Record
2026-09-19 06:00 England and Wales

Beneficial ownership register in England and Wales

England and Wales operates a statutory register of persons with significant control — the PSC register — held at Companies House. Control is the operative question: who holds more than 25 percent of shares or voting rights, who can appoint or remove a majority of directors, or who otherwise exercises significant influence. The register is public and searchable without registration or payment.

The ceiling of what the sources allow is stated before any engagement begins. The PSC register names the person and the nature of the control condition met. It does not verify that the named person is the ultimate economic owner. Where a corporate entity sits above the registered PSC, the chain continues into that entity's own filing jurisdiction — which may or may not be England and Wales.

What the register showsNamed PSC, nature of control condition, date of registration, country of residence. Source: Companies House PSC register · verified 2026-09-01 Public accessFree and without registration via the Companies House search service. Source: Companies House · verified 2026-09-01 Legal basisCompanies Act 2006, Part 21A, inserted by the Small Business, Enterprise and Employment Act 2015. Source: legislation.gov.uk · verified 2026-09-01 What the register does not showUltimate economic ownership where a corporate PSC is named; trust beneficiaries; nominees acting under undisclosed arrangements. Source: Companies House guidance · verified 2026-09-01

Source: Companies House PSC register · extracted 2026-09-01


What the PSC register records

The PSC register captures five control conditions. A person meets the threshold by holding more than 25 percent of shares, holding more than 25 percent 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 significant influence or control over a trust or firm that itself meets one of the first four conditions.

Every company incorporated in England and Wales must maintain a PSC register and file it at Companies House. The filing is public under the Open Government Licence v3.0, permitting redistribution with attribution. The register is updated whenever a change in control occurs; the company has a statutory obligation to notify Companies House within 14 days of becoming aware of a change.

The register records the PSC's full name, date of birth (month and year only — day is suppressed), country of residence, nationality, service address, and the specific control condition or conditions met. Where a relevant legal entity — rather than a natural person — meets the threshold, the entity's name, registered number, and legal form are recorded instead.

Source: Companies House · extracted 2026-09-01


Control through corporate layers

Where the immediate PSC is itself a company, the register identifies that company as a Relevant Legal Entity (RLE). The RLE entry shows the entity's name and registered number. It does not show the natural persons who own or control that entity unless those persons have a direct filing obligation in England and Wales.

Tracing control through an RLE requires a separate search in the jurisdiction where that entity is registered. If the intermediate entity is incorporated in a jurisdiction with no public beneficial ownership register, the chain terminates at the RLE entry. This is not a gap in the Companies House data — it is the structural limit of a national register applied to an international ownership chain.

A company with a sole corporate shareholder registered in a jurisdiction outside the UK may therefore show only one RLE entry on its PSC register, with no natural person named anywhere in the English and Welsh filing.

Source: Companies House PSC register guidance · extracted 2026-09-01


Trusts, nominees, and suppressed entries

English law does not require a trust to register at Companies House in its own right. Where shares are held by a trustee, the trustee may appear as the registered shareholder. The PSC register captures the trustee only if the trustee meets a control condition in their own capacity. The trust's beneficiaries are not recorded.

Nominee arrangements present a parallel issue. A nominee shareholder holds shares on behalf of a principal under a private agreement. The nominee may appear on the share register; the principal may not appear on the PSC register if the nominee does not pass through the control conditions to the principal. The Economic Crime (Transparency and Enforcement) Act 2022 tightened obligations on overseas entities holding UK land, but the PSC register for companies remains structured around the five statutory conditions rather than economic substance.

Entries can be suppressed where Companies House accepts an application on grounds of serious risk of violence or intimidation. A suppressed entry is visible as a suppression notice; the underlying personal data is withheld.

Source: Companies House guidance on PSC suppression · extracted 2026-09-01


Overseas entities and the Register of Overseas Entities

The Economic Crime (Transparency and Enforcement) Act 2022 created a separate Register of Overseas Entities (ROE), also held at Companies House. An overseas entity that owns or acquires UK land must register and disclose its beneficial owners or managing officers. The ROE is distinct from the PSC register and applies specifically to land ownership, not to corporate shareholding in a UK company.

Where an overseas entity appears as a PSC of a UK company, the PSC register records the entity. The ROE records the beneficial owners of that entity for land-holding purposes. The two registers are not automatically cross-referenced in a single searchable output; establishing the connection requires a manual search across both.

Source: Companies House Register of Overseas Entities · extracted 2026-09-01


Filing accuracy and verification

Companies House does not verify the accuracy of PSC filings before they are accepted. The register reflects what the company has filed. Discrepancies between the PSC register and the actual ownership structure are a known enforcement concern; the Registrar of Companies has powers under the Economic Crime and Corporate Transparency Act 2023 to query and reject filings that appear inconsistent, but real-time verification of every entry does not occur.

An entry on the PSC register is therefore evidence of what was filed, not evidence of what is true. A cross-border buyer relying solely on the PSC register to establish control faces the risk that the filing is incomplete, outdated, or structured to satisfy the statutory threshold without disclosing the full economic picture.

Source: Economic Crime and Corporate Transparency Act 2023 · Companies House · extracted 2026-09-01


The limit of what the sources allow

The PSC register is the primary statutory instrument for establishing control of a company in England and Wales. Its limits are structural, not incidental.

The register names the person or entity that meets a statutory threshold. It does not name the person who funded the acquisition, the person who gives instructions to the named PSC, or the person who receives the economic benefit of ownership. Where a corporate RLE is named, the chain continues outside England and Wales. Where a trust holds shares, the beneficiaries are outside the register entirely. Where a nominee arrangement exists below the statutory threshold, it is invisible to the register.

The register is updated by the company itself. Companies House does not independently audit filings. A filing that is technically compliant with the five control conditions may nonetheless omit the person who exercises practical control.

What the analysis can establish: the named PSC or RLE, the control condition met, the date of registration, any changes in the filing history, and the point at which the chain exits English and Welsh jurisdiction. What the analysis cannot establish from the PSC register alone: the identity of the natural person at the top of a multi-layer structure where intermediate entities are registered outside England and Wales.

Source: Companies House PSC register · Companies House guidance · extracted 2026-09-01


Where the sources disagree

The PSC register and the share register maintained by the company are separate instruments. The share register records legal ownership of shares; the PSC register records control. A person can hold shares without meeting a PSC threshold; a person can meet a PSC threshold without holding shares directly.

Where the two registers are inconsistent — for example, where the share register shows a different ownership percentage than the PSC filing implies — the inconsistency is itself a material finding. It does not resolve automatically in favour of either document. Both must be obtained and compared.

The ROE and the PSC register may also show different persons in relation to the same overseas entity, because the two registers apply different definitions of beneficial ownership and different thresholds.

Source: Companies House PSC register · Companies House ROE · Land Registry · extracted 2026-09-01


FAQ

Does the PSC register cover all companies in England and Wales? The obligation applies to UK companies, LLPs, and Societates Europaeae registered in the UK. Scottish limited partnerships and certain other vehicles have separate or modified obligations. Overseas companies operating in England and Wales through a branch are not subject to the PSC register in the same way as a UK-incorporated entity.

Is the PSC register the same as the UBO register required by EU anti-money-laundering directives? No. The PSC register predates the EU AML framework and was developed under UK company law. Following the CJEU judgment in Joined Cases C-37/20 and C-601/20, EU member states restricted public access to their UBO registers. The PSC register remains publicly accessible under UK law, which is no longer subject to that judgment. The two systems use different thresholds and definitions.

What happens when no PSC is identified? A company may file a statement that it has no registrable PSC, or that it has not yet been able to identify one. Both statements are visible on the register. A "no PSC" filing does not mean the company has no controlling person; it means the company has determined that no natural person or RLE meets the statutory thresholds as defined.

Can a PSC entry be challenged? A person who believes they have been incorrectly named as a PSC, or who disputes the control conditions recorded, can apply to Companies House to correct the entry. The process requires documentary evidence. The register reflects the outcome of that process; historical entries remain visible in the filing history.

What is the filing history and why does it matter? Companies House retains all previous PSC filings, including cessation notices. The filing history shows when a PSC was added, when they ceased, and what control conditions were recorded at each point. For a cross-border buyer, the history establishes whether control changed in the period before the transaction and whether any cessation was followed by a new filing or left the register with no named PSC.

Source: Companies House PSC register · legislation.gov.uk · extracted 2026-09-01


Sources


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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