Changes to UK company law
The Economic Crime and Corporate Transparency Bill received Royal Assent on 26 October 2023. This was one of the most significant moments in the long history of Companies House.
The act gives Companies House the power to play a more significant role in tackling economic crime and supporting economic growth. Over time, the measures will lead to improved transparency and more accurate and trusted information on the registers.
The Act has introduced four new objectives for the Registrar of Companies. Companies House will promote these objectives while carrying out their duties.
- To ensure that anyone who is required to deliver a document to the Registrar does so (and that the requirements for proper delivery are complied with).
- To ensure information contained in the register is accurate and that the register contains everything it should.
- To ensure that records kept by the Registrar do not create a false or misleading impression to members of the public.
- To prevent companies and others from carrying out unlawful activities or facilitating unlawful activities by others.
There are new responsibilities for:
- all new and existing company directors
- people with significant control of a company (PSCs)
- anyone who files on behalf of a company
The first set of changes were introduced under the Economic Crime and Corporate Transparency Act on 4 March 2024, and the following changes have already come into effect:
- Improving the quality of data on the registers - from 4 March 2024, greater powers for Companies House to query information, stronger checks on company names, new rules for registered office addresses, and new lawful purpose statements.
- Confirmation statement changes - from 4 March 2024, new requirements to provide a registered email address and to confirm that the intended future activities of the company will be lawful.
- Changes to Companies House fees – fees were increased from 1 May 2024.
- Register of Overseas Entities - From 28 February 2025, entities can apply to protect their trust member details if they meet the necessary criteria. From 31 August 2025, information related to trusts on the Register of Overseas Entities will be made available on request.
- Suppression of personal information - From 27 January 2025, individuals can apply to suppress certain information from historical documents.
- Investigation, enforcement, and data sharing - From 4 March 2024, Companies House has more effective investigation and enforcement powers, and new powers to share data with law enforcement agencies and other government departments.
Changes for 2025 are summarised below
From 18 March 2025, third-party providers, planning on carrying out identity verification checks on behalf of clients need to register as an Authorised Corporate Service Provider (ACSP).
From 8 April 2025, individuals can voluntarily verify their identity directly with Companies House through GOV.UK One Login or through an ACSP.
From 18 November 2025 Companies House will commence the new identity verification requirements.
All directors and PSCs for new incorporations will be required to verify their identity at the point of incorporation.
There will be a transition period of 12 months for existing companies, who will have to provide the personal code of their directors when their confirmation statement is due. PSCs who are not directors of the same company will need to provide their personal code within the first 14 days of their birth month.
How identity verification will work
Companies House aims to make the identity verification process as straightforward as possible. There will be two main routes for verification:
- Direct verification: Individuals can verify their identity directly with Companies House using a digital service that links to their primary identity document, such as a biometric passport from any country.
- Verification via ACSPs: Professional intermediaries, such as accountants or legal advisers, can verify identities on behalf of their clients.
From 21 July 2025, individuals can apply to suppress their day of birth for documents registered before 10 March 2015, signature, business occupation, and residential address in most other instances.
There are further changes planned for 2026 and beyond:
- From spring 2026, identity verification of the presenter will be compulsory when filing any document. Third party agents filing on behalf of companies will need to be registered as an Authorised Corporate Service Provider.
- By the end of 2026, all limited partnerships will be required to submit more information, and Companies House will start compliance activity against individuals who have failed to verify their identity.
- Accounts reform, including filing accounts by software only. To comply with these changes, all companies will need to find a suitable software product. The move to filing accounts by software only will be phased in over the next two to three years, and companies should receive at least 21 months’ notice ahead of the changes coming in.
- Restrictions on corporate directors, including prohibiting overseas companies from acting as corporate directors in the UK.
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