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Updated Guidance on the Register of Overseas Entities

on Friday, 17 November 2023.

Over a year has passed since the establishment of the Register of Overseas Entities under the Economic Crime (Transparency and Enforcement) Act 2022.

Since the introduction of the Register of Overseas Entities, it is a requirement that entities that own land, or that wish to own land in the UK register with Companies House.

With enhanced transparency, compliance, and accountability at the heart of the move, the UK Government's introduced the register as a major part of the strategy to prevent UK property being used as an instrument for economic crime.

Without proper registration and verification, an overseas entity or its officer may be liable to a fine, imprisonment or both. In addition, non-compliance would restrict what an overseas entity can do with their property.

To avoid this, it is important that registration and verification are completed accurately and in a timely fashion and in some circumstances proper advice is sought.

Updated guidance has been released on the registration and verification of overseas entities, providing helpful detail on the following areas:

Identifying foreign limited partners as beneficial owners.

  • To classify as an FLP, the individual must participate in, or directly or indirectly hold shares or a right in or relation to a foreign limited partnership as a limited liability participant.

Removing inaccurate information from the register.

  • The registrar may, on application, remove material that is defective, inaccurate, or forged.

The registration of otherwise prohibited land transactions.

  • The Secretary of State for the Department of Business and Trade can consent to the registration of a land transaction that would otherwise be prohibited. This is considered on a case-by-case basis.

Protecting information relating to an individual.

  • In certain circumstances, an application can be made to protect information relating to an individual which would normally be available for public inspection.
  • A person can now apply for protection of their usual residential address.

Disclosing protected information to public authorities.

  • In certain circumstances the registrar may release protected information to a number of public authorities. There are restrictions on how this data is processed.

It is important to note that overseas entities have a continued responsibility to make annual filings to Companies House to confirm whether there have been changes to the details of the beneficial owners.

VWV can help you navigate through the updated guidance. Please contact Jaspreet Sangra in our Corporate team on 020 7665 0920 or jsangra@vwv.co.uk.


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