The end of the annual return

Following the Companies Act 2006 and the Small Business, Enterprise and Employment Act 2015, the annual return will no longer exist from 30 June 2016.

The aim of the changes are to ensure that the UK continues to benefit economically from trade and investment through corporate transparency, reduce the risk of money laundering and the use of companies as a front for illegal activities.

The Confirmation Statement

Companies will be required to submit a Confirmation Statement confirming that the information currently held at Companies House is accurate. Any changes can be made at the same time as submitting the relevant forms. However, companies will only have 14 days in which to file their Confirmation Statement.

Failure to comply may result in Companies House striking the company off and directors may also risk being prosecuted, receive a criminal record and a potential unlimited fine.

People with Significant Control (PSC) condition

From 6 April 2016, all companies have been required by law to keep a new public register – the People with Significant Control (PSC). PSC’s are individuals or companies that have a direct interest in the company concerned and meet one or more of the following five set conditions:-

1. 1. Holds, directly or indirectly, more than 25% of the shares in the company;
   2. Holds, directly or indirectly, more than 25% of the voting rights in the company;
   3. Holds the right, directly or indirectly, to appoint or remove a majority of the board of directors of the company;
   4. Has the right to exercise, or actually exercises, significant influence or control over the company;
   5. Exercises significant influence or control over the trustees of a trust or partners of a firm, where that trust of firm is not a separate legal entity, but where those trustees or partners would otherwise meet the conditions above.

From Thursday 30 June 2016, the PSC must be disclosed to Companies House within the Confirmation Statement.

For further information or guidance on how the above changes will affect you, or help with your company secretarial needs please contact Genti Krasniqi on GKrasniqi@menzies.co.uk or call 01489 566700.