Your guide to ID verification for ECCTA 2023: Private equity funds, portfolio companies

The UK government has introduced significant changes to how companies are registered and monitored. These changes, part of the ECCTA, aim to make company information more accurate and trustworthy, whilst tackling economic crime.

What is changing?

The UK government has introduced significant changes to how companies are registered and monitored. These changes, part of the ECCTA, aim to make company information more accurate and trustworthy, whilst tackling economic crime.

From 18 November 2025, all existing company directors and People with Significant Control (PSCs) will need to verify their identity with Companies House. Mandatory identity verification (IDV) will be a prerequisite for filing the company's first annual confirmation statement after this date.

For newly incorporated companies from 18 November 2025, all directors and PSCs must complete IDV before they can be appointed to their roles. This means identity verification will be required at the point of incorporation, not retrospectively.

The impact of ECCTA changes on private equity funds and portfolio companies

IDV requirements

The following individuals will need to complete IDV:

Fund level:

• All individual members of a UK private equity house (which is an LLP) or individual directors of any UK company (e.g. GP or nominee company) within the private equity fund structure;
• Any individuals who are PSCs within the UK private equity fund (i.e. LLP and/or GP); and
• Any person filing documents at Companies House on behalf of such UK private equity fund (e.g. company secretary or financial controller).

Portfolio level:

• All individual directors of a UK portfolio company (and its UK subsidiaries);
• Any individuals who are PSCs of a UK portfolio company (and its UK subsidiaries); and
• Any person filing documents at Companies House on behalf of such UK portfolio companies (and their respective UK subsidiaries).

Note that the IDV requirements apply to individuals regardless of whether they are a UK resident. 

How to complete identity verification

There are two options for individuals to complete identity verification:

Option 1: Self-verification (free)

Individuals can verify themselves using the GOV.UK online portal. They will need a biometric passport or residence/worker permit (or card) and proof of current address.

Option 2: Use an Authorised Corporate Service Provider (ACSP)

Engage a UK-based accountant, solicitor or company formation agent to verify identity on behalf of individuals. This may be necessary if individuals do not have biometric identification or are based overseas, as the range of accepted documents is typically wider than the Companies House online service. There are a number of ACSPs that are offering IDV services at a fee. Whilst Browne Jacobson will not be providing IDV, please contact us if you have any queries about using an ACSP to undertake IDV and we can share further information with you.

When the individual has successfully verified, they will receive a unique identifier known as a ‘Companies House personal code.’ This code will be personal to the individual, and it must be kept safe (see below for further information).

Practical considerations for private equity funds 

Timing and planning 

• Existing portfolio companies: IDV must be completed before filing the first annual confirmation statement after 18 November 2025.
• New acquisitions / investments: Factor into transaction timelines as needed, as IDV will be required at incorporation of any newco or appointment of any new directors or PSCs on or after 18 November 2025. Verification of IDV should also be sought in respect of relevant individuals as part of legal due diligence on a target for transactions completing on or after 18 November 2025.
• Director changes: Plan for verification requirements when rotating fund representatives or appointing new management with effect from 18 November 2025. 

Common FAQs

1. Fund nominee directors

If your fund uses nominee directors across multiple portfolio companies, each individual only needs to verify their identity once. The verification can then be used for all their directorships.

2. Overseas-based directors

Fund representatives or management team members based outside the UK can use an Authorised Corporate Service Provider to complete verification, which typically accepts a wider range of identification documents.

3. Corporate directors

Note that ECCTA restricts the use of corporate directors. All portfolio companies must have at least one individual director (a natural person) whose identity has been verified.

4. Companies House personal code

In the case of a company director who is also a PSC, the personal code must be provided (i) in the company’s confirmation statement and (ii) using a separate service within 14 days of the confirmation statement date (this service will be available when the requirement comes into force on 18 November 2025).

In the case of a PSC who is not a director of the same company, the personal code must be provided within the first 14 days of the individual’s birth month. Otherwise, for any new appointments after 18 November 2025, it will be required on appointment filing/incorporation of a new company. 

What happens if you do not comply?

Companies House now has stronger powers to:

• Check and reject information that appears incorrect;
• Remove inaccurate information from the register; and
• Share information with law enforcement if suspicious activity is detected.

Important: If you do not complete identity verification and you continue to act as a director/are a PSC after it becomes a legal requirement, you will be committing an offence (and could be disqualified as a director) and you may have to pay a financial penalty or fine.

Recommended next steps

• Audit your portfolio: Identify all existing directors and PSCs across your fund and portfolio entities.
• Assess verification status: Determine who has already completed IDV.
• Plan verification: Arrange for relevant individuals who have not completed IDV to complete verification well in advance of confirmation statement deadlines.
• Update processes: Incorporate IDV into your standard onboarding procedures for new directors and PSCs of existing fund and portfolio entities and as part of new acquisitions / investments and ensure training is provided to ensure ongoing compliance.
• Maintain records: Keep track of verification completion dates and confirmation statement deadlines. 

Contact us

The Browne Jacobson private equity team is ready to assist if you have questions about how these changes affect you. Please contact us for further guidance and support.