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IMPORTANT UPDATES ON: The Register of Overseas Entities
June 12, 2024

A report on the first six months of implementation and operation of the Economic Crime and Corporate Transparency Act 2023 (ECCTA) was published on 24 May, and we at the Strategic Partner would like to elaborate on what changes you can expect, and what this means for your business.

Companies House performs two vital functions designed to assist the UK’s strong and transparent business environment. It facilitates the creation of limited companies and an array of other legal entities, which are vital cornerstones of the modern economy. It also provides information about those entities on behalf of investors, finance providers and other creditors, government agencies, and the general public at large. Above all, this is to promote transparency.

Companies must provide the Registrars of Companies with information on their ownership and financial position. This is an important component of sufficient governance for businesses within the UK. However, by 2019, there was a call for reforming the role and functions of Companies House. This was both to generate opportunities to support law-abiding businesses and to further contend with wrongdoers. A consultation was run that year, and in 2020, the government committed itself to reform.

The Register of Overseas Entities (ROE) is essential to the government’s strategy to tackle global economic crime and strengthen the UK’s reputation as a country where legitimate businesses can thrive. The register is the first of its kind and builds upon the UK’s global leadership in contending with corruption. The aim of the register is to increase transparency and reveal in greater clarity the beneficial owners of overseas entities that own land or property in the UK.

The register was introduced via the Economic Crime Transparency and Enforcement Act (ECTEA) and received Royal Assent on 1 March 2022, coming into force in the UK on 1 August 2022. Overseas entities who already owned property or land in the UK needed to register within a six-month transition period. Since 01 August 2023, every overseas entity that has registered must file an update statement, with more than 23,900 update statements already having been filed so far.

The ECCTA now features amendments and adjustments to the previous legislation that will bring the requirements for ROE into line with the new requirements for companies. For example, the application of the requirements around identity verification and the registrars’ new powers will apply to ROE.

The ECCTA also includes provisions associated with access to trust data in addition to the introduction of an associated protection regime. Overseas entities that have not registered with Companies House, or have failed to comply with the updating duty, will now face restrictions on selling, transferring, leasing, or raising charges against their property or land.

Overseas entities can also not buy any new UK property or land without an Overseas Entity ID. Companies House continues to review information on the register thoroughly, working with the UK Land Registry and other agencies to identify those who have failed to comply with the obligations.

The register has had a monumental impact since it was launched, with 30,000 overseas entities registered out of the estimated 32,000, with the data on the register having been accessed more than a million times. From 27 December 2023 to 21 February 2024, the Government consulted on the transparency of land ownership, where trusts are involved in the ownership structure. It also sought specific views on options to widen access to trust information held on the Register of Overseas Entities and more general views on how the ownership of land that involves trusts can be made more transparent.

To read our article concerning Companies House’s introduction of Identity Verification, click here.

Compliance Enforced

Companies House guidance on the approach to enforcement was published in July 2023 to improve and guide compliance with the Register of Overseas Entities. Where help and advice do not secure compliance with regulatory requirements, Companies House uses a consistent and thorough approach to enforcement.

This includes, where necessary:

• Restrictions on properties

• Issuing civil financial penalties

• Prosecution of criminal activity.

Companies House take account of and balance:

• The risk posed to people and the economy

• The seriousness of the breach of the law

• The impact on the economy, people or the integrity of the register

• The cost and benefit of taking enforcement action and whether it is in the public interest.

Resources have been prioritised foremostly to consider intelligence, focusing on offences where there has been persistent, repeated, and wilful non-compliance. However, though many breaches also occur out of ignorance about current regulations.

To read the full ECCTA’s White Paper and more information on progress of the Corporate transparency and register reform, click here.

What Does TSP Say?

“The Register of Overseas Entitles has helped law firms with the CDD process as it states the beneficial owners. It can be seen as an aid to the CDD process for law firms.” – Anjana Mepani

Anjana Mepani, a compliance manager here at the Strategic Partner, is one of a large staff of experts we employ to give our clients the benefit of as much industry knowledge as possible. If you would like to consult a member of our team, don’t hesitate to contact us via the information provided at the bottom.

How can TSP Help?

Changes to The Register of Overseas Entities aren’t the only thing likely to change throughout the course of the Companies House reform. With there being such a prominent shift in the importance of compliance, getting acquainted with the nuances and intricacies of regulation can be a daunting prospect.

If you at any point doubt you or your firm are fully up to date with the current regulatory standards, seek our assistance immediately. Remember, being able to prove your compliance with sufficient documentation is equally important.

For more information on The Strategic Partner and to discuss how we may be able to assist in accelerating your risk management or compliance and regulation, you can call us on 020 3911 9710 or email us at


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