Legal update
Companies House reforms under Economic Crime and Corporate Transparency Act (ECCTA) 2023
Background
On 18 November 2025, certain reforms to Companies House processes were introduced pursuant to the Economic Crime and Corporate Transparency Act 2023 (ECCTA). The purpose of the ECCTA is to enhance transparency across UK companies and to reform the role of Companies House so as to prevent economic crime and create a more reliable, publicly-available register to underpin business activity.
The key changes span three areas:
- mandatory identity verification requirements for key individuals;
- enhanced statutory filing obligations; and
- strengthened record-keeping requirements.
We set out below the key changes across these three areas that are most relevant to founders of early stage growth companies, as well as more mature businesses.
Identity verification
Under the ECCTA, any individual who is (or will become): (i) a director of a UK company, a member of a limited liability partnership (LLP), or a registered officer of a corporate general partner of a limited partnership; or (ii) a person with significant control (PSC) over a company, must in each case have their identity verified.
Methods for verification - Companies House or Authorised Corporate Service Provider
The verification can be completed either directly with Companies House or via an Authorised Corporate Service Provider (ACSP).
For UK residents, or overseas individuals holding biometric passports with readable chips, the easiest route is to complete the verification process online through the GOV.UK One Login app. The process is free and, in most cases, can be completed in a matter of minutes.
Upon registration, users will be prompted to: (i) scan their identification document (for UK residents, this includes a UK passport or driving licence); (ii) take a live photo or selfie video to establish likeness with the photo on the identification document; and (iii) where prompted, provide responses to a set of automated questions.
For overseas individuals who do not hold biometric passports with readable chips, the ACSP route will be required. ACSPs are regulated UK agents authorised by Companies House to conduct identity checks. The individual being verified will be required to provide the ACSP with copies of appropriate identification documents. These may include documents such as a passport, a UK/EU photocard driving licence, a photographic visa or government issued photographic work permit, a birth or marriage certificate, a recent bank or building society statement, or a utility bill. Proof of current address must also be separately provided if this is not shown on the identification documents provided.
The ACSP will proceed to carry out the necessary checks in accordance with the Companies House identity verification standard and submit a confirmation to Companies House.
Alternatively, if preferred, UK residents may also opt to use an assisted route via the Post Office, which accepts EU national ID cards and certain other UK identity documents.
In the case of all processes described above, once an individual is verified they will receive a unique personal identity code from Companies House, which they can use to link their verified identity to each role they hold. The code can be used for multiple directorships or any future appointments. The individual will also be required to provide a verification statement confirming they have verified their identity for each role they hold.
Timing for verification
New company directors or members of LLPs appointed after 18 November 2025 need to complete the identity verification checks before their appointments can be registered by Companies House.
Existing directors and members will need to have completed this verification by the time their company or LLP (as applicable) delivers its next confirmation statement.
For directors of overseas companies with UK establishments that are registered at Companies House, the deadline for identity verification is the next anniversary of the date of the company’s UK registration.
New PSCs following 18 November 2025 will have a 14-day period to verify their identity, commencing on the date that they are registered as a PSC at Companies House.
The process for existing PSCs depends on whether the PSC is also a director of the relevant company. If this is the case, the 14-day period for registration will start from the date of the company’s next confirmation statement. If this is not the case, the 14-day period will start from the first day of their month of birth (as shown on the Companies House register). For example, if the PSC’s date of birth is June 1980, the 14-day period will start on 1 June 2026.
Implications
Failure to comply with the identity verification requirements by the relevant deadline is a criminal offence for the individual, and for the company (if it has permitted an unverified person to act). The fine for any such offence has the potential to be unlimited.
The company in question will also be precluded from making certain Companies House filings unless the identity verification rules have been satisfied. This could lead to further fines for late filings or, in the case of a prolonged delay, risk a company being struck off the register.
Companies House filings
In addition to the identity verification regime described above, the ECCTA also brings in a number of changes to company filings and records.
Abolition of local registers
There will no longer be any requirement to keep local (i.e. internal) registers relating to directors, director residential addresses, company secretaries or PSCs.
Filings
In lieu of local registers, a company’s record at Companies House will be treated as the authoritative register for the details previously kept locally. On that basis, companies will need to ensure that whenever there is any change (e.g. the address of a director changes), they file a notice of that change with Companies House within 14 days.
Although this mirrors the current requirement to notify Companies House in the event of a change, failure to comply with this requirement can result in a potentially unlimited fine.
Company records
Generally, the ECCTA grants Companies House enhanced powers to compel companies to share information if it suspects that a company’s filings are incorrect and incomplete. Failure to comply with any such requests will result in a criminal offence committed by the company and every defaulting officer.
From 18 November 2025, companies are now also required to keep an up-to-date private register of members, which will mean that (in addition to filings made at Companies House), every company will have to maintain its own list of shareholders.
Companies should closely consider the information required to be kept on the members’ register, which now includes the full name of each shareholder, and in certain cases a service address. Companies will not be permitted to register share transfers unless it has all necessary information about the new member, so companies should be proactive about ensuring that this information has been obtained well in advance of filing any share registration.
Shareholders risk committing an offence if they do not provide the company with the required information (and keep such information updated).
Once annually, companies will also now need to submit a full list of all shareholders to Companies House as part of the Confirmation Statement.
Key takeaways
For founders of early stage growth companies and directors of more mature businesses, the most important shift under the ECCTA is the move from reactive compliance to proactive governance. Processes that were historically administrative afterthoughts, particularly identity verification for directors and PSCs, now need to be planned for in advance. This is especially relevant where you expect to appoint new directors, onboard investors, or restructure your cap table, as delays at Companies House can quickly become a blocker to transactions or fundraising.
Companies should also expect greater scrutiny around the accuracy and timeliness of filings. Late or incomplete submissions are more likely to cause knock-on delays, whether that is in opening bank accounts, completing investment rounds, or satisfying investor diligence. Ensuring that statutory filings are made promptly and with complete information is no longer just best practice, but a practical necessity.
Finally, founders and directors should reinforce internal discipline around company information. Directors and shareholders need to understand that changes to their details are not merely personal updates but regulatory requirements that must be communicated to the company immediately. Treating this as a standing governance obligation, rather than an ad hoc exercise, will materially reduce friction as the ECCTA regime beds in.
Key contacts
Disclaimer
This update should not be treated as legal advice and only provides general information on the issues discussed.