My day was complete when it turned out that the minister in question is Jeremy Hunt. One newspaper even went as far as to claim that Mr Hunt had committed a criminal offence and breached the anti-money laundering rules by not reporting his interest in a property-owning company to Companies House.
As a corporate lawyer that all sounds too juicy, so I've spent the last half hour poking around the Companies House register to see what has actually happened. Sadly it's all a bit unexciting, but it's a great example of why it's so important to deal with what are really quite straightforward administrative matters. If Mr Hunt had done what he should have done in the first place, I suspect that no-one would have been overly interested in his business dealings, or even been aware of them. Mr Hunt's spokeswoman rather gallantly blamed Mr Hunt's accountant for the error and I suspect that that may well be correct (although ultimately, Mr Hunt is responsible for keeping his own affairs correct).
Companies House shows that Mare Pond Properties Limited was incorporated on 19 September 2017 with Mr Hunt's wife as the sole shareholder. Then on 17 October 2017, another share was allotted, presumably to Mr Hunt, making the company a 50/50 company held between a married couple (nothing unusual there). Until 2009, a form would have been filed at Companies House naming the recipient of that share, but for the last few years the forms have not required the recipient to be named, or even had a box for the recipient's name to be added. However, what Mr Hunt (or his accountant) should have done at that date is to file a form naming Mr Hunt as a 'PSC' (Person of Significant Control). That requirement has existed since April 2016 in order to make the ownership and control of UK companies more transparent, and as the holder of more than 25% of the shares, Mr Hunt should have been named on the public register, along with his wife.
On 7 February 2018, Mare Pond Properties Limited then appears to have bought seven investment properties in Southampton using finance from Handelsbanken, all of which was secured by mortgages and all of which have been registered at Companies House. All standard stuff.
Finally, on 29 March 2018 (rather than on 17 October 2017) Mr Hunt and his wife were each named as PSCs in returns filed at Companies House. Who knows why the form wasn't filed on time, but as a solicitor I'm just pleased to see that no-one is blaming Mr Hunt's lawyer for the oversight. Our friends in the accountancy profession seem to be copping the flak for this one. A conspiracy theorist would no doubt say that Mr Hunt planned never to tell the world about his interest in Mare Pond Properties Limited, but the 'administrative oversight' theory does seem particularly plausible. I'm no fan of Mr Hunt, but I can see how this could happen quite easily.
So what we can learn from this? (or what are the 'takeaways', in excruciating modern management-speak - I remember when a takeaway was what you had after a few pints on a Friday night).
Well, two things:
- Keep your company secretarial and other paperwork up to date. It's not an exciting task but I bet Mr Hunt is kicking himself (or perhaps his accountant) as we speak for not having done so. I've blogged before about how it can pay dividends (please pardon the pun) to keep on top of the boring paperwork. See [blog of June 2013]; and
- If you (or possibly even Mr Hunt) happen to be an avid reader (or in fact any kind of reader) of my blogs, then you may be interested to see that we provide a first rate company secretarial service that can deal with all compliance matters from company incorporations to PSC filings, and everything in between: See Company Secretarial services.