“Overseas Entities” that fall within the scope of the new provisions are those legal entities governed by the law of a country or territory outside the United Kingdom, whereas “legal entity” means a body corporate, partnership or other entity that is a legal person under the law by which it is governed.
The new provisions will apply to Overseas Entities who bought property or land – whether freehold or leasehold, commercial or residential – on or after 1 January 1999 in England and Wales (or 8 December 2014 in Scotland and on or after 1 August 2022 in Northern Ireland) and still owned those properties on 28 February 2022.
Such Overseas Entities now have 6 months from when the EC(TE) Act 2022 entered into force to register with Companies House and indicate who their registrable beneficial owners – or managing officers, where applicable – are. The deadline for registration has been set as the 31 January 2023.
To this extent, Overseas Entities can be assisted by a UK-regulated agent that must complete verification checks on all beneficial owners and managing officers before Registration.
Companies house require a £100.00 fee to complete the registration and to provide the Overseas Entity with an ID number to be used when buying, leasing, transferring or registering charges against the land or property.
Failure to comply with a notice, or making a false statement, is a criminal offence subject to penalties such as fine and/or imprisonment and it could lead to restrictions when buying, selling, transferring, leasing or charging property or land in the UK.
An annual update one year after the registration (and every year after that date) is mandatory. However, an overseas entity can apply to be removed from the register if it is no longer a registered owner of land or property in the UK.
Finally, most of the information given to Companies House about Overseas Entities, beneficial owners and managing officers will be publicly available on the Register of Overseas Entities. Some personal details will not be disclosed with third parties, e.g. birth date, phone number, residential address and other information protected by regulations.
Acting as a UK-regulated agent, Belluzzo International Partners/Bespoke Trustees (Trust & Wealth) is entitled to carry out verification and checks, and to assist clients with the registration of the overseas entity.
