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Companies House has announced that it will begin writing to all overseas entities who own land in England, Wales and Scotland to make sure they know about their new responsibilities regarding The Register of Overseas Entities.
This includes:
· Any non-UK legal entity with separate legal personality under its foreign law of registration that has owned registered freehold or leasehold title to UK land since 1/1/1999 in England or Wales, (or since 8/12/2014 in Scotland), must register itself and its beneficial owners on the new Register.
· Any non-UK legal entity wishing to purchase such UK land in any part of the UK must also register.
· Any non-UK legal entity intending to dispose of such UK land, or which has disposed of such land since 28/2/2022 must also register.
Third parties involved in real estate transactions with non-UK legal entities, such as lenders and those with the benefit of security granted over or in connection with UK land will need to take account of the new legislation; as will third parties who buy UK land from non-UK legal entities, and third parties who sell UK land to non-UK legal entities.
Under this new campaign, these entities will be required to provide The Register of Overseas Entities:
· Independently verified information concerning the identity of any of its registrable beneficial owners and information about itself and its officers to Companies House.
· An annual update to this information.
Once this is completed, each non-UK legal entity will be given an "overseas entity ID" for registration on the new Register, and the Register will be made public including information on:
· The name of each registrable beneficial owner of the non-UK legal entity; and
· Their nationality
Act now
These new requirements are expected to come into force within the next few weeks with a deadline of 14th September 2022 to complete the registration process, and so those affected must act now.
Failure to register will result in restrictions on the sale of the property, alongside significant penalties applicable for the entity and its officers.
As the registration portal is not yet available, HMRC may extend the grace period for existing entities.
