House layer establishes
Companies House is the statutory register for England and Wales. Every private and public company must file incorporation documents, annual confirmation statements, accounts, and changes to directors and PSCs. The register is searchable by company name and number.
The confirmation statement captures the share structure at a point in time. It shows classes of shares, voting rights attached to each class, and the identity of PSCs. Filed accounts show the financial position as at the accounting reference date. The gap between the accounting reference date and the filing deadline means the most recent filed accounts may be up to nine months old at the point of search.
Constitutional documents — the memorandum and articles of association — are filed on incorporation and on any subsequent amendment. The articles govern the internal rules of the company: transfer restrictions, drag-along and tag-along rights, reserved matters, and quorum requirements. A shareholders agreement, by contrast, is a private contract. It is not filed at Companies House. Its existence may be inferred from articles that reference it, but its terms are not visible in the register.
The PSC register names individuals who meet the statutory threshold. It does not show the mechanism by which control is exercised in practice — whether through a voting agreement, a proxy arrangement, or a side letter. Where a corporate entity sits above the registered PSC, the chain is traced only to the extent that each intermediate entity has filed its own PSC disclosure.
Source: Companies House · extracted 2026-10-01
The insolvency and enforcement layer
The Insolvency Register maintained by the Insolvency Service records individual insolvencies: bankruptcies, individual voluntary arrangements, and debt relief orders. A separate search covers company insolvency proceedings: administrations, liquidations, and company voluntary arrangements. These are recorded at Companies House and in the London Gazette.
A negative result in the insolvency register does not confirm the absence of a filed application. There is a processing gap between the filing of an application and its appearance in the register. County Court Judgments (CCJs) against individuals are held by Registry Trust. CCJs against companies appear in the Register of Judgments, Orders and Fines. Neither register is consolidated with Companies House; each requires a separate search.
The enforcement picture — whether a counterparty or a director has been subject to disqualification proceedings — is held by the Companies House disqualified directors register. Disqualification orders and undertakings are searchable by name.
Source: Insolvency Service · extracted 2026-10-01 Source: Registry Trust · extracted 2026-10-01 Source: Companies House — disqualified directors · extracted 2026-10-01
The financial statements layer
Filed accounts at Companies House vary in depth by company size. Small companies may file abridged accounts, which show a balance sheet but not a profit and loss account. Micro-entities file even less. Medium and large companies file fuller accounts, including a directors' report and, where applicable, a strategic report.
The financial statements show the position as at the accounting reference date. They do not show intra-year transactions, related-party arrangements that fall below the disclosure threshold, or the terms of any shareholder loan. Where the company is part of a group, consolidated accounts may obscure the position of the individual entity.
HMRC does not publish tax assessments or correspondence. The tax position of the company is not visible from any public source. VAT registration status can be verified through VIES for cross-border purposes, but VIES does not return the company name or address for UK entities following the UK's departure from the EU VAT Information Exchange System.
Source: Companies House — filed accounts · extracted 2026-10-01
The land and charges layer
The Register of Charges at Companies House records fixed and floating charges granted by the company over its assets. A charge registered here gives notice to third parties. An unregistered charge may still be valid between the parties but does not bind a liquidator or subsequent creditor.
HM Land Registry holds title to registered land in England and Wales. Title registers are publicly searchable. A title register shows the registered proprietor, the class of title, and any registered charges or restrictions. It does not show the beneficial ownership of the land where that differs from the registered legal title.
Where a company holds property subject to a restriction — for example, a restriction requiring the consent of a third party to any disposition — that restriction is visible on the title register. The identity and relationship of the consenting party may not be.
Source: Companies House — Register of Charges · extracted 2026-10-01 Source: HM Land Registry · extracted 2026-10-01
Where the sources disagree
The confirmation statement and the PSC register are filed at different intervals and may reflect different points in time. A share transfer completed after the last confirmation statement but before the next filing date will not appear in the register. The articles of association on file may have been amended by a special resolution that has been filed but not yet processed.
Filed accounts and the confirmation statement may show different share structures if a reorganisation occurred between the accounting reference date and the confirmation statement date. Where a group structure is involved, the entity-level accounts and the consolidated accounts may present materially different pictures of the financial position.
The Insolvency Register and the London Gazette are not synchronised in real time. A winding-up petition presented to the court will appear in the Gazette when advertised, but the timing of advertisement is subject to procedural steps that introduce a gap.
The limit of what the sources allow
The Companies House PSC register discloses the identity of persons meeting the statutory threshold. It does not disclose the mechanism of control. A shareholders agreement that allocates veto rights, reserved matter consents, or board appointment rights to a minority shareholder is not filed anywhere. Its existence is not confirmed by any public source.
Nominee arrangements are not prohibited in England and Wales. A nominee director or shareholder may appear in the register without any indication of the underlying principal. The PSC register is designed to pierce this, but it relies on self-reporting. Where the threshold is structured to fall below 25%, the register will not capture it.
Trust structures holding shares are required to register the trust at HMRC's Trust Registration Service in certain circumstances. That register is not publicly searchable. The beneficial interest held through a trust is not visible from Companies House.
The ceiling of what the sources allow is stated before payment. The report identifies, at each point in the chain, which layer of the structure is visible and which is not — and names the mechanism by which the invisible layer operates, where that mechanism is inferable from the documents that are filed.
Scope and fixed price
| Tier | Price | What is included | Not included |
|---|---|---|---|
| Signal | €440 | Companies House search: directors, PSC register, confirmation statement, articles of association. Insolvency register check. Summary of what is and is not visible. | Filed accounts analysis. Charges register. Land Registry. Disqualified directors check. |
| Standard | €890 | All Signal items. Filed accounts review (last two periods). Register of Charges. Disqualified directors check. London Gazette insolvency search. Structured memo on control layer and gaps. | Land Registry title search. Cross-border chain tracing. Shareholders agreement review. |
| Extended | €1800 | All Standard items. HM Land Registry title search on registered property. Cross-border PSC chain tracing where intermediate entities are registered outside England and Wales. Full source map with access conditions and blind spots for each layer. | Legal advice. Shareholders agreement drafting or review. Tax analysis. Representation. |
FAQ
What does the PSC register actually show — and what does it miss? The PSC register names individuals who hold more than 25% of shares or voting rights, or who exercise significant influence or control, as defined by the statutory guidance. It does not show how that control is exercised in practice. Voting agreements, proxy arrangements, and side letters are private contracts. They are not filed. The register captures the threshold position; it does not capture the operational reality of control.
Can a shareholders agreement be found in any public source? No. A shareholders agreement in England and Wales is a private contract between the parties. It is not filed at Companies House or any other public register. Its existence may be inferred from articles that reference it, or from filed resolutions that implement its terms, but its content is not accessible from any official source.
How current is the information at Companies House? The confirmation statement must be filed annually. Accounts must be filed within nine months of the accounting reference date for private companies. A change of director or PSC must be notified within 14 days. There is always a gap between an event and its appearance in the register. The report notes the filing date of each document reviewed and identifies where the gap is material.
What does a charges search establish? The Register of Charges at Companies House records fixed and floating charges granted by the company. A registered charge gives constructive notice to third parties. The search establishes whether the company's assets are encumbered and in favour of whom. It does not establish the terms of the underlying facility agreement, which is a private document.
What is not covered at any tier? Legal advice, qualification of the facts established, shareholders agreement drafting or review, tax analysis, and representation are outside the scope of all three tiers. The report is a factual compilation from official sources. It identifies what the sources show and where they stop.
Sources: - Companies House — https://find-and-update.company-information.service.gov.uk — extracted 2026-10-01 - Insolvency Service — https://www.insolvencydirect.bis.gov.uk/eiir — extracted 2026-10-01 - Registry Trust — https://www.registrytrust.org.uk — extracted 2026-10-01 - HM Land Registry — https://www.gov.uk/search-property-information-land-registry — extracted 2026-10-01 - London Gazette — https://www.thegazette.co.uk — extracted 2026-10-01
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Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. VLO Law Firm assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@vlolawfirm.com.
Author: James Whitfield — Partner, UK & Common Law, VLO Law Firm
