Why person with significant control (PSC) matters to a first-time founder
Companies House publishes PSC details, so investors, banks and customers can see who controls your company. Getting it wrong is not a paperwork nit: failing to keep the register accurate is a criminal offence for the company and its officers, and missing or stale entries surface in due diligence, bank onboarding and anti-money-laundering checks, where they can delay a funding round or an account opening.
Examples of person with significant control (PSC)
You own 70%, your co-founder owns 25% and an angel holds 5%. You are a PSC because you hold more than 25% of the shares. Your co-founder, at exactly 25%, is not, unless they hold more than 25% of the votes, can appoint most of the board or have significant influence through an agreement. If they buy even a few more shares, they cross the line and must be added.
Common misunderstanding
People assume the PSC register is the same as the cap table, or that a friendly small shareholder can be left off. The register follows legal control tests rather than relationships, and Companies House makes it public. Someone with only 10% can still be a PSC if an agreement lets them appoint most of the board. Leaving off a person who qualifies is a criminal offence, not a privacy choice.
When to use it
Update it whenever someone crosses or drops below a control threshold, for example after a share issue, a share transfer or a new shareholders’ agreement. The company must update its own register within 14 days and tell Companies House within a further 14 days, rather than waiting for the annual confirmation statement. If you are unsure whether a new investor qualifies, check before the round completes.