In this context, identity verification has become a key requirement and an essential step in practice.
A more active register and stronger controls
One of the most important changes concerns the role of Companies House, which is no longer a purely passive register but is now responsible for checking the accuracy and reliability of the information submitted.
The aim is to improve the transparency of the companies register and prevent the misuse of corporate structures.
Incorporation process
The incorporation of a UK company (typically a private limited company – Ltd) remains straightforward. The main steps are unchanged:
- choosing the company name;
- setting a registered office in the United Kingdom;
- appointing directors;
- identifying the persons with significant control (PSC);
- filing the incorporation documents with Companies House.
The need for appropriate assessments of the structure of the company’s bylaws and corporate governance tools in general remains unchanged.
However, compared to the past, these steps must now include identity verification for directors and PSCs, which has a direct impact on timing and execution.
Identity verification
The most significant change introduced by the reform is the requirement for identity verification for directors, PSCs and, more generally, for individuals filing documents with the register.
From 18 November 2025, identity verification has become a mandatory condition for:
- incorporating a new company;
- appointing new directors;
- carrying out certain corporate filings.
Identity verification can be completed directly with Companies House or through authorised intermediaries (Authorised Corporate Service Providers – ACSP).
In practice, identity verification should be completed before starting the incorporation process in order to avoid delay.
Without identity verification, it is not possible to incorporate the company or appoint directors and persons with significant control (PSC): the process is effectively blocked.
This requirement also applies after incorporation: any new director or PSC must complete identity verification before being appointed.
From an operational perspective, this means that the preparation phase now requires greater attention. Any delays in completing identity verification may prevent the process from being completed.
Practical implications for advisors and businesses
The new rules have practical consequences. In particular, the incorporation timeline may be longer, especially where the individuals involved have not yet completed identity verification.
In addition, the role of qualified intermediaries is becoming increasingly important, as they can manage the verification process and liaise with Companies House.
It is therefore advisable to plan in advance and ensure that all individuals involved complete identity verification at an early stage.
Ongoing requirements: confirmation statement and new declarations
The changes do not only affect incorporation but also ongoing compliance.
All companies are required to file an annual confirmation statement confirming that the information on the register is accurate and up to date. The statement must be filed within 14 days of the end of the relevant period and applies to both active and dormant companies.
The statement now also includes confirmation that the company’s future activities will be lawful, as well as updates to any changes (such as PSCs, registered office or company structure).
Failure to comply with these requirements may result in serious consequences, including the company being struck off the register and potential liability for directors.
Conclusion
The UK system, traditionally known for its flexibility, is evolving towards a more structured and controlled framework. Identity verification is at the centre of this change and directly affects how companies are incorporated and managed, requiring a more structured and proactive approach to compliance.
Giacomo Francioni
Alice Pietri – Trust and Wealth
