The Economic Crime and Corporate Transparency Act 2023 (“ECCTA”) received Royal Assent on 26 October 2023 and marked a significant shift in the UK’s approach to corporate governance with the aim of enhancing transparency and accuracy and preventing anonymous filings on the public register.
Further regulations were enacted in March 2024, relating to identity verification and authorised corporate service providers (“ACSP”), which are addressed in this article.
Companies House has updated their Transition Plan[1] which sets out key dates to note relating to further upcoming changes to be implemented in stages during 2025 and 2026.
A. ID Verification - Timeline
- From 8 April 2025:
- Individuals are able to voluntarily verify their identity either directly with Companies House or indirectly through an ACSP (see section B below). We recommend that existing directors or persons with significant control (“PSCs”) of UK companies verify their identity early rather than waiting for the process to become mandatory.
- From Autumn 2025:
- 12-month transition period begins during which existing directors and PSCs will need to verify their identities. To assist, Companies House will integrate this process into the annual confirmation statement process, requiring verification before filing.
- Companies House intends to make ID verification compulsory for new directors and PSCs.[2]
- By Spring 2026:
- Individuals filing any documents at Companies House will need to have had their identity verified. This would typically include company directors, company secretaries, individuals filing on behalf of lenders or anyone who has been delegated responsibility for filing by a company’s directors. Where a third-party agent is filing documents on behalf of a company, such agent will need to be registered as an ACSP.
B. ID Verification - Who and How
New and existing UK company directors and PSCs are required to verify their identities, either on incorporation of a company (in the case of new directors and PSCs), or during the annual confirmation statement filing (in the case of existing directors and PSCs).
Shareholders are exempt from ID verification. Private companies are already required to file a full shareholder list on incorporation and via their annual confirmation statement filing, which, from around Autumn 2025, will need to state shareholders’ full names (with no abbreviations). As a new requirement under the ECCTA, traded companies will, from around Autumn 2025, need to provide a list of individuals or entities which hold 5% or more of the issued shares of any class of the company.
The ECCTA has introduced two ways for an individual to verify their identity: (1) directly with Companies House or (2) indirectly through an ACSP.
Direct Verification with Companies House
There are three options available via GOV.UK One Login for individuals to verify their identity directly with Companies House:
- via the GOV.UK One Login ID Check App[3], by creating an online account and using digital face verification;
- via the GOV.UK One Login web service, by answering security questions online; and
- via the GOV.UK One Login face-to-face service, which will require in-person registration at a UK Post Office.
Option 1 is likely to be the most efficient way to verify identity for individuals holding a passport with a biometric chip. Further guidance on specific documents and information required to verify a person’s identity via each option is available here: GOV.UK One Login.
An individual will receive a Companies House personal code (for all roles held by them e.g., director, PSC) once their identity has been verified. This code should be stored safely. Once a person has verified their identity, this is a one-off process and their identity does not have to be reverified.
Indirect Verification Through an ACSP
Both an individual or an entity can register to be an ACSP if they are considered to be a relevant person under The Money Laundering Regulations 2007[4], being a person registered with at least one Anti-Money Laundering supervisory body, such as HMRC, the Financial Conduct Authority or the Solicitors Regulation Authority. A one-off registration fee of £55 is payable to Companies House.
An ACSP is able to deliver a verification statement to Companies House confirming that they have verified an individual’s identity. This will require an individual to provide the ACSP with certain documents and information for the ACSP to carry out an identity check.[5] As with the direct verification route above, once an individual’s identity has been verified, they will receive a Companies House personal code.
C. What Happens if a Person Does Not Verify Their Identity?
When ID verification becomes mandatory, it will be an offence for an individual to act as a director without verifying their identity. Companies will also have an obligation to ensure that individuals who have not had their identities verified do not act as directors, attracting a fine for non-compliance. PSCs who do not comply with the ID verification requirements will also commit an offence.
New company registrations or appointments may be rejected if identity verification has not been completed, meaning that non-compliance will delay new company incorporations and director appointments.
