July 8, 2025 Companies House Identity Verification for PSCs and RRLEs
Traditionally, company directors are seen as those who shape the culture and direction of an organisation. Under the Companies Act 2006, they are legally required to promote the success of the company and exercise independent judgment.
However, directors are not the only individuals who influence a company’s direction. Others, particularly those with ownership or control, can exert significant influence. These individuals, known as People with Significant Control (PSCs), must be formally identified and reported to Companies House under existing transparency rules. The Economic Crime and Corporate Transparency Act 2023 (ECCTA) builds on this by requiring PSCs, alongside directors and others in key roles, to undergo identity verification. This ensures that those who exercise meaningful control over a company are known and accountable.
Who are PSCs, RRLEs and Relevant Officers?
Generally speaking, most PSCs are those who:
- Hold more than 25% of the company’s shares
- Hold more than 25% of the company’s voting rights
- Have the power to appoint or remove a majority of the company’s board of directors
- Exercise, or having the right to exercise, significant influence or control over the company
- Exercise, or having the right to exercise, significant influence or control over a trust or a firm that is not a legal entity that itself satisfies any of the first four conditions
PSCs are by definition individuals rather than legal entities. Where a company is owned or controlled by a legal entity these are Registrable Relevant Legal Entities (RRLEs). In these instances ECCTA introduces the new concept of a Relevant Officer.
For the purposes of the ECCTA each RRLE has to nominate a Relevant Officer, whose identity has to be verified in accordance with the act. For companies this Relevant Officer has to be a director, for LLPs and similar they have to be a member, and for any other legal entity they have to be an officer whose function equates to that of a company director.
Practical Considerations for verifying PSCs and Relevant Officers of RRLE
1. Identifying Who Needs to be Verified
While many PSCs are straightforward to identify, complex ownership chains, use of trusts, or offshore structures can make this difficult. Early review of your PSC register is critical particularly:
- In groups or structures with nominee arrangements or layered ownership
- Where PSC status arises through influence, not shareholding
- In cases involving non-UK legal entities or trusts
The register of members is a good place to start for information on shareholders and voting rights. The company’s articles of association may also contain specific clauses on share rights.
2. Gathering and Validating ID
PSCs, particularly overseas individuals, may need support to gather acceptable documents or use biometric ID tools. Factors to consider include:
- Validity of foreign ID documents under UK IDV requirements.
- Language or document certification needs.
- Accessibility of digital tools or internet connection.
Further information on the type of evidence required can be found here.
3. Communicating the Requirements
Some PSCs may be unaware of their obligations under ECCTA. A proactive communication strategy can:
- Minimise delays
- Avoid resistance or confusion
- Emphasise that this is a legal obligation with potential penalties for non-compliance.
4. Who is the Relevant Officer?
Where a PSC is a legal entity (RRLE), it must nominate a Relevant Officer to undergo verification. This step raises additional considerations:
- Clarity on who the appropriate Relevant Officer is, especially in large or overseas legal entities.
- Legal obligations for the Relevant Officer themselves, including potential personal liability for non-compliance.
5. Planning Ahead
Although the regime is not expected to become mandatory until late 2025, companies should act early:
- Map out PSCs and RRLEs now
- Engage with stakeholders to prepare them
- Build IDV into onboarding processes for new PSCs
Consider using a trusted third-party provider, such as Elemental, to streamline ID collection and compliance.
Identity Verification for PSCs FAQ
Can we verify PSCs now, even before the law comes into force?
Yes. Proactively verifying PSCs, particularly those who are overseas or may be harder to contact, can avoid a future bottleneck and demonstrate good governance.
Do RRLEs have to complete identity verification too?
The legal entity itself is not verified. Instead, a Relevant Officer of the RRLE must complete identity verification. For companies, this means a director; for LLPs, a member; and for other bodies, an officer acting in a similar role to a company director. These individuals can have their identities verified now too.
Can an individual be both a director and a PSC?
Yes. In this case, they must complete identity verification once, and it will cover both roles.
What if a PSC lives in a country without reliable ID documents?
You may need to use biometric ID methods or obtain certified documents. Elemental can advise on acceptable alternatives and work with PSCs on a case-by-case basis.
What happens if a PSC doesn’t complete the Identity Verification process?
PSCs and RRLEs who fail to complete the Identity Verification process by the time it becomes law will be deemed to be committing an offence and may have to pay a financial penalty or fine. The fact that their identity has not been verified will also be displayed on the relevant company’s record at Companies House.
How Elemental Can Help
Elemental helps companies prepare for ECCTA by identifying who needs to be verified, supporting PSCs and Relevant Officers through the process, and providing a secure, compliant platform for identity checks. To find out more, visit our Identity Verification Service page.
