Companies House ID Verification for Overseas Directors

Companies House identity verification for overseas directors works exactly as it does for UK residents: every director and person with significant control (PSC) of a UK company must verify their identity, whatever their nationality or where they live. Existing directors must do it before their company's first confirmation statement after 18 November 2025, and the transition period for everyone already in post closes on 17 November 2026. Overseas directors verify either through the free GOV.UK One Login app, which only accepts a non-UK passport with a biometric chip, or through an Authorised Corporate Service Provider (ACSP) from any country.

This guide is for founders, CFOs and company secretaries of Indian, UAE and other non-UK groups that own a UK company or sit on its board. It covers who must verify, the exact timing rules, the passport problem many Indian directors run into, how the agent route works, what non-compliance costs, and a checklist for groups with several UK entities. If you are still deciding how to structure a UK presence, start with our guide to UK company formation for non-residents.

What is Companies House identity verification?

Identity verification (IDV) is a legal requirement introduced by the Economic Crime and Corporate Transparency Act 2023 (ECCTA). It closes a long-standing gap: until 2025 anyone could be registered as a director at Companies House without proving who they were. According to the GOV.UK guidance on verifying your identity for Companies House (updated 1 June 2026), voluntary verification opened on 8 April 2025 and became mandatory on 18 November 2025.

Once verified, each person receives a Companies House personal code. The code belongs to the individual, not the company, so a director who sits on five UK boards verifies once and uses the same code for every company. Companies House uses the code to link the verified person to each role on the public register.

Who has to verify: does it apply to directors who live outside the UK?

Yes. There is no residence exemption. The GOV.UK guidance lists the people who must verify:

• directors of UK companies, and people acting in equivalent roles such as LLP members and general partners
• persons with significant control (PSCs), typically anyone holding more than 25% of shares or votes, or who controls the company in another way
• directors of overseas companies that have a registered UK establishment
• Authorised Corporate Service Providers themselves

An Indian founder who lives in Bengaluru and is the sole director of a London subsidiary is in exactly the same position as a director living in Manchester. The same applies to a UAE-resident promoter who holds 60% of a UK company personally: they are a PSC and must verify. If you are unsure who counts as a PSC in a layered group, our article on beneficial ownership and the real owner behind the legal one explains how control is traced.

What is the deadline for existing directors and PSCs?

For directors already in post on 18 November 2025, the rule is simple: verify, then give your personal code in the company's next confirmation statement. Companies House will not accept the confirmation statement until every director has verified. Baker McKenzie's October 2026 briefing confirms that everyone who was a director, PSC, LLP member or overseas company director on 18 November 2025 must complete verification before 17 November 2026, the end of the 12-month transition period.

PSCs follow a slightly different clock, set out in the GOV.UK guidance and summarised by ICAS:

• A PSC who is also a director of the same company has a 14-day window that starts the day after the company's confirmation statement date.
• A PSC who is not a director has a 14-day window linked to their month of birth during the transition year.
• The registrar can extend a PSC's due date by up to 14 days. The PSC is compliant during the extension but in breach if they miss the extended date.

Worked example: one company, three people

Take a UK subsidiary of a Pune engineering company. Its confirmation statement date is 30 June. It has two directors: the Indian managing director, who lives in Pune, and a UK-resident sales director. The Indian parent company owns 100% of the shares, so there is no individual PSC at the UK level; the parent is recorded as a relevant legal entity.

If that subsidiary had instead been owned directly by the founder, the founder would be both director and PSC. They would verify once, give the personal code with the 30 June confirmation statement as director, and then provide it as PSC within 14 days after the confirmation statement date.

How can a director outside the UK verify their identity?

There are two routes, and both work from abroad.

Route 1: GOV.UK One Login (free)

You create a GOV.UK One Login account and answer questions that decide how you will prove your identity. For most people outside the UK that means the GOV.UK ID Check app. The GOV.UK ID Check app guidance lists the accepted photo ID: UK photocard driving licence, UK passport, non-UK passport with a biometric chip, UK biometric residence permit, UK biometric residence card and UK Frontier Worker permit. You photograph the document, scan its chip with your phone and take a selfie. The app needs an iPhone 8 or newer on iOS 16.7 or higher, or an Android phone on Android 10 or higher. The other One Login options, security questions and verifying at a Post Office, are built around UK records and UK branches, so they rarely help a director based in India or the UAE.

Route 2: an Authorised Corporate Service Provider (fee-based)

An ACSP is a firm, such as an accountant, solicitor or company formation agent, that has registered with Companies House and is supervised for anti-money laundering (AML) purposes in the UK. GOV.UK confirms that verifying through an ACSP works from any country, provided the agent is authorised. The agent checks your documents under its own AML procedures, confirms the verification to Companies House, and you receive your personal code. ACSPs set their own fees, which Companies House does not publish or cap.

Why do many Indian directors fail the app check?

The app reads the biometric chip in a non-UK passport, so a passport without a chip cannot be used. India only moved to chipped passports recently. As reported by ThePrint, citing a Ministry of External Affairs official, every passport issued in India since 28 May 2025 has been an e-passport, and missions abroad began issuing them after the global Passport Seva Programme 2.0 launched on 28 October 2025. Older passports remain valid until they expire, and the Ministry expects the full switch to take until around 2035.

In practice, an Indian director whose passport was issued before mid-2025 usually has three choices:

1. use another accepted document, such as a UK biometric residence permit, if they hold one
2. renew the passport early to get an e-passport, then use the app
3. verify through an ACSP, which can work from the existing passport under its own checks

Check for the chip symbol (a small rectangle with a circle inside) on the front cover before you start. It saves a failed attempt and a lost week.

App or agent: which route should you choose?

What happens if an overseas director does not verify?

The consequences are real and have now been tested in court. GOV.UK states that failing to meet identity verification requirements on time may be an offence, that unverified people cannot be appointed as new directors or register new companies, and that a note will be published against them on the public register.

• Filing block. The company cannot file its confirmation statement until every director has verified. A missing confirmation statement is itself an offence and can lead towards strike-off.
• Criminal offences. Acting as a director without verifying breaches section 167M(1) of the Companies Act 2006, and the company and other directors can be liable for failing to stop it under section 167M(2). On 17 September 2026 the Insolvency Service announced the first convictions: two directors of White (Reading Properties) Limited, one for acting while unverified and one for failing to prevent it, as reported by Baker McKenzie and Mishcon de Reya.
• Civil penalties. Since 2 May 2024, ECCTA and the Financial Penalty Regulations have let Companies House fine people for Companies Act offences without going to court, up to a statutory maximum of GBP 10,000. Its published approach to financial penalties sets bands from GBP 250 for a minor first offence to GBP 2,000 for a fourth or later very serious offence.
• Escalation. ICAS's summary of the Companies House enforcement approach describes four stages: informing, nudging, dealing with non-compliance and tackling fraud. Prosecution becomes more likely with repeated offences or false documents, and persistent cases can be referred to the Insolvency Service.

For a foreign-owned group the knock-on effects often matter more than the fine. UK banks review Companies House records during periodic checks, and a public note that a director is unverified invites questions. Our article on why banks challenge group structures before tax authorities do explains how that plays out.

What should you do if the deadline has already passed?

Act now rather than waiting for a letter. The practical sequence is:

1. Verify immediately through whichever route works today, and get the personal code.
2. File the overdue confirmation statement with the codes for every director.
3. Provide PSC codes for any PSC whose window has closed.
4. If a director cannot or will not verify, decide whether they should step down, and file the change. An unverified director who keeps acting continues the breach.
5. Keep a short written record of what happened and when it was fixed, in case Companies House or your bank asks.

Do not appoint a stand-in UK director just to get past the filing. Nominee arrangements create their own risks, from shadow directorship to tax residence questions, which we cover in nominee directors and shadow control.

Checklist for groups with a UK company

• List every UK entity in the group with its confirmation statement date.
• List every director, LLP member and individual PSC for each entity, with the name exactly as it appears at Companies House.
• Check each person's passport for a biometric chip and its expiry date.
• Decide app or ACSP for each person, and book the ACSP early if your statement date is close.
• Collect every personal code in one secure place; the same code is reused across companies.
• Diarise PSC windows: 14 days after the statement date for director-PSCs, month of birth for the rest.
• Confirm that whoever files for you is either verified themselves or is an ACSP.
• Plan for new appointments: from 18 November 2025 a new director must be verified before the appointment is filed.

Common mistakes overseas directors make

• Answering for the company. GOV.UK notes that One Login asks about you, not your company. Use personal details only.
• Assuming a UK accountant has it covered. Your filing agent can only verify you if it is an ACSP and you ask it to. Being on its client list is not enough.
• Ignoring PSC status. Founders often verify as director and forget the separate PSC deadline.
• Waiting for the confirmation statement reminder. If the agent route takes a week and your statement is due in three days, you are already late.
• Treating the code as company property. The code is personal. Do not circulate it in group email threads.

How identity verification fits a cross-border structure

IDV is a compliance task, but it often exposes structural questions. Who should actually sit on the UK board? Should the Indian promoters hold the UK company personally, which makes them PSCs, or through the Indian parent? Are UK board decisions really taken in the UK? Those choices affect tax residence and permanent establishment exposure as much as Companies House filings. Our guides to the UK subsidiary of an Indian company and to how founder behaviour shifts tax residency go deeper, and our India to UK corridor page sets out the wider entry route.

The Greenwolf view

For most overseas directors, identity verification takes an hour once the right document is in hand. The groups that get caught out are those with several entities, directors on old passports, or PSCs nobody has told. Treat it as a one-off group project: map every person and date, choose the route per person, and use the exercise to check that your UK board and ownership still match how the business actually runs.

Greenwolf Advisors helps Indian, UAE and UK groups set up and maintain their UK companies, from incorporation and governance to confirmation statements and ongoing filings. See our corporate services or speak to our team about getting every director and PSC in your group verified before the deadline.

This article is general information, not advice for a specific case. Companies House rules and guidance change: confirm current requirements on GOV.UK before you act.