Companies House has confirmed that the Register of Overseas Entities was officially opened from 1 August 2022, a decision created under the Economic Offences (Transparency and Enforcement) Act 2022 passed earlier this year.

This means that overseas owners who want to buy, sell or transfer property or land entities in the UK must register with Companies House and identify the beneficial owner and manager.

What is the Overseas Entity Register

 

The Overseas Entity Register is a public register showing the beneficial (actual) owners of UK property.

Any beneficial owner who directly or indirectly holds more than 25% of the entity’s property must be registered.

There will be a £100 fee for registration and this information will be made public and available to the public.

After initial registration, physical properties will be required to update their records annually, even if nothing has changed.

What is a beneficial owner?

 

An entity beneficiary is any individual or entity that has significant influence or control over the overseas entity. It could be:

  • personal
  • another legal entity, such as a company
  • government or public agency
  • trustee of the trust
  • A member of a company that is not a legal person under its governing law
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How to Register

Registration Review

Registering an overseas entity first needs to find a UK-regulated agent, which can be a UK-based regulated accountant, financial institution and legal professional.

You will need to provide your name, country of incorporation, registered office address and postal address, email address, public register where it appears and its registration number (if available).

Agents need to complete the first round of inspections, and if they pass, they will get an agent guarantee code before they can start registration.

Create an Account

Once you have the code, create a Companies House account.

You will need to submit all details about the overseas entity, beneficial owner and UK regulatory agent.

Upload Your Material

After uploading all the documents prompted by the system, you will pay a £100 registration fee.

It is best to prepare all materials before applying for direct upload, because the application process cannot be saved. This may mean that the service will time out if you are missing material.

For specific required materials, please click on the official website to view the live guide.

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What Happens after Registering?

 

If the application is accepted, the overseas entity and the declared beneficiary and administrator will be added to the overseas entity register.

You will receive an email with the overseas entity ID, which must be provided to the Land Registry when there is any change in the entity (purchase, sale or transfer).

If your application is refused, you will also receive an email with instructions on what to do next and receive a refund of the £100 registration fee.

Registration Deadline

Deadline for overseas entities to register with Companies House and notify registrable beneficial owners or managers is 31 January 2023.

Violators face fines of up to £2,500 a day or imprisonment for up to five years. Any unregistered owner will also face restrictions when buying, selling, transferring, leasing or taking possession of property or land in the UK.

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