The person with significant control who isn't on your cap table
Your deck describes four founders. The PSC register lists a fifth name. To an investor that isn't a typo — it's an ownership question, and it stalls the conversation.
The takeaway
Investors read your PSC register whether you offer it or not. Reconcile it against your cap table before you raise, fix whichever is out of date, and pre-explain any legitimate gap — so a two-minute check confirms your story instead of denting it.
What an associate sees
An analyst doing first-pass diligence pulls your PSC register — the public list of people with significant control — straight from Companies House, and lays it next to the ownership story in your deck. When a name appears on one and not the other, that mismatch gets circled before anything else, because it goes to the most basic question in venture: who actually owns and controls this company?
The classic version: the deck says *"four founders, equal splits."* The PSC register lists a fifth significant shareholder nobody mentioned — an early angel, a family member, a holding company, an ex-founder who never fully exited.
Why the two legitimately differ — and why that doesn't help you
A PSC is defined by control thresholds (broadly, more than 25% of shares or votes, or the right to appoint the board), so the register and your shareholder list are not the same document and can differ for innocent reasons — trusts, nominee arrangements, someone sitting just over or under a threshold, or a register that simply wasn't updated after a round.
But an investor can't tell an innocent lag from a hidden holder by looking. The contradiction itself is the problem: it means either your cap table is wrong or your public filing is wrong, and until they know which, they can't trust either. That uncertainty is what stalls momentum.
How to fix it before you send the deck
- Pull your own PSC register and reconcile it, line by line, against your actual share register and cap table.
- Update whichever one is stale — file a corrected PSC notification, or fix the cap table.
- Where a real difference exists (a trust, a nominee, a sub-threshold angel), say so up front in the data room, with one sentence of explanation. Disclosed and explained is a non-event; discovered is a red flag.
General information to help you prepare — not investment advice, not legal advice, and not a guarantee of any fundraising outcome. Companies House data can lag real filings by days or weeks.