Posted on Thu 12th October 2017 1.20PM Commercial
It is not uncommon to be asked to verify various pieces of company information for use abroad. Often, this involves confirming the company's shareholders. Here there is now a problem.
Since 2016 the old Annual Return, which contained a list of shareholders, has been replaced by a Confirmation Statement, which does not. The Confirmation Statement instead has a list of People with Significant Control (PSCs). This broadly means anyone with more than 25% of the company's shares or who can appoint or remove directors.
For notaries this is a problem. However, companies and their directors have a duty to maintain a Register of Members. This will usually be an old fashioned book in which shareholder information should be found. However, many small companies fail to keep this up to date and often there is nothing in it at all!
Any company doing business abroad needs to make sure the information is current. Alternatively, if they are a private company they can elect to keep their list of shareholders at Companies House, which they can do by filing an election. This seems sensible in this electronic age, and allows a notary to see immediately who the holders of a company's shares are. The down side is that all the shareholders' details are on public view.