New Register of Overseas Entities “going live” at Companies House on 1 August 2022

Created on foot of the Economic Crime (Transparency and Enforcement) Act 2022 this new Register aims to assist in prevention and detection of economic crimes.  The Register will be held by Companies House and their implementation Lead has confirmed they plan to launch the register on 1 August this year.

Any legal entity (such as a corporate body or partnership for example) which is governed by the law of any country or territory outside of the United Kingdom must enter the necessary details on this register if they own or wish to acquire UK land or property.

Those who fail to register face sanctions which would render them unable to complete property transactions whether buying, selling, leasing or charging property. Obviously this would also impact on the party transacting with the overseas entity. The Land Registry of Northern Ireland will be making changes to their systems to prevent registration of any deed to which an overseas entity is party unless the entity is appropriately registered at Companies House.  We await LRNI timelines for this and practice guidelines.

Companies House have confirmed that a digital service is being set up for launch on gov.uk for online registration of the necessary information.  The Entity must declare their beneficial owners or managing officers.  This information must be verified by a “relevant person” and will become publically available unless any exemption is sought such as the individuals are at risk of violence or intimidation.

The verification process must be carried out by a UK based agent that is supervised under the Money Laundering Regulations such as a financial institution, estate agent or legal professional.  Any agent wishing to carry out the verification process must apply to Companies House for an assurance code and cannot be a family member or “close associate” of the beneficial owner or managing officer of the entity they seek to verify.

The Law Society of Northern Ireland has recommended that Overseas Entities make the necessary preparations if they are planning to purchase property.  This advice also applies to those transacting with them or those acting for either party.

Lauren McShane is an Associate in the Property Department and can be contacted on 028 9181 1538.