May 1, 2025 Companies House emails Overseas Entities for Additional Information
If you’ve recently received an email from Companies House about new compliance obligations for overseas entities (OEs), you’re not alone. This change is part of a broader reform aimed at increasing transparency in UK property ownership through the Register of Overseas Entities.
In this blog, we explain what’s happening, who it affects, and what you need to do — whether you’re a client of Elemental or not.
Background
The requirements are designed to identify any changes made to the ownership structure of an overseas entity after the rules came into force but before the entity registered. For those entities where there were no changes, there will be no additional requirements.
Who is impacted?
Overseas Entities will be impacted if there were changes to the beneficial ownership of the UK property or land between:
- 28 February 2022 and 31 January 2023.
Or
- 28 February 2022 and the entity’s initial registration date (if earlier than 31 January 2023). You can check your initial registration date here.
The requirements
If the overseas entity is impacted, you’ll need to provide additional information as part of the annual update statement on the relevant changes to:
- registrable beneficial owners
- trusts involved in the entity
- beneficiaries of a trust involved in the entity
There is no requirement to provide information about changes to managing officers or resubmit information already provided. As with the original submission, any information submitted will need to be verified by a UK-regulated agent, such as Elemental and within 3 months of the update statement deadline.
Next steps
You should check if there were any changes to the ownership structure of the overseas entity between 28 February 2022 and the end of January 2023, OR your initial registration date (whichever is sooner).
If there were any changes, you should seek to collate the information to allow Elemental to verify it when required as part of the annual update statement.
This requirement comes into effect on 31 July 2025. If the entity’s annual update statement is due before then, then the information will need to be submitted next year. If the entity’s update statement is due between 31 July and 31 October 2025, you can provide the information in this year’s update or wait until next year if you need more time.
If you’re unsure or need help, we recommend speaking with a UK-regulated agent sooner rather than later.
Need Help?
At Elemental, we’re already working with many overseas entities to ensure their submissions are compliant and on time. Even if you’re not an existing client, we can help verify and file your update.
Contact us today if you have any questions or need assistance with the new Companies House requirement or visit here to learn more about our Register of Overseas Entities service.
