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This article was co-authored by Aminah Ibrahim, Trainee Solicitor.
The Economic Crime and Corporate Transparency Act 2023 (ECCTA) represents one of the most significant reforms to company law. For businesses and their advisors, it changes the scope from Companies House as a passive administrator to an active, verifying gatekeeper with substantial new powers. Here, we explore these key reforms which will not only mitigate risk, but will build a more resilient and transparent corporate framework.
A New Identity Verification Regime
One cornerstone of the ECCTA is mandatory identity verification (IDV). From 18 November 2025, all directors, persons with significant control (PSCs) and LLP members must have their identity verified. Non-compliance may lead to unlimited financial fines imposed to the individual, their company, and fellow directors. Further, from Spring 2026, only verified company officers, employees and an Authorised Corporate Service Provider (ACSP) will be able to file documents to Companies House. This has implications for groups with a centralised secretarial function, as an individual may no longer be able to file for multiple group companies without using an ACSP. Individual members of LLPs, and PSCs, will also need to verify their identity. Corporate members of LLPs and relevant legal entities (RLE) will also be subject to the IDV requirements, with RLEs required to nominate a relevant officer whose identity must be verified at a later date.
While this new requirement necessitates upfront planning, it fundamentally strengthens the corporate framework by ensuring that those who control and represent companies are appropriately verified, and protects legitimate businesses from fraud. For groups of companies, the new filing restrictions creates an opportunity to streamline processes through a trusted ACSP. Companies may further wish to integrate these new obligations into shareholder communications and engagement.
Streamlining Statutory Registers
From 18 November 2025, the obligation to maintain certain statutory registers is removed. Instead, the information held centrally at Companies House will be the complete record, with failure to file accurately met with an unlimited fine. While companies may still keep internal records for good governance, the focus shifts to ensuring prompt and accurate filing.
The option to keep a register of members on the central register is also being removed as this was rarely used. New rules will also require full forenames and surnames for individual members, prohibiting initials. Company secretaries should therefore review their registers now and use the new powers to request missing information, as non-compliant members may face criminal sanctions. A new obligation to submit a full list of shareholders to Companies House is also on the horizon.
This move to a single source of filing simplifies the long-term maintenance of statutory records and takes away an administrative burden. The upcoming requirement for a full shareholder list also allows for more effective shareholder engagement and communication strategies.
Enhanced Scrutiny from Companies House
Companies House now has the power to scrutinise submissions closely for errors and inconsistencies. It can query information, request supporting evidence, and even remove material from the register it believes to be incorrect. Crucially, it can impose direct civil financial penalties, similar to that of the Companies Act 2006 offences.
Companies will need to ensure robust internal procedures for accuracy of all filed information. Failure to response to a Registrar’s request “without reasonable excuse”, or the submission of false information, can lead to unlimited fines. Where information is provided “knowingly” to mislead, individuals can also face a prison sentence.
This shift towards data integrity is a positive step for the UK business environment. It creates a more reliable public register which enhances trust for all stakeholders, from investors to suppliers, further assisting in the due diligence phase of company investigation. For our clients, this is an opportunity to review and strengthen internal filing procedures as well as ensuring corporate diligence.
Other Changes
Further changes include a new restriction on corporate directors, limiting them to UK entities with legal personality. This is, however, provided on the basis that all of their directors are natural persons who have passed IDV. As such, groups should review their structures to ensure all corporate directors meet these requirements. As of 1 September 2025, the level of criminal liability has broadened. Large companies face new liability risks if they fail to prevent fraud committed by associates including employees, agents, and their subsidiaries, even where the fraud was intended to benefit the company or its customers. The ECCTA will also streamline filing options for small companies and micro entities, requiring more information to be placed on public records.
Comment
Overall, the ECCTA presents a strategic opportunity to strengthen corporate governance, enhance operational resilience, and builds market trust. By proactively embracing these changes, companies can turn regulatory requirements into a competitive advantage. As our clients adapt to these new reforms, businesses are now presented with strategic options. For many, they can leverage their position and become an ACSP; capitalising on a mandatory market and gaining a competitive edge.
Kennedys can help navigate the legal complexities of becoming an ACSP; from structuring the application to implementing robust risk management procedures that meet these new legal and regulatory standards.
United Kingdom