Economic Crime and Corporate Transparency Act 2023 – Companies House publishes implementation timetable

Companies House has published its long awaited implementation plan of some of the key provisions of ECCTA that are not yet in force.

Background

ECCTA, which was passed into law in October 2023, makes far reaching changes to UK company law (see previous overarching article HERE). Changes are implemented in stages and, so far, the following provisions are in force:

• New enhanced investigative and enforcement powers for Companies House to ensure the accuracy of information on the public register and to prevent unlawful activity;
• Extending the circumstances whereby a company name can be prohibited including where it gives a misleading impression of its activities or where the name could be used to facilitate crime;
• On incorporation, subscribers to confirm that they are forming the company for a lawful purpose and subsequent annual confirmations that the intended future activities of the company will be lawful;
• Registered office of a company must be located at an “appropriate address” so that documents delivered to that address will come to the attention of a person acting on behalf of the company; and
• New companies must register an “appropriate email address” with Companies House and existing companies must provide this information when filing their next confirmation statement after 4 March 2024.

Key announcements of the implementation plan

Whilst Companies House has indicated that implementation and transitional measures are likely to run until 2027, some of the more significant planned dates are:

• Spring 2025, ACSP registration – firms regulated by money laundering legislation should be able to register as an Authorised Corporate Service Provider (ACSP). ACSPs will be able to file documents at Companies House as well as conduct ID verification on individuals. 
• Autumn 2025, IDV of newly appointed directors and PSCs – ID verification will be a compulsory part of company incorporation and new appointments of directors and PSCs (persons with significant control). ID verification will be able to be done using a Companies House online software system, at a Post Office or via an ACSP.

That date will also be the start of a 12-month transitional period during which all existing directors and PSCs (approximately seven million) will need to verify their identify by the time of the company’s next confirmation statement. 

• Spring 2026, new filing restrictions come into effect – persons filing a document at Companies House will either have to have completed ID verification or be registered as an ACSP.
• Autumn 2026 IDV of all directors and PSCs – all directors and PSCs must have had their ID verified by this date. We understand that voluntary IDV for directors and PSCs should be available from Spring 2025. 
• By the end 2026, limited partnerships will be required to submit more information, providing greater transparency for users of the Companies House register.

The plan also confirms that the forthcoming prohibition on corporate directorships will be brought into force, although it gives no specific date for this. Under the prohibition a company may only be able to have a corporate director if that corporate director’s own directors are all individuals who each have had their ID verified. The paper also states that only UK corporate entities with legal personality will be capable of acting as a corporate director; overseas companies will be prohibited from acting as corporate directors in the UK.

The Birketts view

The implementation of ECCTA marks an important shift in the UK government’s approach to corporate transparency and economic crime. It will have a significant impact on the day-to-day running of UK companies.  Many of the more significant changes have yet to be commenced and the implementation plan is a welcome opportunity for companies to start planning for these changes.