Companies House and PSC

[Kelera]

Hello,

I co own a company as an individual and another shareholder is a limited company (my investor). Let's call it Wednesday LTD.

I own 95 out of 175 shares, so I am in 50-75 range and I am registered as PSC.

However, should Wednesday LTD also be registered as PSC? It is strange because PSC is short of Person, and this is not a person, it is a company. However it does have more than 25% of shares so I am really not sure what to do for my confirmation statement?

Thanks!

 

[Kelera]

Just one more piece of information, investor company is not registered in the UK, it is an oversees company.

 

[David Griffiths]

A company is a person in law ! What you think of as a person, basically a human being, is described as an individual rather than a corporate entity. However for PSC purposes person normally means an individual.

A company that holds shares at a level that would require PSC registration as an individual is known as a Relevant Legal Entity and should appear on the register.

There is a useful summary on Inform Direct

 

[David Griffiths]

Your second post wasn't there when I typed out the above response.

To add to it the link given explains how to "look through" the investing company to the individual who controls that.

You might need to take professional advice

 

[Kelera]

Thanks for your response!

Ok, so to clarify things, my father is 100% owner of the foreign company that is investor in my British company. Both the investor company and my father are based in Macedonia.

Based on the example 3 from the website, it seems that:

1. I am PSC with 50-75% control
2. My father is another PSC although shares in UK company are owned by his Macedonian company and he doesn't live in the UK?

 

[eteb3]

2. My father is another PSC although shares in UK company are owned by his Macedonian company and he doesn't live in the UK?

Yes - as David Griffiths said, you "look through" the shareholder company to ask whether its own shareholders are PSCs of your company.

Generally, if their pro-rata interest in the shares of your company would make them PSCs of your company if they held their interest directly, they'll be PSCs of your company even tho holding their shares indirectly.

Bear in mind that one can be a PSC informally. Let's say your father eventually owns less than 25% of your company (even indirectly) but, being your father, you consult him routinely on business matters and his voice is a consistent influence, he would still be a PSC.