Print article
Authors
Authors
What is changing?
The Economic Crime and Corporate Transparency Act 2023 (ECCTA), will, from 18 November 2025, abolish the requirement under the Companies Act 2006 (CA 2006) for all UK Companies to hold and maintain a local register of directors, directors’ residential addresses, secretaries and persons with significant control (PSCs).
Companies House has published Guidance on GOV.UK on the upcoming changes to company registers which includes the requirement for companies to register the above-mentioned information with Companies House and keep it up to date. Consequently, this will place even greater importance on companies and their officers submitting timely and accurate filings.
At present, companies must file required information at Companies House within 14 days of an appointment, resignation or a change in particulars of a director. Any changes to a company’s PSC or relevant legal entity (RLE) information, must be recorded within the PSC register within 14 days of receiving confirmation that a change has occurred. Companies are then required to update Companies House within 14 days of updating their local PSC register. Once the relevant provisions in the ECCTA take effect, companies will be required to update Companies House within 14 days of receiving confirmation that a change has occurred. Please see Register of People with Significant Control (Amendment) Regulations 2025 (and accompanying Explanatory Memorandum) for more information.
What about the Register of Members?
Under Section 113 of the CA 2006 every company must maintain a register of its members (or register of shareholders), and this obligation will continue. A company’s register of members (Register of Members) is a definitive, legally recognised record of its shareholders and their shareholdings, serving as primary evidence of ownership from incorporation. Since 30 June 2016, private companies have been able to elect to maintain their Register of Members on the central register at Companies House instead of maintaining it locally. However, Companies House has announced that from 18 November 2025, companies will no longer be able to elect to keep their Register of Members at Companies House; instead, it must be maintained at the registered office address or single alternative inspection location (SAIL).
This means that any company using the central register at Companies House will need to:
- create and maintain a Register of Members;
- hold the Register of Members at the registered office address or SAIL address of the company;
- include a statement in the Register of Members that before this change, the information about the company’s members was held on the “central register”; and
- make the Register of Members available for the public to view.
Please note, when further measures come into force (a date is yet to be confirmed by Companies House), companies must:
- record the full names of shareholders in their Register of Members; and
- tell Companies House the full names of all shareholders and provide a one-off full shareholder list when filing their next confirmation statement.
How to prepare
In anticipation of the above-mentioned changes, companies should ensure their information with Companies House is accurate and up to date, particularly regarding directors, PSCs and secretaries as this information will be held centrally at Companies House going forward.
Organisations should establish processes to guarantee that all filings are made within required time limits and whether they will continue to maintain their own non-statutory records internally. As well as being good housekeeping and good governance, continuing to maintain non-statutory records would be helpful for internal audits and governance purposes.
How can Michelmores assist?
We want to help our clients navigate the changes introduced by the implementation of the ECCTA. We will continue to monitor the developments and publish further updates on our ECCTA Hub as and when the Government announces new measures.
Michelmores has a dedicated Corporate Services team led by experts in company law and corporate governance. The team will be happy to speak with you if you want to know more about the forthcoming Companies House reforms or how ECCTA will affect your company or organisation.