Register of Overseas Entities – Steps & Deadline

The Register of Overseas Entities came into force in the UK on 1 August 2022 through the new Economic Crime (Transparency and Enforcement) Act 2022. This legislation applies to any overseas company that purchased land or property in the UK on or after 1st January 1999 in England and Wales and 8th December 2014 in Scotland. 

Further details on what is required can be found here:
https://www.gov.uk/guidance/register-an-overseas-entity#what-the-register-of-overseas-entities-is 

What does this mean for you? 

You are required to register with Companies House by 31st January 2023. If you do not comply with the Act, you could be fined up to £2,500 per day or get a prison sentence of up to 5 years. You’ll also face restrictions when buying, selling, transferring, leasing or charging property or land in the UK. 

How to action
To apply to register an overseas entity and its beneficial owners you will need: 

1. to sign in to or create a Companies House account 
2. provide the name and email address of someone Companies House can contact about the application 
3. to give information about the overseas entity and its beneficial owners or managing officers 
4. to tell Companies House about the UK-regulated agent that can complete the verification checks 
5. to give information about trusts (if relevant) 
6. a credit or debit card to pay the £100 registration fee – for now, you cannot pay with a Companies House payment account 

The initial register should be completed by yourself and the verification process can be completed by one of the following entities: 

1. credit institutions 
2. financial institutions 
3. auditors, insolvency practitioners, accountants, and tax advisers 
4. legal professionals 
5. trust or company service providers 
6. estate agents and letting agents 

After registering, the overseas entity will get a unique Overseas Entity ID to give to the land registry when it buys, sells, transfers, leases, or charges UK property or land. 

Without this Overseas Entity ID, you will not be allowed to buy, sell, or transfer UK property or land going forward. 

Ongoing requirements

The overseas entity must file an annual update one year after it was registered, and every year after that. This will be used to tell us about any changes or confirm that the information we hold is still correct. It must be filed no later than 14 days after the due date. It can also file earlier if it needs to update any information. 

This will also apply retrospectively to overseas entities who bought property or land on or after:

• 1 January 1999 in England and Wales
• 8 December 2014 in Scotland

Deadline for registration

These overseas entities will need to register with Companies House and tell us who their registrable beneficial owners or managing officers are by 31 January 2023.

Penalties for late registration

If you do not comply with the Act, you could get a fine, a prison sentence, or both. You’ll also face restrictions when buying, selling, transferring, leasing, or charging property or land in the UK.

Companies House will likely issue a penalty of up to £2,500 per day from 1 February 2023 for any companies who have not completed their registration in time.

If you have any further queries on this subject please reach out to us at 01902 711370 or email enquiries@uklandlordtax.co.uk if you have any questions or require our expert assistance.

Thandi Nicholls Ltd
Creative Industries Centre
Glaisher Drive
Wolverhampton
West Midlands
WV10 9TG