Disclosure of beneficial ownership

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Practice notes
A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited...
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19th May
Practice notes
De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...
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19th May
Practice notes
Tailoring a shelf companyA person wishing to set up a new company has the following options:•they can incorporate a new company in accordance with the...
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19th May
Practice notes
Alternate directorsThis Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and...
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19th May
Practice notes
Non-executive directors—independenceThe concept of independence is key to provisions in the UK Corporate Governance Code (UKCG Code) on board...
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Produced in partnership with Advanced Boardroom Excellence 19th May
Practice notes
G20/OECD Principles of Corporate GovernanceThis Practice Note discusses the Principles of Corporate Governance (Principles) published by the Group of...
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Produced in partnership with Professor Brenda Hannigan of University of Southampton 19th May
Practice notes
The Prospectus Regulation—key changes in comparison to the Prospectus Directive regimeThis Practice Note provides an overview of the implementation of...
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19th May
Q&As
Can a capital contribution/gift by a shareholder be treated as distributable reserves?The issue is whether capital contributions or gifts by a...
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Produced in partnership with Brenda Hannigan of Southampton University 19th May
Practice notes
The Transparency DirectiveThis Practice Note provides an overview of the implementation of and key changes introduced by the EU Transparency Directive...
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Produced in partnership with Mr Darragh Connell of Forum Chambers 19th May
Practice notes
Sub-division and consolidation of sharesIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period...
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19th May
Practice notes
Insider listsThis Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope...
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19th May
Practice notes
General meetings—notice requirements for private and unlisted public companiesA general meeting must satisfy certain requirements set out in the...
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19th May
Practice notes
Notifying changes in share capital to Companies House—statement of capitalCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some...
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19th May
Q&As
Will a redesignation of shares constitute a variation of class rights?A redesignation of shares involves a change in the name of some or all of a...
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Produced in partnership with Julian Henwood of Gowling WLG 19th May
Q&As
What is the process for a redesignation of shares?This Q&A examines how a company may carry out a redesignation of shares, meaning a change in the...
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19th May
Practice notes
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
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19th May

Most recent Disclosure of beneficial ownership content

Q&As
How are charities handled under the PSC regime?The two main categories of entity that should be recorded on a PSC register are registrable individuals...
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12th Aug
Q&As
Are there any late filing penalties in relation to the people with significant control (PSC) regime?There are no specific late filing penalties set...
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12th Aug
Q&As
How might an individual’s usual residential address appear on the public record at Companies House?In the absence of making an application for...
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12th Aug
Q&As
Should an individual or entity who satisfies more than one condition under the PSC regime be recorded in the register separately for each condition?CA...
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12th Aug
Q&As
Does an individual qualify as a person with significant control (PSC) under the first two ownership or control conditions with exactly 25% of the...
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12th Aug
Q&As
If a UK company is a wholly owned subsidiary of a chain of companies that do not qualify as relevant legal entities and the ultimate owner is an...
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12th Aug
Q&As
What details should a company record in the PSC register?A company’s people with significant control (PSC) register must never be empty. The company...
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12th Aug
Q&As
What are the new reporting deadlines under the PSC regime?As a result of the Information about People with Significant Control (Amendment) Regulations...
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12th Aug
Q&As
Are legal advisors obliged to respond to people with significant control information request notices under section 790D(5) of the Companies Act...
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12th Aug
Q&As
Does an option to acquire more than 25% of the issued share capital of a company make the option holder a person with significant control prior to...
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12th Aug
Q&As
What is the rule on joint arrangements in the context of the PSC register?The rule on joint arrangements is set out in Schedule 1A, Part 3, paras...
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12th Aug
Q&As
Might a lender holding a legal mortgage (or Scottish pledge) of shares be a PSC?Might a lender holding a legal mortgage (or Scottish pledge) of shares...
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Produced in partnership with XXIV Old Buildings 12th Aug
Q&As
Does a PSC register need to be updated twice on a transfer of shares (to reflect the initial transfer of equitable title, and subsequently, the...
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12th Aug
Q&As
Should the personal representatives of a deceased shareholder be entered into a company's PSC register?The two main categories of entity that should...
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12th Aug
Q&As
What format is prescribed for the PSC register?The people with significant control (PSC) regime applies to UK incorporated companies limited by shares...
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12th Aug
Q&As
Does the PSC regime affect me or my organisation?The people with significant control regime (PSC regime) applies to UK incorporated companies limited...
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12th Aug
Q&As
Do companies without share capital satisfy Condition 1 of the PSC regime? Schedule 1A, Part 1 to the Companies Act 2006 specifies five conditions...
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12th Aug

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