Overseas Ownership of UK Property
Registration of Beneficial Ownership of UK Property
Any overseas legal entity who wants to be able to buy, sell, lease, transfer or charge land or property in the UK must now be registered with Companies House as a beneficial owner.
Once registered the entity will be issued with a unique Register ID which they will need to legally carry out any UK property or land transaction.
Under the new Economic Crime (Transparency and Enforcement) Act 2022 legislation, a new Companies House register came into force on 1 August 2022 which requires any overseas entity with a beneficial ownership in UK property to provide certain information to Companies House.
WHO THIS AFFECTS
Any Beneficial Owner that is any individual or entity and has significant influence or control over the overseas entity. It can be a legal entity, such as a company or other organisation, that has legal personality and is governed by the law of a country or territory outside the UK.
Beneficial Owners can be;
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an individual person
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another legal entity, such as a company
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a government or public authority
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a trustee of a trust
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a member of a firm that is not a legal person under its governing law
The registration requirement affects entities or persons who;
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will be acquiring freehold or leasehold properties or taking a new lease of properties to be registered at the Land Registry in the name of an overseas (i.e. non-UK) company or other entity;
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have/has existing properties registered at the Land Registry in the name of an overseas entity; or
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have from 28 February 2022 sold, charged or leased its/their property registered at the Land Registry in the name of an overseas entity.
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The Republic of Ireland is an overseas jurisdiction for the Register of Overseas Entities.
WHAT IT MEANS FOR AN OVERSEAS ENTITY
After the 5th September 2022 the overseas entity must be registered at Companies House and have their unique ID code issued to them BEFORE any application can be made to the Land Registry to register a property transaction.
If an application is made to Land Registry without the Companies House registration having being completed, it will cause the Land Registry application to be cancelled.
Failure to comply is potentially a criminal offence both for the entity and its officers which would be punishable by a fine and/or imprisonment of up to 5 years.
The legislation does not affect overseas individuals owning UK property directly or through a UK entity.
WHY HAS THIS NEW LEGISLATION AND REGISTER BEEN INTRODUCED?
The purpose of the legislation is to tackle money laundering where it arises by improving the transparency around who ultimately owns UK property that is registered in the name of an overseas entity at the Land Registry.
(Jersey, Guernsey and Isle of Man entities are among the overseas entities potentially caught by this legislation).
To that end, a new register has been set up at Companies House (operational from 1 August 2022) to record who owns or controls an overseas entity that is or is entitled to be the registered proprietor of property at the Land Registry
DOES THIS APPLY TO ME?
There are certain circumstances where registration at Companies House must take place, in order to be able to make an application to Land Registry to register the entity as the owner.
Check below to see if these apply to you.
1. If you are an overseas entity who has bought a freehold or leasehold property (lease granted for more than seven years) or takes a grant of a lease for more than seven years, from 5 September 2022.
2. If you are an overseas entity who sells, charges or leases for more than 7 years, any property registered at the Land Registry within the period commencing on 28 February 2022 and ending at the end of the stated transitional period, i.e. 1st August 2022 to 31st January 2023.
3. If you are an overseas entity who is the registered proprietor at the Land Registry, then the application to Companies House must be made before the end of the stated transitional period, i.e. 1st August 2022 to 31st January 2023.
4. The rules apply retrospectively to overseas entities who bought property or land on or after:
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1 January 1999 in England and Wales.
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8 December 2014 in Scotland.
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1 August 2022 in Northern Ireland.
5. Entities that have disposed of property or land after 28 February 2022 also need to register and give details of that disposal.
Non-compliance with this scheme could result in:
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Being unable to register or dispose of UK property or land.
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Fines of up to £2,500 per day.
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Prison sentences of up to five years.
The legislation does not affect overseas individuals owning UK property directly or through a UK entity. While the legislation refers to “exempt” overseas entities, there are none such currently
The legislation does not apply in either of the above situations if the entity was registered at the Land Registry before 1 January 1999.
THE REGISTRATION PROCESS
The registration process is complex, involving the entity not only having to provide certain information about its beneficial owners, but also having to ensure that third party verification requirements are complied with and beneficial owner confirmations obtained.
This complex requirements of the registration process may prevent or delay the Land Registry application being made, increasing the possibility of other transactions affecting the property being registered at the Land Registry in priority to your transaction.
There are 3 key areas to the registration process:
1. The required information must be provided to Companies House about the entity, its registrable beneficial owners (including, where a registrable beneficial owner is a trustee, about the trust) and, where applicable, its managing officers
2. A “supervised agent” (supervised under Money Laundering Regulations) must verify the required information and provide Companies House with a statement, within a very tight timeframe. They need confirmation that they have undertaken the verification and that the verification complies with the statutory requirements.
3. Before an application is made to register at Companies House, the overseas entity must issue an information notice to each beneficial owner of the entity requiring them to state whether or not they are a beneficial owner and to confirm, correct or supplement the information about them in the notice.
Once entered on the Companies House register, the entity is given an “overseas entity ID”, which will be important when dealing with its registered land. The legislation does not affect overseas individuals owning UK property directly or through a UK entity.
WE CAN HELP YOU MANAGE YOUR OVERSEAS REGISTRATION
We're here to help your registration go as smoothly as possible, save you time and stress.
We will take the hard work out of the process and manage your registration for you.
We'll ensure you have the correct information ready for verification and connect you with a suitable UK registered agent to complete the registration and annual renewal process for you.
START YOUR REGISTRATION
REGISTRATION MANAGEMENT
£650
plus VAT and includes
✔️ £100 Registration Fee with Companies House
✔️ Full AML Checks (Anti-Money Laundering)
✔️ Companies House Registration Of Overseas Entity
✔️ Companies House Registration Of Beneficial Owner(s)
Add On's
✔️ Optional correspondence address – £150.00 plus VAT per annum, per person
✔️ Annual Renewal: £450.00 plus VAT