Key Points
For a company with share capital, significant interest includes more than 25% of shares or voting power; significant control can arise through appointment rights or influence. LLP tests cover financial, management and voting rights. Notice recipients may include members with at least 5% of voting shares, but that enquiry threshold does not itself make them controllers. Verify details annually and update the relevant registers when circumstances change.
Separate Controller Tests from Enquiry Recipients
Investigate both significant interest and significant control, including rights held indirectly. For companies with share capital, more than 25% of shares or total voting power is one route to significant interest; appointment rights and significant influence can establish control independently. The people asked for information are a broader group. Unless the business is wholly owned and controlled, ACRA’s enquiry guidance includes all directors and members directly holding at least 5% of voting shares. An LLP instead sends enquiries to its managers and partners. Crossing an enquiry threshold is not, by itself, a determination that a person is a controller.
Handle Annual Verification and Missing Replies
Send each existing controller a verification notice at least once a year; there is no fixed annual date. Give the recipient 30 days to respond, even if their particulars already appear in a Business Profile. When a recipient fails to respond, do not leave the record untouched: enter the latest particulars, note that they remain unconfirmed and update the register within seven calendar days after the response period ends. Mark the particulars as unconfirmed when filing centrally. If reasonable efforts identify no controller, ACRA requires recording the relevant individuals with executive control and keeping evidence of the identification efforts.
Official Source
A concise, independent Apex Gateway guide based on the official English source, not a reproduction of the complete document. Consult the original for full conditions, exceptions and subsequent updates.
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