Company registers and filings

Implementation status: In force from 18 November 2025

 

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Overview

From 18 November 2025, the Act removes the requirement for companies to keep specified internal registers (including a register of directors and a PSC register) and, instead, the public will rely on records filed at Companies House. 

In contrast, the Act removes the option for private companies to keep their register of members at Companies House. It also requires additional information on a company’s members to be recorded. 

Maintenance of internal registers

From 18 November 2025, there will no longer be a requirement for companies to hold and maintain the following registers:

  • register of directors;
  • register of directors’ residential addresses;
  • register of secretaries; and 
  • PSC register.

Instead of updating their own internal registers, companies will simply file details of their directors, secretaries and PSCs at Companies House, and the general public will rely on these centrally held records.

As is currently the case, companies will have 14 days from the date of the appointment or resignation of an officer (or change in their details) to make the relevant filing at Companies House.

To ensure that the central record of directors remains accurate, the Act makes it an offence for an individual to act as a director if their appointment has not been notified to Companies House within the 14-day deadline. However, any failure to notify Companies House as required, will not affect the validity of a director’s appointment (or their resignation).

Any changes to a company’s PSC or RLE information will have to be notified to Companies House within 14 days of the company receiving confirmation of the relevant details. To ensure that all information about a company’s PSCs and RLEs is available on the public register, the Act imposes enhanced information gathering duties on companies and also introduces new duties to notify the Registrar about PSCs and RLES. New duties are also imposed on registrable PSCs and RLEs to provide their required particulars to companies and to notify the company of any changes in those particulars.

All other registers (including a company’s register of members – see below) should continue to be maintained by the company.

Register of members 

Private companies currently have the option of keeping their register of members on the public central register held at Companies House. 

From 18 November 2025, however, companies will no longer be able to elect to use the central register in this way and all relevant member information will have to be entered on the company’s own “local” register of members. 

Any company that previously held its register of members at Companies House, will need to:

  • create and maintain a register of members;
  • hold the register of members at its registered office address or at a single alternative inspection location (SAIL);
  • include a statement in the register 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.

The Act also modifies the information a company must keep on its members (usually its shareholders) with a view to improving the transparency requirements of companies and increasing the usefulness of the information held on those members. Measures introduced by the Act (from a date yet to be confirmed) include:

  • introducing a requirement for companies to record the full names of shareholders who are individuals (and not just initials and a surname as is currently the case) and also a service address;
  • prohibiting a company from registering a transfer of shares unless it is satisfied that it has all of the information it is required to enter in its register of members in relation to the transferee;
  • introducing a requirement for non-traded companies to retain for a period of ten years, old information about a shareholder where that information has changed. Traded companies (being those whose shares are admitted to trading on a relevant market or on any market which is outside the UK) are not required to retain this old information on their register of members; and 
  • introducing a requirement for all companies (other than traded companies which are subject to DTR 5) to include a full list of shareholders on the first occasion that they deliver a confirmation statement after the relevant provisions come into force. For those traded companies required to file a list of shareholders, the list will only need to cover those shareholders who hold at least 5% of any class of shares.

Members will be under a statutory duty to supply required information to the company, and it will be an offence if they fail to do so within the specified period.

Practical steps

It is not yet known what companies should do with their existing internal registers once the changes become effective, but companies may want to maintain them on a non-statutory basis for good record-keeping purposes. It is expected that guidance (yet to be published) will provide more clarity on this issue.

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To discuss any issues related to the Economic Crime and Corporate Transparency Act 2023 and its implications for companies, contact a member of our expert team here.

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