Register of overseas entities
The Economic Crime (Transparency and Enforcement) Act 2022 received royal ascent, meaning from 1 August 2022, overseas entities owning UK land or property must declare their beneficial owners or managing officers.
Those who do not comply could face sanctions such as restrictions on buying, selling, transferring, leasing and/or charging their land in the UK.
Who is affected?
Overseas entities who want to buy, sell or transfer property/land in the UK must register with Companies House and declare their beneficial owners.
This requirement also applies retrospectively to overseas entities that bought property or land on/or after 1 January 1999 in England & Wales and 8 December 2014 in Scotland.
For Northern Ireland, registration only applies to property or land bought on/or after 1 August 2022.
Entities that sold property or land after 28 February 2022 must also register and give details of the disposal.
Those affected must register by 31 January 2023.
Verification and registration
The act requires officers of overseas entities to:
- Identify any registerable beneficial owners of the entity
- Obtain and provide the information to Companies House
- Complete an annual return to update the register
- Request removal from the register at the appropriate time
This information must be verified by a UK-based agent who is supervised under the Money Laundering Regulations 2017 regulation not more than three months before being submitted in the registration process at Companies House.
Agents will need to request an agent assurance code from Companies House, confirming they have the authorisation to file verification checks statements for overseas entities.
During the registration process, the agent will be asked to supply their assurance code. After registration, the overseas entity will receive a unique Overseas Entity ID which must be given to the land registry when buying, selling, transferring, leasing or charging UK property/land.
Updating the register
The overseas entity is responsible for filing an annual update one year after it was registered and every year after that.
These annual updates are used to inform Companies House about any changes or confirm that the information held on the register is still correct.
It must be filed no later than 14 days after the due date but can be filed earlier if there is a need to update any information.
Full information on the Register of Overseas Entities, including information on verification, registration, exemptions and penalties can be found here.