The Register of Overseas Entities came into force in the UK on 1 August 2022 and you may be wondering if this is relevant to you.
For overseas entities who want to buy, sell, or transfer property or land in the UK, they are required to register with Companies House and provide details of the beneficial owners or managing officers.
Overseas entities that have purchased land or property after 1 January 1999 or sold land or property after 28 February 2022, will also be required to register with Companies House by 31 January 2023.
To register the entity with Companies House you will be required to create a Companies House account and provide them with the following details.
- The name & email address of an individual that can be contacted regarding the application
- Details regarding the overseas entity & its beneficial owners or managing officers
- Details of the UK regulated agent that completed the verification checks
You will also be required to pay a £100 registration fee.
Once you have registered with Companies House, if the application is accepted, then the entity & beneficial owners will be added to the Register of Overseas Entities. You will also receive a unique Overseas Entity ID to provide to the land registry when buying, selling, transferring, or leasing UK land or property.
The overseas entity will be required to file an annual update each year following the date it was registered with Companies House. The return must be filed no later than 14 days after the due date.
So, what is an overseas entity?
An overseas entity is a legal entity such as a company or other organisation which is governed by the law of a country or territory outside the UK.
What is a beneficial owner?
A beneficial owner is an individual or entity that has significant influence or control over the overseas entity. This also includes public authorities. All beneficial owners must register if they hold, directly or indirectly, more than 25% of the shares or voting rights in the overseas entity. They must also register if they hold the right to appoint or remove most of the board of directors, or right to exercise significant influence or control over the overseas entity.
What information will you be required to provide?
For the overseas entity you will be required to provide the following:
- Name of the company
- Country the company was formed in
- Registered office address & correspondence address
- Legal form & governing law
- Public register the entity appears on and its registration number
If you have disposed of a UK property or land since 28 February 2022 you will also be required to provide the following:
- The deed or title number of the land or property
- The date the land or property was disposed of
- Details of any additional beneficial owners or managing officers at the date of disposal
For the UK regulated agent, you will be required to provide the following:
- Name of the agent
- Contact details of the agent (address & email address)
- Their supervisory body
- Their Anti-Money Laundering number (if they have one)
For the beneficial owners or managing officers the information you are required to provide is dependent on whether this is an individual or an entity.
If you do not comply with the Act, then you could be fined up to £2,500 per day or receive a prison sentence of up to 5 years. You could also face restrictions when buying, selling, transferring, or leasing UK land or property in future.
If you would like further advice or assistance with registrations, please get in touch with Sophie Canty, Assistant Manager Tax at DRG Chartered Accountants who is more than happy to assist.
