Populating your PSC Register

There are two methods for populating your PSC Register:

  1. The automated method consisting in Users batch populating their PSC records via the UK People with Significant Control (Report-Auto Create) This method is to be used for the initial creation of records only (though it can also be used to create records for single or multiple companies added at a later date) and will not produce any forms. The PSCs, RRLEs and/or ORPs identified will always have their particulars unconfirmed using this method. This is to allow you to then use the Add/Update PSC/RLE/ORP Wizard to confirm their particulars and create the relevant PSC forms.
  2. The manual method which requires Users to create their PSC records on a one-by-one basis via the relevant Wizards on the People with Significant Control page.

Both methods are explained in the next sections.

If users have not selected the auto script to create the PSC Data Library records, nor has the user created any PSC records manually for the Company, when the register is initially run, it will by default state that the Company's investigations are still ongoing and will display the following text: "The Company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or a registrable relevant legal entity in relation to the Company".

Once the auto-script has been run, the status/Additional Matter above will be overwritten by the details contained in the auto-script. Should you want to include this status in your PSC Register and/or generate the relevant form, after running the auto-script, the Additional Matters (Statements) Wizard must be used to add it against the Company/SE/LLP and produce form PSC08.

Note

It is important that every stage/status of your investigation is accurately entered within the application, disclosed in the PSC Register and reported to Companies House through the filing of the appropriate PSC form.

Note

Each status/Additional Matter must be recorded separately against the relevant PSC record by using the correct Wizard. If the status/Additional Matter is no longer applicable, it must be duly closed off. For a complete list of Additional Matters, refer to List of Additional Matters.

Method 1 – Using the PSC Report/Auto Script to Batch Populate your PSC Records

We strongly recommend that you:

  • Always generate a PSC Report to verify your details prior to using this method.
  • Only use this method in the initial phase of your data entry process as it can only be employed once, though it can also be used to create records for single or multiple companies added at a later date. Should you run the auto script after you have created your PSC records, it will not override the records you have previously created.

Create your PSC records in one batch by:

  • Navigating to All Searches > Companies Search.
  • Bringing the relevant UK Companies on the screen, noting that, if dealing with a considerable amount of entities, it is advisable to run this in small batches.
  • Selecting Wizards > More Wizards > (UK) People with Significant Control (Report-Auto Create).
  • Enter the date as at which you want to create your records noting that this cannot be before the 6 April 2016.
  • Select the Create PSC records checkbox.
  • Select Next.
  • Select the Save Report to Working Documents option and select Next. This is particularly important if your list of UK Companies is rather large, as it allows you to finalise the Wizard and continue with your other tasks while the data is being populated in the background.
  • Finish the Wizard.

You will now have a PSC report in Working Documents, listing the identified and created PSC records, together with their names, Specified Conditions and Additional Matters.

In addition, should you:

  • Open any Company within the batch and
  • Navigate to Ownership > People with Significant Control tab.

You will notice that PSC records will have been added to your Company (one for each registrable person and/or legal entity).

Furthermore, by selecting the Significant Control (UK) tab under Ownership, you will also see the Companies where the entity concerned is a RRLE/ORP (if applicable).

  • Use the Arrow icons next to PSC/RLE/ORP Statements (or the ones by the relevant PSC/RRLE/ORP) to view more details on your newly added PSCs/RRLEs/ORPs or to hide them from your view.
  • Select the Open Folder icon to view or edit their details.

The name of the PSC/RRLE/ORP and their Specified Conditions will have been populated by the application.

Note

Your PSCs'/RRLEs'/ORPs' details (name, address, etc.) will not show in the PSC Register unless the (Non Statutory Matter) Particulars Confirmed Additional Matter is selected for their PSC record(s) via the relevant Wizard (see below for more details). Although RRLEs/ORPs are not required to confirm their particulars, selecting this status is mandatory should you want to print their details on the Register. For Individual PSCs, the (NON STATUTORY) PARTICULARS CONFIRMED status should only be used once their particulars have indeed been confirmed. Until such confirmation is received, the Unconfirmed Particulars Additional Matter/status must be used (and subsequently closed off via the Additional Matters (Statements) Wizard when confirmation of details is received – see below for more information).

  • Select Wizards (see screenshot above) to change any of these details, add Additional Matters (if needed) and generate the relevant forms, all of which is explained later on, as well as in Dealing with Changes to your PSCs/RRLEs/ORPs and their Details.

Note

Running this report with Create PSC records selected will add PSC records for any PSCs/RRLEs/ORPs found, but will not automatically add these to the PSC Register or produce any PSC forms. To achieve this, you must subsequently confirm their particulars by running the Add/Update PSC/RLE/ORP Wizard. See below for more information on this subject.

Where the report / auto-script identifies those Companies with no PSCs/RRLEs/ORPs, Users will need to create the PSC records manually, through the Additional Matters (Statements) Wizard, as explained later on, as their PSC records will not be created through the auto-script. Should you want for the initial (Not yet completed taking reasonable steps) matter to also show in the Register, you must manually create it and then close it, as demonstrated later on.

Due to the complex nature of identifying and recording the interest in LLPs, the PSC records for LLPs must also be manually created.

The information used by the Auto-Script will be based on data being entered by Users in the Shares, Shareholders and Corporate Relationships sections. If the data is added in the Shares and Shareholders sections, you must ensure that the beneficial ownership is accurately recorded within Diligent Entities as this is reflected in the results displayed in your Report.

If dealing with Other Entities, the interest holders will need to be added in the Corporate Relationships area.

Only those overseas legal entities that have selected the UDF field on the Company Details page Listed on regulated/specified market will appear in your report as a RRLE. Refer to Ensuring that your system is ready for PSC for further details.

For a more detailed description of how the data is reviewed by the application, the assumptions made, etc., refer to the Diligent Entities v10.1a Release Notes.

Should you want to learn more about adding ownership information within the application (adding Shareholders and Beneficial Owners, setting up Corporate Relationships, etc.), refer to the Shares & Ownership guide. Alternatively, contact your Customer Success Manager or our Training Coordinator to arrange training or the Product Support Team for assistance.

Method 2 – Manually Creating your PSC Records

As previously mentioned, when the PSC Register is first generated, if there are no PSC entries added against your Company, the Register will by default state that the Company's investigations are still ongoing (i.e. the additional matter "The company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or a registrable relevant legal entity in relation to the company" will show in the Register).

However, it should be noted that, once the auto-script has been run, the Not yet completed taking reasonable steps matter will be replaced by the details contained in the auto-script.

To add the above matter in the Register and/or to record any other additional statements/matters for the Company/SE/LLP, Users must follow the instructions presented in the next sections, depending on your Company's current status of investigations, including on whether or not the Company/SE/LLP has any PSCs/RRLEs/ORPs.

Note

It is important that every stage/status of your investigation is accurately entered within the application, disclosed in the PSC Register and reported to Companies House through the filing of the appropriate PSC form.

Each status/Additional Matter must be recorded separately against the relevant PSC record by using the correct Wizard. If the status/Additional Matter is no longer applicable, it must be duly closed off.

For the purposes of the PSC08 and PSC09 forms (and LLP/SP/SLP equivalents), Companies House have grouped two of the statutory Additional Matters (Company has no PSCs or registrable RLEs and Not yet completed taking reasonable steps) under Company Statements and a further two statutory Additional Matters (Unidentified PSC and Unconfirmed particulars) under Person Statements. These terms are, therefore, used in the current article, and are a key component of the Additional Matters (Statements) Wizards. For a complete list of Additional Matters and the category they belong to (i.e. Company or Person), refer to List of Additional Matters.

Companies which have not yet completed taking reasonable steps to identify their PSCs/RRLEs/ORPs

Should Users want to include this status in their register and generate the relevant form (i.e. form PSC08/LLPSC08) in order to notify Companies House about this statement, then the matter would need to be created manually by following the steps below:

  • Open the appropriate Company/SE/LLP.
  • Navigate to Ownership > People with Significant Control tab.
  • Select Wizards > Additional Matters (Statements).
  • Populate the Register Entry Date (i.e. the date the Additional Matter is entered in the PSC Register) and select Next.
  • Select Company Statements (to add or update).
  • Should you need more details about the information shown on screen, hover your cursor over the i information icon to display the available help text.
  • Select Next.
  • Select the Not yet completed taking reasonable steps option and then Next again.

Note

On selecting Company Statements and selecting the additional matter Not yet completed taking reasonable steps, the application will check if there is anyone in relation to the Company/SE/LLP who is currently a registrable person or a registrable relevant legal entity. This is because Companies House do not permit a Company/SE/LLP to add either of the two Company Statements above, if there is a current registrable person (PSC/ORP) or a current RRLE. The two events cannot exist at the same time.

  • Select to Validate event, then update all records immediately for the application to be updated straight away with the matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate form PSC08/LLPSC08 and file it to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the form is accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the additional matter to be displayed within your Register.
  • Select Next.
  • Ensure the PSC08/LLPSC08 is selected should you want the form to be generated by the application and select Next again.
  • Select Finish to complete the Wizard and generate the form.
  • Navigate to Working Documents to locate and open your form which should look as follows.

Notice that the Not yet completed taking reasonable steps Company Statement is selected in Section 3 of the PSC08 form.

Users can now file this document to Companies House (if needed) to notify them about the new matter.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the Additional Matter (Company Statement) will be entered in the PSC register while also appearing on the Ownership > People with Significant Control page within the relevant Company/SE/LLP.

  • Select the Open Folder icon to view and/or amend the record, noting that the date of entry shown in the PSC register will be the Register Entry Date (i.e. the From Date) included as part of the Additional Matters (Statements) Wizard.

Companies with no PSCs/RRLEs/ORPs

Once the Company/SE/LLP has completed its investigations, should you now want to add a matter to state that the Company/SE/LLP does not have any registrable Individuals or legal entities, you must:

  • Open the appropriate Company/SE/LLP.
  • Navigate to Ownership > People with Significant Control tab.
  • Select Wizards > Additional Matters (Statements), noting that the same option is available from the Wizards button within the existing PSC record.
  • Enter a Register Entry Date (i.e. the date the Additional Matter is entered in the PSC Register) and select Next.
  • Select Company Statements (to add or update).
  • Select Next.
  • Select the No PSC or RLE option and then Next again.

Note

On Selecting Company Statements and selecting the additional matter No PSC or RLE, the application will check if there is anyone in relation to the Company/SE/LLP who is currently a registrable person or a registrable relevant legal entity. This is because Companies House do not permit a Company/SE/LLP to add either of the two Company Statements above if there is a current registrable person (PSC/ORP) or a current RRLE. The two events cannot exist at the same time.

  • Select to close off the existing Not yet completed taking reasonable steps Additional Matter record, which will generate the PSC09 form.
  • Select Next.

Note

For an existing Additional Matter there should only be one current/live PSC Statement available for selection (to "close off"). If more than one current/live Additional Matter records are displayed, this indicates that previous Additional Matters were not closed off, perhaps because of an oversight. If on investigation it's found that the Additional Matters were correctly entered but not previously updated ("closed off") when they should have been, the Additional Matters Wizard can be run as many times as is necessary to update/close off each such Additional Matter. Notwithstanding, there can be situations where more than one live additional matter are applicable and are not required to be closed off, for example when a 790E Notice was received late.

  • Enter the date when the Not yet completed taking reasonable steps Company Statement ceased to be true in the Relevant Date field, noting that this could be the same as the Register Entry Date, although the Register Entry Date cannot precede the Relevant Date.
  • Select Next.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate forms PSC08 and PSC09 or LLP equivalents, and file them to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the forms are accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the Additional Matter to be displayed within your Register.
  • Select Next.
  • Ensure the PSC08 and PSC09 forms (or LLP equivalents) are selected should you want them to be generated by the application and select Next again.
  • Select Finish to complete the Wizard and generate the forms.
  • Then navigate to Working Documents to locate and open your forms.

The PSC08/LLPSC08, which is used to notify Companies House about a new Additional Matter, will have the Company Statement "The company knows or has reasonable cause to believe that there is no registrable person or registrable relevant legal entity in relation to the company." selected.

Whereas the PSC09/LLPSC09 form, which is used to notify Companies House about an Additional Matter ceasing to be true, will have the "The company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or registrable relevant legal entity in relation to the company." checkbox selected.

Users can now file these documents to Companies House (if needed) to notify them about the change in status.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the People with Significant Control Page and Register will be updated with the new Additional Matter (Company Statement).

In addition, the previous Not yet completed taking reasonable steps matter will be closed off and marked as Historical. In addition, it will no longer appear on your People with Significant Control Page.

  • Select the Historical checkbox to bring it back on the screen.
  • Notice that the Register Entry Date for the new matter is shown as To date for the closed off matter (see screenshot above). Select the Open Folder next to it to view all the dates used for the new statement.

Both Additional Matters will now show within the PSC Register, once generated. Note that, within the PSC Register, each matter (status) will be listed separately.

The current matter(s) are usually displayed on the first page of the register.

Whereas the previous matters will be listed on the following pages, with the corresponding From and To dates.

For guidance on how to generate the PSC Register, refer to Generating your PSC Register.

Note

Your PSC records are not automatically populated following changes in your Shareholders or Corporate Relationships sections. If share transactions should result in changes to your PSC records (and Register), you must manually update them by using the relevant Wizards (see Dealing with Changes to your PSCs/RRLEs/ORPs and their Details for more details).

Companies with Potential or Confirmed PSCs/RRLEs/ORPs

Where an entity has been identified as a potential PSC/RRLE/ORP, in order for them to appear on the PSC Register their name must be entered against the PSC record (using either the Auto Script, as described at the beginning of this article, or manually, using the Add/Update PSC/RLE/ORP Wizard) and their particulars must be confirmed as explained below.

When dealing with Individual PSCs, Users must ensure that the Individuals have confirmed, in writing, that the details the Company holds are correct before they can be printed on the Register and onto the relevant PSC forms. Until that confirmation has been received, the additional matter Unconfirmed Particulars must be selected, and subsequently closed off (i.e. once the particulars have been confirmed), noting that Unconfirmed Particulars is a statutory matter and will appear on the Register.

The following sections will describe how to deal with a temporary/potential PSC/RRLE/ORP, as well as how to add both unconfirmed and confirmed PSCs/RRLEs/ORPs within the Register, while also producing the relevant PSC forms for filing to Companies House.

Entering a Temporary/Potential PSC/RRLE/ORP

If you believe that there is a potential PSC/RRLE/ORP for the Company and you want to temporarily store their details in the system without connecting them to the record, and update your PSC Register and/or Companies House with the "The company knows or has reasonable cause to believe that there is a registrable person in relation to the company, but it has not identified the registrable person." Person Statement:

  • Open the relevant Company record.
  • Go to Ownership > People with Significant Control.
  • Ensure that the Not yet completed taking reasonable steps Additional Matter has been added in your PSC Register and that Companies House have been notified about it.
  • Then select Wizards > Additional Matters (Statements).
  • Enter the date when the replacement of the Not yet completed taking reasonable steps Company Statement with the Unidentified PSC Person Statement is to be recorded within the PSC Register.
  • Select that a Person Statement will be added.
  • Ignore the Select Person screen if the PSC's/RRLE's/ORP's name is still unknown/uncertain and select Next to enter the potential PSC's/RRLE's/ORP's details.
  • Complete the name of the potential PSC/RRLE/ORP, noting that, once the information is confirmed, you must add the PSC via the Add PSC/RLE/ORP or the Update PSC/RLE/ORP Wizards, as explained later on.
  • Select the Person Statement to be added to the PSC register, in this case Unidentified PSC.
  • The PSC Wizard will check if there are any current "live" Company Statements that are no longer applicable and must be closed off. Select the Additional Matter that is no longer true/current (in this example, the Company Statement Not yet completed taking reasonable steps…) and select Next.

Note

For an existing Additional Matter there should only be one current/live PSC Statement available for selection (to "close off"). If more than one current/live Additional Matter records are displayed, this indicates that previous Additional Matters were not closed off, perhaps because of an oversight. If on investigation it's found that the Additional Matters were correctly entered but not previously updated ("closed off") when they should have been, the Additional Matters Wizard can be run as many times as is necessary to update/close off each such Additional Matter. Notwithstanding, there can be situations where more than one live additional matter are applicable and are not required to be closed off, for example when a 790E Notice was received late.

  • Enter the date when the Not yet completed taking reasonable steps Company Statement ceased to be true in the Relevant Date field, noting that this could be the same as the Register Entry Date, although the Register Entry Date cannot precede the Relevant Date.
  • Select Next.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the Additional Matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate forms PSC08 and PSC09/or LLP equivalent forms and file them to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the forms are accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the new Additional Matter to be displayed within your Register.
  • Selecting Next will show the PSC forms that will be generated, in this example a PSC08/LLPSC08 form for the new Person Statement (Unidentified PSC) and a PSC09/LLPSC09 form for the updated Company Statement that is no longer applicable (Not yet completed taking reasonable steps). A 790D Notice will equally be generated and can be sent to the potential PSC for them to confirm their details. Ensure the appropriate documents are selected should you want them to be generated by the application and select Next again.
  • Select Finish to complete the Wizard and generate the PSC documentation.
  • Then navigate to Working Documents to locate and open your forms.

The PSC08/LLPSC08 form, which is used to notify Companies House about a new Additional Matter, will have the Person Statement "The company knows or has reasonable cause to believe that there is a registrable person in relation to the company, but it has not identified the registrable person." selected.

Whereas the PSC09/LLPSC09 form, which is used to notify Companies House about an Additional Matter ceasing to be true, will have the "The company has not yet completed taking reasonable steps to find out if there is anyone who is a registrable person or registrable relevant legal entity in relation to the company." Company Statement selected.

Users can now file these documents to Companies House (if needed) to notify them about the change in status.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Furthermore, the Notice to an Individual under Section 790D of the Companies Act 2006 document generated by the application can be sent to the potential PSC for them to confirm their PSC status, identity and particulars/the relevant PSC's identity and particulars.

Note

If you have reason to believe that there is a PSC or registrable RLE in relation to your Company but have not been able to identify them, you should consider serving notices requesting information on anyone you know or have reasonable cause to believe knows the identity of the PSC or legal entity, trust or firm, or could know someone likely to have that knowledge. This could include intermediaries or advisers known to act for them, such as lawyers, accountants, banks, trust and Company service providers or any other contacts such as family members, business partners or known associates.

Also note that, if the Notice is produced by following the steps described above, the person's details will not appear in the letter. To show the person's particulars and Specified Conditions within the Notice, the individual name must be selected from the database and the Unconfirmed PSC particulars statement must be selected during the Wizard. Alternatively, the Notice can be generated via the Add/Update PSC/RLE/ORP Wizard or as explained below.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the People with Significant Control Page and Register will be updated with the new Additional Matter (Person Statement).

In addition, the previous Not yet completed taking reasonable steps matter will be closed off and marked as Historical. In addition, it will no longer appear on your People with Significant Control Page.

  • Select the Historical checkbox to bring it back on the screen.
  • Notice that the Register Entry Date for the new matter is shown as To date for the closed off matter (see screenshot above).
  • Select the Open Folder next to it to view all the dates used for the new statement.

Entering an Unconfirmed PSC/RRLE/ORP

If you have identified the PSC/RRLE/ORP but have not yet confirmed their particulars, you must:

  • Update ("close off") the existing, but out of date, Additional Matter of Unidentified PSC, and
  • Add a new Additional Matter of Unconfirmed particulars.

To do this, from within the relevant Company:

  • Go to Ownership > People with Significant Control.
  • Select the Options Menu icon next to the Unidentified PSC Additional Matter and
  • Select Additional Matters (Statements).
  • Alternatively, use the Open Folder icon to open the existing Unidentified PSC record (see screenshot above)
  • Then select Wizards > Additional Matters (Statements).
  • Enter a Register Entry Date (i.e. the date when the replacement of the Unidentified PSC Person Statement with the Unconfirmed PSC Person Statement is to be recorded within the PSC Register) and select Next.
  • Select that a Person Statement will be added.
  • On the Select Person screen, set the Search field to the relevant entity type (for example, Individual, Company, etc.), enter the name of the identified PSC/RRLE/ORP in the Contains field and select Search.
  • Select the relevant entity and select Next twice.
  • Select the Unconfirmed PSC particulars option, noting that this will subsequently deselect the Unidentified PSC checkbox.
  • The PSC Wizard will check if there are any current "live" Company/Person Statements that are no longer applicable and must be closed off. Select the Additional Matter that is no longer true/current (in this example, the Unidentified PSC Person Statement) and select Next.

Note

For an existing Additional Matter there should only be one current/live PSC Statement available for selection (to "close off"). If more than one current/live Additional Matter records are displayed, this indicates that previous Additional Matters were not closed off, perhaps because of an oversight. If on investigation it's found that the Additional Matters were correctly entered but not previously updated ("closed off") when they should have been, the Additional Matters Wizard can be run as many times as is necessary to update/close off each such Additional Matter. Notwithstanding, there can be situations where more than one live additional matter are applicable and are not required to be closed off, for example when a 790E Notice was received late.

  • Enter the date when the Unidentified PSC Person Statement ceased to be true in the Relevant Date field, noting that this could be the same as the Register Entry Date, although the Register Entry Date cannot precede the Relevant Date.
  • Select Next.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the Additional Matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate forms PSC08 and PSC09, or equivalent LLP forms and file them to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the forms are accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the new Additional Matter to be displayed within your Register.
  • Selecting Next will show the PSC forms that will be generated, in this example a PSC08/LLPSC08 form for the new Person Statement (Unconfirmed PSC particulars) and a PSC09/LLPSC09 form for the updated Person Statement that is no longer true (Unidentified PSC).
  • Ensure that the forms that you want to produce are selected and select Next.
  • Select Finish to complete the Wizard and generate your forms (where applicable).
  • Then navigate to Working Documents to locate and open your forms.

The PSC08/LLPSC08 form, which is used to notify Companies House about a new Additional Matter, will have the Person Statement "The company has identified a registrable person in relation to the company but all the required particulars of that person have not been confirmed." selected.

Whereas the PSC09/LLPSC09 form, which is used to notify Companies House about an Additional Matter ceasing to be true, will have the "The company knows or has reasonable cause to believe that there is a registrable person in relation to the company, but it has not identified the registrable person." Person Statement selected.

Users can now file these documents to Companies House (if needed) to notify them about the change in status.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the existing PSC record for the potential PSC/RRLE/ORP will be updated with the new Additional Matter (Person Statement), and the Unidentified PSC matter will be closed off and marked as Historical.

  • Select the Historical checkbox to bring it back on the screen.

Furthermore, the name of the identified PSC/RRLE/ORP will show in the The PSC/RRLE section but will not appear in the PSC Register until such time they have confirmed their particulars.

Note

All of the PSC Records created via the Auto-Script will display the Unconfirmed Particulars status/Person Statement. In order for them to appear on the PSC Register, their particulars must be confirmed by selecting the Additional Matter (NON STATUTORY) PARTICULARS CONFIRMED via the Add PSC/RLE/ORP or the Update PSC/RLE/ORP Wizard. Until that confirmation has been received, the additional matter Unconfirmed Particulars must be used (and subsequently closed off via the Additional Matters (Statements) Wizard when confirmation of details is received).

Although RRLEs and ORPs are not required to confirm their particulars, you must select this status to ensure that the RRLEs'/ORPs' details (name, address, etc.) are disclosed in the register.

If dealing with Individual PSCs, Users must ensure that the Individuals have confirmed, in writing, that the details the Company holds are correct before they can be printed on the Register and onto the relevant PSC forms.

Notices can be served to request PSCs to confirm their details. For more information on how to produce Notices via Diligent Entities, refer to the following section. For examples of notices, refer to List of Notices.

Users should also note that another way of entering unconfirmed PSCs within the application is via the Add/Update PSC/RLE/ORP Wizards from the People with Significant Control Page (or from within the relevant PSC record).

  • If the particulars of the PSC have yet to be confirmed, leave the Event Date blank and select Next.
  • Search for and select the identified PSC.
  • Select Next to access the Details Confirmed page where the Have all particulars been confirmed? checkbox should be left unselected.
  • If you continue to select Next, you will be able to specify a Nature of Control (if known).
  • As well as the conditions met by the individual in order to be considered a PSC (if known).
  • Select Next again and save the event as Pending to generate a 790D notice and a (draft) PSC01 form.
  • Ensure the documents that you want to generate are selected, select Next and complete the Wizard.

When confirmation is actually received from the PSC, the Pending Event can be reopened from Compliance > Pending Events and the option Have all particulars been confirmed can be selected. By proceeding through the Wizard, any corrections to the Nature of Control and/or Specified Conditions (for example, to the % ownership of shares or voting) can be made. On actioning the event, the relevant PSC forms (and letters where appropriate) will be generated and the PSC register updated.

Note

For information on Pending Events, refer to the Getting Started guide or to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

If the Have all particulars been confirmed? is deselected using the Add/Update PSC/RLE/ORP Wizards, the application will assume that any statutory forms generated will be drafts. As a result, a prominent, "X" will be displayed on each form to signify it is a draft and it should not be filed. The "X" will cease to be shown on forms when the PSC's/RLE's/ORP's details have been confirmed for the PSC/RLE/ORP, and Have all particulars been confirmed? has been selected.

Using this method will not close off the current/no longer applicable Additional Matters (for example, Unidentified PSC), nor will it create an Unconfirmed Particulars Additional Matter for the PSC record. To do this, Users must follow the steps described earlier in this section.

Generating S790D/E Notices/Letters and Dealing with Warnings and Restrictions

As previously mentioned, Companies/SEs/LLPs should contact persons that they believe or have reason to believe are PSCs (or others who might know them) to confirm they meet one or more of the aforementioned conditions, and confirm that the information required for entry on the PSC Register is correct.

If the person does not reply to a Company's request for information, the Company/SE/LLP may issue warning notices informing them that they plan to restrict the person's interest in the Company, with the effect that the interest held cannot be sold or transferred and any agreement to sell or transfer that interest is void.

The Company/SE/LLP may also send notice to someone who knows about the interest held, rather than to the person personally. This may be a nominee, professional advisor or family member. The same obligation to reply applies, together with the failure to respond to a notice without valid reason also being a criminal offence.

There are various statutory and non-statutory PSC Notices which can be produced through the Diligent Entities:

  • Section 790D Notice
  • Section 790E Notice
  • Section 790D or 790E Reminder (non-statutory)
  • Section 790D or 790E Warning Notice
  • Section 790D or 790E Restrictions Notice
  • Section 790D or 790E Withdrawal Restrictions Notice
  • Section 790D or 790E Withdrawal Restrictions (via Court Order) Notice

These PSC Notices are produced for the specific PSC record via the People with Significant Control tab, then Wizards > Section 790D/E Notices.

  • Select from the following options and select Next.
  • Enter a date for the PSC Notice and select Next.
  • Enter any notes relating to the Additional Matter to be added against the PSC record, noting that these are optional and will not be output on either the PSC Notice or the PSC Register, but will show in the PSC record and (if required) on the PSC report.
  • Select Next to complete the name and position of the person (who must be a director or a secretary) signing the PSC Notice, as well as the signature date.
  • Select Next and finish the Wizard. Upon completion of the Wizard, the following Summary screen will be displayed.
  • Close the page and refresh the PSC record to see the changes.

The relevant (non-statutory) Additional Matter will have been created (see screenshot above) and the PSC Notice will be listed in the Attachments section.

Note

A warning/error message will be displayed if an attempt is made to duplicate the same PSC Notice using the same date.

No Additional Matters are created for the last three letters/notices (i.e. the ones related to restrictions or restriction withdrawals). Users should use the Additional Matters (Statement) Wizard to add them against the PSC record and generate the relevant forms, as described later on in this section.

The Additional Matters containing the wording "(Non Statutory)" will not be printed on the register. These are not part of the PSC legislation and have been included in the application to assist in the management of PSC records and auto creation of PSC notices.

The letters/notices will not be saved in Working Documents.

Opening the document, a 790D Notice in this example, will show that it has been populated automatically with the relevant information (including details regarding whether or not the PSC has obtained a Section 790ZG Exemption).

Note

The wording in the notices will change depending on whether or not the Company for which the document is produced is an LLP. For example, if a restrictions notice is issued, the wording for an LLP will be as follows: "The LLP has issued a restrictions notice under paragraph 1 of Schedule 1B to the Act", whereas, if the entity is not an LLP, the same text will appear as: "The Company has issued a restrictions notice under paragraph 1 of Schedule 1B to the Act". In addition, warning notices (i.e. 790D or 790E Warning) will also contain a Restriction Date, automatically set by the Diligent Entities application to a month after the date of the warning notice.

Also note that, if an Additional Matter regarding a 790D or 790E Notice being issued or withdrawn is manually added against a PSC record, a warning/error message is shown to inform Users about the possiblity of creating the notices, as well as the Additional Matters, automatically.

Furthermore, Users should be aware that PSC Notices can only be generated from within a specific PSC record.

Note

The Section 790D/E Notices Wizard should only be used to generate statutory and non-statutory letters/reminders. It should not be used to record Restrictions and Withdrawal Notices Additional Matters and/or generate forms PSC08/LLPSC08 or PSC09/LLPSC09, as this must be achieved via the Additional Matters (Statement) Wizard as described below.

Further information on PSC Notices can be found in List of Notices.

If the PSC fails to comply with the notice issued, the notice is complied with after the date specified, or a Restrictions notice is issued/withdrawn, the applicable Additional Matter must be entered in the Register and the associated PSC08/LLPSC08 or PSC09/LLPSC09 forms must be produced and filed to Companies House.

To create Restrictions and Withdrawal Notices Additional Matters, as well as Forms PSC08/LLPSC08 and PSC09/LLPSC09:

  • Open the relevant Company/SE/LLP.
  • Navigate to Ownership > People with Significant Control.
  • Locate the relevant PSC's record and use the Open Folder icon to open it.
  • Select Wizards > Additional Matters (Statements), noting that the same thing can be achieved from the Wizards on the People with Significant Control page or the Options Menu icon next to the relevant PSC/RRLE/ORP.
  • Enter the Register Entry Date for the Notice (Additional Matter), noting that, if accessing the Wizard through the PSC's record, their name will be prepopulated.
  • Select Next.
  • Set the Statement Type to Restrictions and Withdrawal Notices and select Next.
  • Select the Notice (Additional Matter) to be generated/recorded in the PSC Register, for example Failure to comply with 790D notice.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the Additional Matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate forms PSC08/LLPSC08 and/or PSC09/LLPSC09 and file them to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the forms are accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the Additional Matter to be displayed within your Register.
  • Selecting Next will show the PSC form(s) that will be generated, in this example a PSC08/LLPSC08 form for the new Failure to comply with 790D notice status.
  • Ensure that the form that you want to produce is selected and select Next.
  • Select Finish to complete the Wizard and generate your form(s) (where applicable).
  • Then navigate to Working Documents to locate and open the produced document.

Your chosen Notice/Restriction will be selected in the relevant form.

Users can now file this form to Companies House (if needed) to notify them about the new status.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the existing PSC record for the potential PSC/RRLE/ORP will be updated to include the new Additional Matter (for example, Failure to respond to s790D notice).

Note

Use the Additional Matters (Statements) Wizard to create Additional Matters and PSC08/LLPSC08 and PSC09/LLPSC09 forms (Restrictions and Withdrawal Notices.

Use the Section 790D/E Wizard to generate statutory letters (S790D & S790E) and non-statutory letters/reminders.

Entering a Confirmed PSC/RRLE/ORP

Once the PSC has confirmed their details, Users must ensure that:

  • The Unconfirmed particulars Additional Matter, as well as any other current Notice-related Matters are closed off as no longer applicable.
  • Form PSC09/LLPSC09 is filed to Companies House (if needed).
  • The PSC's/RRLE's/ORP's details are confirmed via the Add/Update PSC/RLE/ORP Wizard so that they are disclosed in the PSC Register.
  • Forms PSC01/LLPSC01 (for PSCs), PSC02/LLPSC02 (for RRLEs) and/or PSC03/LLPSC03 (for ORPs) are generated and submitted to Companies House (if needed).

To close off the Unconfirmed particulars Additional Matter and generate form PSC09/LLPSC09, from within the relevant Company:

  • Navigate to Ownership > People with Significant Control.
  • Locate and open the appropriate PSC record.
  • Select Wizards > Additional Matters (Statements).
  • Enter the Register Entry Date and select Next.
  • The following screen usually defaults to Person Statements (to add or update). This is because the application has determined that there is a current live/open Person Statement recorded for this Individual.
  • On selecting Next, the Unconfirmed PSC particulars statement must be deselected to show that this Person Statement is no longer true, being out of date.
  • Select Next again
  • Select the Person Statement that you want to close off (i.e. Unconfirmed particulars).
  • Then select Next to record the Relevant Date.
  • On Saving as Pending or Actioning the event, a PSC09 form is generated.
  • Ensure that the form that you want to produce is selected and select Next.
  • Select Finish to complete the Wizard and generate your form(s) (where applicable)
  • Then navigate to Working Documents to locate and open the produced document(s).

The Unconfirmed particulars Person Statement will appear as no longer applicable and will be selected in Section 5 of the PSC09/LLPSC09 form.

Users can now file this form to Companies House (if needed) to notify them about the new status.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the existing PSC record for the potential PSC/RRLE/ORP will be updated accordingly (i.e. the Unconfirmed Particulars Additional Matter will be closed off and marked as Historical).

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Similar steps will need to be carried out should you also need to notify Companies House about the PSC replying to the S790D/S790E notice after the time specified or about a Restrictions Notice being withdrawn.

  • From within the relevant PSC record, select Wizards > Additional Matters (Statements).
  • Enter the Register Entry Date for the Notice (Additional Matter).
  • Select Next.
  • Set the Statement Type to Restrictions and Withdrawal Notices and select Next.
  • Select the Additional Matter to be recorded in the PSC Register, for example 790D notice – received late.
  • Select Next.
  • Record the applicable Relevant Date and select Next.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the Additional Matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate form PSC09/LLPSC09 and file it to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the form is accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the Additional Matter to be displayed within your Register.
  • Selecting Next will show the PSC form(s) that will be generated, in this example a PSC09/LLPSC09 form.
  • Should you need to produce the form, select it and select Next.
  • Select Finish to complete the Wizard and generate your form (where applicable)
  • Then navigate to Working Documents to locate and open the produced document which should look similar to the one below.

Users can now file this form to Companies House (if needed) to notify them about the new status.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Blueprint OneWorld Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the existing PSC record will be updated to include the new Additional Matter (for example, S790D notice complied with after the time specified).

Note that these steps will not close off the rest of the Notice-related Additional Matters, nor will they show the PSC's/RRLE's/ORP's details in the PSC Register.

To close off the remaining/active Notice-related Additional Matters, Users must:

  • Locate and open the record the matter has been attached to.
  • Select Edit.
  • Navigate to the Statement of Additional Matters section, find the corresponding matter and select the Open Folder icon next to it.
  • Enter the corresponding termination date (for example, the date when the PSC confirmed their particulars, the start date for the next applicable statement/matter, etc.) in the Date To field and select Finish.

The system will immediately reflect your changes (in this case, the matter will be marked as Historical and the To date will show in the Summary line).

  • Repeat these steps to close off the rest of the Notice-related Additional Matters (for example, the (Non Statutory) S790D notice issued Additional Matter), noting that this will not produce any forms (follow the instructions described earlier in this section to generate form PSC09/LLPSC09).
  • When finished editing your Additional Matters, select Save to keep your changes.

Should you now want to confirm the PSC's/RRLE's/ORP's details (by using the relevant non-statutory additional matter), record which Specified Conditions are met by the Individual/entity, disclose their details in the PSC Register and generate form PSC01/LLPSC01 (or forms PSC02/LLPSC02 and/or PSC03/LLPSC03 if dealing with a RRLE or an ORP), you must:

  • Select the Wizards > Update PSC/RLE/ORP option from within the appropriate PSC record (though the Wizard is also available from the People with Significant Control page).
  • Select the Event Date (i.e. the date the particulars were confirmed) and select Next, noting that, if using the Wizard from within a certain PSC record, the PSC's/RRLE's/ORP's name is prepopulated.
  • If using the Add PSC/RLE/ORP Wizard from the People with Significant Control page, the name of the person/entity to be recorded as a PSC/RRLE/ORP must be specified.
  • If all the PSC particulars have been confirmed by the individual identified as a potential PSC, the relevant checkbox must be selected, otherwise, it must be left unselected
  • Complete the date when the person became registrable, as well as the Register Entry Date

Note

If the Have all particulars been confirmed checkbox is deselected when using the Add or Update PSC/RLE/ORP Wizards, the application will assume that any statutory forms generated will be drafts. As a result, a prominent, "X" will be displayed on each form to signify it is a draft and it should not be filed. The "X" will cease to be shown on forms when the PSC/RLE/ORP details have been confirmed for the PSC/RLE/ORP and Have all particulars been confirmed? has been selected.

The Are particulars exempt from disclosure (790ZG)? checkbox should only be selected if the individual has been granted, or has applied for, 'super secure' exemption from disclosing their PSC details in public records. More information on this subject can be found at the end of this topic or in Ensuring that your system is ready for PSC.

  • By selecting Next, the Nature of Control exercised by the Individual PSC/RLE/ORP can be specified. Nature of Control is divided into 3 categories: Control by the Individual/RLE/ORP (if the PSC/RRLE/ORP directly or indirectly has control over the Company/SE/LLP), Control over Firm (if the PSC's control is exercised through a firm) and Control over Trust (if the PSC's control is exercised through a trust). It is possible that a PSC could have a direct or indirect interest in the Company through a combination of these 3 options. The Control by Individual/RLE/ORP option is the default setting in the application and is, therefore, automatically selected.
  • Select Next to select the appropriate Specified Condition(s) for the entity (for example, "more than 25% but not more than 50% of shares", "more than 25% but not more than 50% voting rights", etc. - for a description of all of the Specified Conditions, refer to List of Specified Conditions), noting that this will be available for each Nature of Control.
  • Select Next.
  • Select to Validate event, then update all records immediately for the application to be updated straight away with the matter (i.e. if you have already notified Companies House about this status and you do not need to submit the relevant form). Alternatively, to generate form PSC01/LLPSC01 (and/or the RRLE/ORP equivalents) and file it to Companies House, it is advisable that Users select to Validate event, then save as pending, noting that, once the form is accepted by Companies House, the Pending Event would need to be actioned in order for the system to be updated with your PSC information and for the PSC's/RRLE's/ORP's details to be displayed within your PSC Register.
  • Select Next.
  • Ensure the form is selected should you want the application to generate it and select Next again.
  • Select Finish to complete the Wizard and generate the form.
  • Then navigate to Working Documents to locate and open your document which should look as follows.

Notice that the form is completed with the PSC's details. Also note that different forms are produced if using the Add/Update PSC/RLE/ORP Wizard to enter/confirm the particulars of a RRLE or ORP.

Users can now file this document to Companies House (if needed) to notify them about the new PSC/RRLE/ORP.

Note

For information on Pending Events and filing forms electronically to Companies House, refer to the e-filing United Kingdom (UK) guide. To arrange training, contact our Training Coordinator or your Customer Success Manager.

Upon selecting to Validate event and update immediately or once the Pending Event is actioned, the PSC's/RRLE's/ORP's details will be entered in the PSC register and the (NON STATUTORY) PARTICULARS CONFIRMED Additional Matter will be displayed within the PSC record.

Note

The Additional Matters containing the wording "(Non Statutory)" will not be printed on the register. These are not part of the PSC legislation and have been included in the application to assist in the management of PSC records and auto creation of PSC notices.

(NON STATUTORY) PARTICULARS CONFIRMED is a key status and should only be used for PSCs once their particulars have been confirmed. Selecting this status will ensure that the PSCs'/RRLEs'/ORPs' details (name, address, etc.) are disclosed in the register. Although RRLEs/ORPs are not required to confirm their particulars, selecting this status is mandatory should you want to print their details on the Register.

Adding a PSC with a 790ZG Exemption in Place

As previously mentioned, section 790ZG of the Companies Act 2006 allows PSCs to apply for 'super secure' status which would result in all their PSC particulars, and the fact that they are a PSC, being suppressed from public records.

A 790ZG exemption can only be applied for, and granted, on a per Company basis for an Individual PSC. For this reason, the exemption must be recorded within the Company/SE/LLP as part of the PSC details for that Individual.

To add a PSC with a 790ZG exemption in place:

  • Navigate to the Ownership > People with Significant Control section within the relevant Company/SE/LLP.
  • Select Wizards > Add PSC/RLE/ORP noting that, if the PSC already comes up on your list (i.e. they have already been entered in the Company's PSC Register), you can record an exemption for them by opening their record and using the Update PSC/RLE/ORP Wizard to amend their details (see Dealing with Changes to your PSCs/RRLEs/ORPs and their Details to learn more about changing information for existing PSCs/RRLEs/ORPs).
  • Enter the Event Date (i.e. the date the particulars were confirmed) and select Next.
  • Enter the PSC's name in the Contains/Begins With field and select Search.
  • Select the relevant person from the list and select Next twice.
  • Specify whether or not all particulars have been confirmed for the PSC.
  • Enter the date when the PSC became registrable, as well as the Register Entry Date
  • Select the checkbox Are particulars exempt from disclosure (790ZG)?
  • Enter the ID number assigned to the Individual within the Company/SE/LLP, the date when the exemption came into force, as well as any notes that you may want to add against the record.
  • Select Next to select the Control by option(s) that apply.
  • Select Next.
  • Select the applicable Specified Conditions.
  • Continue selecting Next, ensuring that the appropriate Action option is selected.
  • If the User then chooses to produce the PSC01/LLPSC01 form.
  • The resulting PSC01/LLPSC01 form, when previewed/printed, is output with a distinctive "X" and a note advising that, because the Individual was granted 'super secure' status, the standard PSC forms cannot be used. Where required, Users need to contact Companies House for the appropriate secure forms.

Once the Wizard is finalised, all details for the relevant PSC will be hidden from the PSC Register (public info. version) which will now display the text below.

Note

If a PSC form is generated for a Company who has a PSC with a 790ZG exemption in place, the form will be struck through with a prominent "X". This will apply to all PSC forms generated for that Company. This is because special, secure, forms must be requested from Companies House (by emailing secureforms@companieshouse.gov.uk) and thereafter completed and submitted manually.

Users should also be aware that, if a 790ZG exemption is granted for an Individual, the standard Company and LLP Incorporation forms cannot be used, and are not E-Fileable. Instead, these forms, which are coloured to differentiate themselves from the standard forms, must to be applied for, and completed on paper and filed by sending to a specific postal address at Companies House. More information can be found here.