Register of Overseas Entities
As an overseas entity owning or planning to acquire property in the UK, it’s essential to comply with the UK’s Register of Overseas Entities regulations.
Understanding the Register of Overseas Entities
Effective from 1 August 2022, any overseas entity wishing to buy, sell, or transfer property or land in the UK must register with Companies House. This requirement also applies retrospectively to properties acquired on or after:
- 1 January 1999 in England and Wales
- 8 December 2014 in Scotland
- 1 August 2022 in Northern Ireland
Failure to register means the entity will be unable to register property transactions with the relevant land registry, effectively prohibiting the buying or selling of property in the UK. Non-compliance can also lead to significant sanctions, including fines and imprisonment.
Registration Requirements
To register, an overseas entity must:
- Identify Beneficial Owners: Determine individuals or entities with significant control, such as those holding more than 25% of shares or voting rights or having the right to appoint or remove a majority of the board of directors.
- Engage a UK-Regulated Agent: A UK-based agent, supervised under the Money Laundering, Terrorist Financing and Transfer of Funds Regulations 2017, must conduct verification checks on all beneficial owners and managing officers. These checks must be completed no more than three months before the registration application.
- Submit Information to Companies House: Provide details about the entity, its beneficial owners, and managing officers. Most of this information will be publicly accessible, excluding sensitive data like home addresses and full dates of birth.
Ongoing Compliance
After initial registration, entities are required to file an overseas entity update statement annually, confirming that the information held is up to date or reporting any changes. This statement must be filed no later than 14 days after the due date each year.
Our Services
Navigating these requirements can be complex. Our firm offers comprehensive services to assist overseas entities in achieving full compliance:
- Registration Assistance: Guiding you through the entire registration process with Companies House.
- Verification Checks: As a UK-regulated agent, we conduct the necessary verification checks on beneficial owners and managing officers.
- Annual Reporting: Managing and submitting your annual update statements to ensure ongoing compliance.
- Tax Compliance: Providing corporation tax services tailored for non-resident corporate landlords, ensuring all tax obligations are met. Read more about tax compliance for non-resident corporate landlords →
By partnering with us, you can ensure seamless adherence to UK regulations, allowing you to focus on your investments with peace of mind.
Contact Our Experts
Caroline Peverett
Director
Head of Accounting & Audit
Lotti Renwick-Bates
Manager
Audit & Corporate Compliance