As part of further efforts towards greater transparency, the United Kingdom opened the Register of Overseas Entities (the ROE) this year on the 1 August 2022, born out of the recently enacted Economic Crime (Transparency and Enforcement) Act 2022. This regime requires overseas entities that own or lease land or real property in the UK to register the details of the beneficial owners or managing officers (the Registrable Persons) at Companies House.
With the 31 January 2023 deadline close on the horizon, the countdown has begun for all overseas entities to complete their registration on time.
Information collected by Companies House will be available on a public register and a unique Overseas Entity ID will be granted to the overseas entity upon registration. The Land Registry will require these credentials before recording any dealings with real estate in England and Wales.
However, before an overseas entity can register at Companies House, verification checks must be completed on all of its beneficial owners and/or managing officers. Only approved UK-regulated agents have the authority to carry out the verification of Registrable Persons required by the law.
These new requirements apply retrospectively to overseas entities that bought property or land in the UK on or after:
- 1 January 1999 in England and Wales
- 8 December 2014 in Scotland
- 1 August 2022 in Northern Ireland
Additionally, overseas entities that disposed of property or land after the 28 February 2022 will also need to register and submit details of any disposals made.
Failure to meet the ROE requirements will prevent overseas entities from having any dealings with UK land or real estate, whether that be buying, leasing or selling. Additionally, failure to register may also trigger a summary conviction for those impacted which could result in daily fines of up to £2,500, and even imprisonment.
With the deadline fast approaching, and an actual risk of incurring penalties, overseas entities should be prioritizing a review of their real estate portfolios today.
As experts in entity management, and being a UK-regulated agent with the ability to perform the necessary verification and registration, Citco London Limited can support international clients and overseas entities to ensure compliance with the registration requirements for their real estate portfolio in the UK.
For more information, please get in touch with us at Coseclon@citco.com.
By Huug Braamskamp, Regional Head EMEA, Citco Corporate Solutions