PSC vs beneficial owner: who controls an Italian S.r.l.?
Updated to
In short: a UK "person with significant control" (PSC) and an Italian beneficial owner (titolare effettivo) both answer "who really controls the company", under different laws. The UK test starts at more than 25% of shares or voting rights; the Italian anti-money-laundering rule treats a stake above 25% of capital as an indicator and adds control tests. Do not assume the two lists are the same.
Part of the guide Checking an Italian company: a guide for UK businesses after Brexit. All guides: Guides.
The UK rule: PSC
- Under the Companies Act 2006, a person with significant control is an individual who meets one or more of the specified conditions (s. 790C) (legislation.gov.uk: Companies Act 2006, Part 21A (people with significant control)).
- Schedule 1A lists four: more than 25% of the shares; more than 25% of the voting rights; the right to appoint or remove a majority of the board; the right to exercise, or actually exercising, significant influence or control (legislation.gov.uk: Companies Act 2006, Schedule 1A (specified conditions)).
- GOV.UK guidance says UK companies, LLPs and ESPs must identify their PSCs and report the information to Companies House (GOV.UK: guidance to the PSC requirements).
The Italian rule: titolare effettivo
Art. 20 of D.Lgs. 231/2007 sets criteria for companies with share capital. A natural person holding more than 25% of the capital is an indicator of direct ownership, and holding more than 25% through controlled companies, trust companies or nominees is an indicator of indirect ownership. If ownership does not point to one person, the test moves to control, for example a majority of votes at the ordinary shareholders' meeting or enough votes for dominant influence (Normattiva: D.Lgs. 231/2007, art. 20 (beneficial owner criteria)).
| UK PSC | Italian titolare effettivo | |
|---|---|---|
| Ownership marker | More than 25% of shares or voting rights | More than 25% of capital is an indicator |
| Control marker | Right to appoint or remove a majority of the board; significant influence or control | Majority of votes at ordinary meeting; votes giving dominant influence; contractual arrangements |
| Legal source | Companies Act 2006, Part 21A, Schedule 1A | D.Lgs. 231/2007, art. 20 |
What to do before you sign
Ask the Italian company for its ownership chain and compare it with what Italian official sources show. The Titolare effettivo product (€9.90) reports who controls the company, meaning people with a relevant office or holding; Verifica (€19) includes it together with shareholders and directors.
Every company product comes with a free Check anti-truffa (anti-scam check): it looks at the VAT number in the EU VIES register, free webmail or disposable email, domain age, domains flagged for malware or phishing, SPF and DMARC protection, the VAT number shown on the website, data breaches affecting the site, and whether the IBAN is correctly written and from a country consistent with the company.
The service and the report are in Italian, and they come from Italian official sources: company names, offices and procedures keep their original Italian wording. Veryfy does not offer a translated report.
Frequently asked questions
Is a PSC the same as a beneficial owner?
They answer the same question but come from different laws. The UK uses the Companies Act 2006 conditions, including more than 25% of shares or voting rights; Italy uses art. 20 of D.Lgs. 231/2007, which treats more than 25% of capital as an indicator and adds control tests.
Can I see the PSC register of an Italian company?
No. The PSC rules in the Companies Act apply to UK companies, which report to Companies House. For an Italian company, ask for its ownership information and compare it with Italian official sources.
How much does a beneficial owner check on an Italian company cost?
Veryfy's Titolare effettivo product costs €9.90 and Verifica costs €19, which includes the beneficial owner. Both are one-off prices and the report is in Italian.
Sources
Official sources opened and read on 2026-10-24.
- legislation.gov.uk: Companies Act 2006, Part 21A (people with significant control)
- legislation.gov.uk: Companies Act 2006, Schedule 1A (specified conditions)
- GOV.UK: guidance to the PSC requirements
- Normattiva: D.Lgs. 231/2007, art. 20 (beneficial owner criteria)
General information, not legal advice. Sources verified on 2026-10-24.
Frequently asked questions
Is a PSC the same as a beneficial owner?
They answer the same question but come from different laws. The UK uses the Companies Act 2006 conditions, including more than 25% of shares or voting rights; Italy uses art. 20 of D.Lgs. 231/2007, which treats more than 25% of capital as an indicator and adds control tests.
Can I see the PSC register of an Italian company?
No. The PSC rules in the Companies Act apply to UK companies, which report to Companies House. For an Italian company, ask for its ownership information and compare it with Italian official sources.
How much does a beneficial owner check on an Italian company cost?
Veryfy's Titolare effettivo product costs €9.90 and Verifica costs €19, which includes the beneficial owner. Both are one-off prices and the report is in Italian.
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