ECCTA update: registrar powers to annotate company and LLP registers
On 14 May 2025, the Companies and Limited Liability Partnerships (Annotation) Regulations 2025 (the 2025 Regulations) were published and formally laid before Parliament. These regulations represent a further step of the ongoing efforts by the UK government to improve corporate transparency and tackle economic crime, following on from the Economic Crime and Corporate Transparency Act 2023 (ECCTA).
The measures contained in the 2025 Regulations will enhance the powers of the registrar of companies, also known as Companies House (Registrar) by extending their ability to annotate the public registers of companies and limited liability partnerships (LLPs). This reflects the ongoing changes implemented by the ECCTA to improve the accuracy, reliability, and trustworthiness of information publicly available at Companies House.
Published: May 21st, 2025
8 min read
Expanding the Registrar's Annotation Powers
Generally, the authority for the Registrar to annotate the register was limited. Under the Companies Act 2006 (CA 2006), annotations to the register could only be made if, in the Registrar’s view, the Companies House register contained information that was confusing or misleading. The 2025 Regulations are seeking to expand the Registrar’s authority by allowing the Registrar to provide additional information in specific circumstances.
These new annotation powers proposed by the 2025 Regulations will apply to both companies and LLPs and cover the following scenarios:
Disqualification under sanctions law:
The Registrar may annotate the register to reflect that a director or LLP member is subject to disqualification sanctions pursuant to the Sanctions and Anti-Money Laundering Act 2018.
Non-compliance with information notices:
If a person fails to comply with a notice to provide specific information to the Registrar, an annotation may be made to that effect.
Strike-off proceedings for false registration:
Where the Registrar is intending to take, or has taken, action under section 1002A of the CA 2006 (introduced by ECCTA) to strike off a company registered on a false basis.
Protection of PSC information:
The 2025 Regulations also propose a duty on the Registrar to annotate the register when the details of a Person with Significant Control (PSC) have been hidden from public view to safeguard that individual from risk of violence or intimidation.
Implementation Timeline
The majority of the 2025 Regulations will come into force on 9 June 2025, except for the provisions related to the protection of PSC information. The latter became operative when section 790LA of the CA 2006 (also introduced by ECCTA) came into force.
Implications for Companies and LLPs
Companies and LLPs should take note of these changes and ensure they have internal processes to place to respond to information requests from the Registrar and to monitor the status of directors and LLP members in relation to any sanction’s compliance. Directors and PSCs should also be aware of the implications of non-compliance or enforcement actions, which may now be visible via annotated entries on the public register.
The 2025 Regulations further reiterate the government's commitment to greater corporate accountability and the prevention of economic crime whilst the expansion of the Registrar’s powers strengthens the role played by Companies House in the protection of corporate integrity.
For further advice on how these regulations may affect your business, please reach out to the Corporate team here at Forbes Solicitors.
For further information please contact Gemma Catlow
