Guidance

Overseas companies: restricting the disclosure of your address

Updated 1 June 2020

This guide is available in alternative formats which include Braille, large print and audio tape. For further details, please email enquiries@companieshouse.gov.uk or telephone our contact centre on 0303 1234 500.

This guide will be relevant to you if:

• you are or will be a director or permanent representative of an overseas company with a registered UK establishment and are entitled to apply to Companies House to restrict disclosure of your residential address
• you’re seeking to suppress specified addresses from continuing to be published on the public register
• you act as an adviser to an overseas company

Separate guides are available for companies (including unregistered companies and Societas Europaea) and Limited Liability Partnerships (LLPs).

1. Protection

The vast majority of information registered with us is available on the public register. Some information (for example, residential addresses and full dates of birth) aren’t part of the public register, but are shared with specified public authorities and credit reference agencies (CRAs).

In this guide protection means further restriction applied to the disclosure of an individual’s usual residential address (URA) that is or could be made available to CRAs. This protection must be sought by way of application and must meet certain statutory criteria to be awarded.

For example, an overseas company director may be at serious risk of violence or intimidation due to the activities of their company and seek protection so their URA is not made available to CRAs. URA information would still be available to specified public authorities on application.

2. Overseas companies

2.1 Making an application for protection

The activities of certain overseas companies can place their directors and permanent representatives or a person who lives with them at serious risk of violence or intimidation. This could be due to their involvement in a particular sector of commerce or industry.

An application may be appropriate if:

• you’re a director or permanent representative of an overseas company whose business is licenced under the Animal (Scientific Procedures) Act 1986
• you’re a director or permanent representative of an overseas company that’s a readily traceable supplier, customer or partner of an organisation in the above category
• an overseas company of which you are a director or permanent representative has been targeted by activists.

2.2 Types of protection

Directors and permanent representatives of overseas companies can apply to have their URA protected. While that information isn’t on the public register, it’s generally available to CRAs and specified public authorities (SPAs). Where there’s a serious risk of violence or intimidation to the director, permanent representative or a person living with them that information can be protected, and not released to CRAs.

2.3 Who can apply

An individual who is or proposes to become a director or permanent representative of an overseas company can make an application for their URA to be protected, and not shared with CRAs.

An overseas company with a registered UK establishment can make an application for one or more of its directors or permanent representatives to have their URA protected, and not shared with CRAs.

2.4 When to apply

An application can be made:

• in advance of an individual becoming a director or permanent representative
• at the same time as a notification is sent to us about an individual becoming a director or permanent representative
• after an individual’s details have been shared with CRAs for a period of time

2.5 How to apply

To start an application telephone or email our secure register team. They’ll advise you about the process and provide the relevant forms. These forms are only available from the secure register team, and will only be accepted on the coloured paper provided. Annex A details which form to use.

Telephone the team on 029 2150 7370 to request forms or enquire about the process. You can request forms by emailing DSR@companieshouse.gov.uk.

If you have a general query about protection, you should email DSR@companieshouse.gov.uk.

Send applications to:

The Registrar of Companies
PO Box 4082
Cardiff
CF14 3WE

2.6 Evidence of serious risk of violence or intimidation

The information you need to provide in your application is in Annex B.

Applications must be accompanied by evidence which supports the basis upon which the application is made. For example, that the individual is at serious risk of violence or intimidation as a result of the activities of the overseas company they’re associated with.

It isn’t possible to provide an exhaustive list, but the sorts of evidence that might be appropriate are:

• a police incident number if a previous attack has occurred
• documentary evidence of a threat or attack
• evidence of disruption, violence, intimidation or other targeting by activists

It’s an offence to make a false statement

2.7 Application fee

The fee for making an application for protection in relation to overseas companies to prevent disclosure of URA information to CRAs is £100.

All applications must be accompanied by the correct fee. If the correct fee isn’t enclosed, the application will be rejected.

2.8 When protection comes into effect

For PSCs applying to have all of their information protected from disclosure on the public register, the relevant information will be protected from the time your application is registered by us.

In the case of PSCs making retrospective applications to suppress their information from disclosure on the public register after it has already been disclosed, we’ll suppress the information as soon as possible.

Where an application is made to suppress all a PSC’s information, the partnerships involved must not disclose the information, other than in certain limited circumstances.

Partnerships must never disclose the URA of their PSCs, regardless of any application for protection, other than in certain limited circumstances.

2.9 What happens when we receive your application

We’ll check the details provided and review the grounds for making the application. We may ask you to provide additional evidence if we feel that you haven’t supplied sufficient information. To assist us in reaching a decision we’ll seek an assessment of the nature and extent of the risk to you of violence or intimidation from a relevant authority.

The time it takes for the registrar to make a decision will vary depending on the assessment of the evidence. During this time your information will be protected.

Once the registrar’s made a decision in relation to an application for any of the categories of protection, they’ll send notices to:

• the applicant within 5 working days of making his decision, where an application is made by an individual
• the overseas company with the registered UK establishment and the director or permanent representative to whom the application relates, where an application is made by the company

If your application’s successful, the information will remain protected indefinitely, or until we’re notified protection isn’t needed any longer.

The registrar may revoke protection if the applicant or anyone else the application relates to is found guilty of a false statement offence (section 1112 of the Companies Act 2006) in respect of the information connected to the application.

2.10 If your application is unsuccessful

In the event of an unsuccessful application, the registrar will send notices to:

• the applicant within 5 working days of making his decision, where an application is made by an individual
• the overseas company with the registered UK establishment and the director or permanent representative to whom the application relates, where an application is made by the company

The above notices will include information on the applicant’s right to apply to the High Court, or the Court of Session in Scotland, for permission to appeal against the determination within 35 days from the date of the registrar’s notice.

An appeal may be made to the High Court, or in Scotland to the Court of Session, on the grounds that the decision is unlawful, irrational or unreasonable, or has been made on the basis of procedural impropriety or otherwise contravenes the rules of natural justice. You can only make an appeal if the leave of the court has been obtained.

Where an application for permission is made outside the 35 days, the court will need to be satisfied there was good reason for the failure of the applicant to seek permission before the end of that period.

If your application for protection is unsuccessful, the information will be disclosed to CRAs as soon as reasonably practicable after the decision has been made. The registrar will notify the individual and the overseas company of this as soon as reasonably practicable.

3. Application to make an address unavailable for public inspection

3.1 Section 1088 of the Companies Act 2006

Section 1088 of the Companies Act 2006, and regulations 9 to 11 of The Companies (Disclosure of Address) Regulations 2009 (as amended by The Companies (Disclosure of Address) (Amendment) Regulations 2018), allows the registrar of companies to remove an address, which has been placed on the register, from public inspection.

An application can be made by:

• an individual to remove an address from the register
• a person who registers a charge to remove an address delivered for the purpose of registering the charge

3.2  Application by an individual

An application can be made by an individual to remove an address, which is also their residential address, from public inspection.

Address information which cannot be removed

You cannot remove your residential address which has been used as a current or previous registered office or principal place of business address.

 What the application must contain

An application from an individual must contain:

• the name and any former name of the applicant
• the usual residential address of the applicant that is to be made unavailable for public inspection
• an address for correspondence in respect of the application
• the name and registered number of each company of which the applicant has indicated that their URA was placed on the register
• the documents where you want the URA to be removed (please give the document type or, where the document is a form, the number and title of the form)
• if you are a current serving officer, the service address that will replace the URA on the register
• the date of birth of the applicant

If the company is dissolved or closed, or if the person is no longer acting, a service address is not required as we will hide part of your address and only retain the first half of the post code for public inspection. For non-UK addresses, we will only retain the state or province and country for public inspection.

When we receive your application

When we receive an application, we’ll send a letter acknowledging receipt. We will then proceed with removing your address from public inspection. The time to do this will vary depending on the number of documents you want to suppress.

3.3 Application by a person who registers a charge

An application by a person who has registered a charge to remove an address can only be made if the activities of the company places them, or anyone else at that address, at serious risk of violence or intimidation because of its public availability. This could be due to a company’s involvement in a particular sector of commerce or industry.

An application from a person who registers a charge must contain:

• a statement of the grounds on which the application is made
• the name of the applicant, and where the applicant is a company, its registered number
• the address of the applicant that is to be made unavailable for public inspection
• the name and registered number of the company which is or was subject to the charge
• an address for correspondence with the registrar in respect of the application
• where the applicant is the chargee, the service address which is to replace the address of the applicant on the register

Applications must be accompanied by evidence which supports the applicant’s statement of the grounds on which the application is made.

It’s an offence to make a false statement (section 1112 Companies Act 2006).

 When we receive your application

When we receive an application, we’ll send a letter acknowledging receipt. We’ll check the details provided and review the grounds for making the application. We may ask you to provide additional evidence if we feel that you haven’t supplied sufficient information. To assist us in reaching a decision, we’ll seek an assessment from a relevant authority of the nature and extent of the risk to you of violence or intimidation.

The time it takes for the registrar to make a decision will depend on the complexity of the application, and the time needed to assess the nature and extent of the risk of violence or intimidation.

Once the registrar has made a decision, she will send a notice to the applicant within 5 working days.

The registrar may revoke protection if the applicant or anyone else to whom the application relates is found guilty of a false statement offence in respect of the information connected to the application.

When suppression comes into effect

The address information will only be suppressed when the registrar decides that the application is successful. When a decision has been granted in your favour, we’ll make the address of the person who registered a charge unavailable for public inspection from the documents listed in the application.

 If an application’s unsuccessful

In the event of an unsuccessful application, the registrar will send a notice to the applicant within 5 working days of making a decision.

The above notice will include information on the applicant’s right to apply to the High Court, or the Court of Session in Scotland, for permission to appeal against the decision within 28 days from the date of the registrar’s notice.

An appeal may be made to the High Court, or in Scotland to the Court of Session, on the grounds the decision is unlawful, irrational or unreasonable, or has been made on the basis of procedural impropriety or otherwise contravenes the rules of natural justice. You can only make an appeal if the leave of the court has been obtained.

Where an application for permission is made outside the 28 days, the court will need to be satisfied there was good reason the applicant didn’t seek permission before the end of that period.

3.4 How to make an application

To make an application, you can telephone or email our secure register team. They’ll advise you about the process and provide the relevant forms. The forms will only be accepted on the coloured paper provided.

You can telephone the team on 029 2150 7370 to request forms or enquire about the process. Alternatively, you can request forms by emailing DSR@companieshouse.gov.uk.

You should provide your name, where you want the forms to be sent, the type of application you are making (see paragraph 2.1) and the number of forms you require.

If you have a general query about protection, email DSR@companieshouse.gov.uk.

Applications should be sent to:

The Registrar of Companies
PO Box 4082
Cardiff
CF14 3WE

3.5 Application fee

All applications must be accompanied by the correct fee. The fee is £32 for each document containing an address to be suppressed. If the correct fee isn’t enclosed, the application will be rejected.

4. Protection across different entities

There is separate legislation for protection across different entities. This has implications for people who are involved with different entities and want to apply for protection, for example, a director of an overseas company who’s also a member of an LLP.

4.1 People who want protection across different entities

If you have different roles or are involved in different entities, you’ll need to make separate applications for each entity, sending in the relevant form, evidence and fee.

Example:
You’re about to become a director of overseas company A, whose activities put you at serious risk of violence of intimidation. You apply to protect your URA from being shared with CRAs. You’re also about to become a member of LLP B. This will require a separate application and you need to provide evidence in both applications, as the governing law is different.

5. How to protect your information

Keeping your protected information safe is very important, and there are a number of things you can do to help us process it securely.

Contact the secure registers team on 029 2150 7370 if you’d like to apply for information to be protected. Alternatively, you can request forms by emailing DSR@companieshouse.gov.uk.

If you have a general query about protection, email DSR@companieshouse.gov.uk.

Wherever possible, apply for protection before you need to make filings that would include the protected information, such as incorporation or appointment documents.

If you’ve applied for protection, and decide to appeal when unsuccessful, notify our secure registers team as soon as possible.

Once you’ve been protected, ask the secure registers team for advice if you aren’t sure what you have to do to file information securely.

6. Legislation

1. Sections 1055 and 1088 of the Companies Act 2006.
2. Companies (Disclosure of Address) Regulations 2009 (SI 2009/214).
3. Overseas Companies Regulations 2009 (SI 2009/1801).

7. Annex A – List of application forms

OS SR01	Application under regulation 25 application by an individual
OS SR02	Application under regulation 25 application by an overseas company
SR01	Application under section 1088 by an individual

8. Annex B - Required information in an application for protection

8.1 Application for protection from disclosure of URA to CRAs

An application from an individual (Form OS SR01) must contain:

• a statement of the grounds on which the application is made
• the name and any former name of the applicant
• the date of birth of the applicant
• the usual residential address of the applicant
• the name and registered number of each overseas company of which the applicant is, or proposes to become, a director or permanent representative
• where the grounds of the application are that the risk arises as a result of
  • the overseas companies of which the applicant was a director or permanent representative or secretary
  • the companies of which the applicant is or has been a director
  • or the limited liability partnerships of which the applicant is or has been a member, the name and registered number of the overseas company, company or limited liability partnership

An application from an overseas company (Form OS SR02) must contain:

• a statement of the grounds on which the application is made
• the name and registered number of the applicant
• the name and any former name of each director or permanent representative on behalf of whom the application is made
• the date of birth of each such director or permanent representative
• the usual residential address of each such director or permanent representative
• the name and registered number of each UK-registered company or overseas company to which Part 4 applies of which each such director or permanent representative is a director or permanent representative

Applications must be accompanied by evidence which supports the basis upon which the application is made. For example, that the individual or a person living with them is at serious risk of violence or intimidation as a result of the activities of the overseas company they are associated with.