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Register of Overseas Entities: ready or not?

Companies registered outside the UK but who are legal owners of UK land have started to receive letters from the UK’s Companies House, warning them of the need to register on the UK’s new Register of Overseas Entities (OE). The sanctions for failure to do so are serious. As registration requires verification of the company’s beneficial ownership in line with the statutory requirements, starting early to avoid last minute panics is essential. Some emerging points of interest:

  • Acquiring UK property? The company cannot be registered as legal owner without a valid OE ID number. There is currently some concern over when Companies House will be able to keep pace with registration demand, so leave as much time as possible if the ID number is needed for a transaction.
  • Selling the company’s only UK property? The company still needs to provide details of the sale and some beneficial ownership information to Companies House, but will not need to register. This will catch any company selling UK land between 1 August 2022 and 31 January 2023.
  • Company acquired its English land pre 1 Jan 1999? The company will not need to register. However, it will need to register if it subsequently leases or charges the land.
  • Diarise to update the register annually, for registered companies – this is a legal requirement. Buyers, tenants and lenders will also likely ask about this, in addition to requiring details of the company’s OE ID.

For more information, speak to your usual Fladgate contact or the Private Client team.

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