The relevant provisions come into force in June, and relate to all of the registers which a company is required by law to keep: those of members, directors, directors' residential addresses, secretaries and people with significant control (PSCs).
Electing to Keep Information on the Central Register
An election to keep information on the central register can be made either by subscribers wishing to form a private company or by a private company itself once formed. The application is made by giving notice to the registrar of companies, and takes effect when the notice is registered by the registrar.
There is no specified content for the notice to be given to the registrar in respect of the registers of directors, directors' residential addresses or secretaries.
However in the case of the register of members, the notice must include all the information to be contained in the register. Additionally, a notice given by a private company itself must be accompanied by statements that that all the members assent to making the election and that any overseas branch registers have been discontinued and their entries transferred to the company's register of members.
In the case of the PSC register, notice must first be given to each registrable PSC of the intention to elect to keep information on the central register, at least 14 days before the notice to the registrar. PSCs then have 14 days to object. If no objection is received the notice may be given to the registrar and must be accompanied by statements that no objection was received and containing all the information required to be contained in the register.
While the Election Is in Force: what are the obligations?
While the election is in force, the company's obligations to keep and maintain a register and to notify the registrar of changes to it do not apply. Instead the company must deliver to the registrar any information and accompanying statements of which the company would otherwise have been obliged to give notice.
While the Election Is in Force: Registers of Members and PSCs
While the election is in force, the company's obligations to keep and maintain a register do not apply. Instead the company must deliver to the registrar any relevant information that it would otherwise have been obliged to enter in the register. On request from any person who has inspected material on the central register, the company must confirm that all the information that is required to be delivered has been delivered. However the company must also keep (but not update) a 'historic' register containing information up to the date of the election and a note stating that an election is in force and from what date. The note must also state that up-to-date information is available for public inspection on the central register.
Withdrawing the Election
The election will remain in force until either the company ceases to be a private company or a notice of withdrawal sent by the company is registered by the registrar.
When the withdrawal takes effect the company will again be obliged to keep and maintain the registers in question. They must enter in its registers all current information, but need not enter information relating to the period when the election was in force (where that information is no longer current).
In the case of the registers of members and of PSCs, the company must also keep in its register all the information which was in the historic register along with a note stating that and when the election was withdrawn. The note must state that information in relation to the period of the election is available for public inspection on the central register but is no longer current.