Elemental delivers a fully managed Register of Overseas Entities service that supports international businesses to declare their ownership of UK real estate on the register, maintained by Companies House.
Registration and Verification
To register on the Register of Overseas Entities, an overseas entity needs to ensure that the information submitted is verified by a UK regulated agent, also known as a ‘relevant person’. Elemental is a UK regulated agent and has been acting for law firms and clients since the legislation was first introduced.
Complete our online or MS Word Register of Overseas entities form.
Elemental will assist you with any help to ensure the details are complete and accurate, for example identifying the beneficial owners or managing officers of the OE.
Elemental will carry out the necessary verification checks on the information and documentation supplied to us.
We will not only verify the overseas entity but also the beneficial owners to meet all the requirements.
Verification for the Register must be carried out by a UK regulated agent, such as Elemental.
We will submit the details to Companies House and handle any objections until completion.
We will handle the annual update at Companies House and all the relevant verification that will be required, in the same manner as the original verification and registration.
We offer a comprehensive Register of Overseas Entities service.
All your verification records securely stored using market leading software.
Our team of experts will manage the process for you.
Our clear fee structure means no hidden costs.
All UK legal requirements met.
Never miss a deadline, with our filing alerts.
Our paperless verification process is seamless and efficient.
Easy access from anywhere in the world with our digital mailroom
In certain circumstances you can restrict disclosure of your personal information that appears on the Register of Overseas Entities.
We’ve tried to make our fees as simple as possible for clients to understand.
Our fee is £1250 per entity which includes:
Discounts available for multiple overseas entities within a group and overseas entities with single beneficial owners from EU jurisdictions. Please contact us to discuss.
The Law Society has issued guidance stating that law firms should exercise extreme caution before carrying out verification of overseas entities on the Register of Overseas Entities.
As a regulated firm, with considerable experience assisting overseas entities with their existing reporting obligations in the UK, Elemental is here to support international clients – and law firms on behalf of their clients – to meet their registration requirements on the Register of Overseas Entities.
We are also working with law firms to ensure that their clients are properly supported through this process.
‘…only a small number of specialist firms and probably large international firms and external accountants will have the appropriate expertise to supply the verification requested.’ ‘[the law firm] should exercise extreme caution if you are considering such verification.’
The Law Society
Yes we do. Overseas entities that are affected by the rules are registered in 213 countries (Land registry, as at August 2022). Although around 70% of entities are registered in British Virgin Islands (BVI), Jersey, Guernsey and Isle of Man. We cover all jurisdictions whether they have a public register or not, with the exception of countries that appear on the UK sanctions list. We assume that where the overseas entity is registered in a jurisdiction without a public registry, the corporate service provider in that jurisdiction will certify all relevant details, including the ownership structure.
Yes, we can complete the final stage and register with Companies House to obtain the Overseas Entities ID. In keeping with guidance from Companies House this is our default approach. Companies House has outlined that it is quicker and easier for the UK-regulated agent to complete the registration. In rare situations, if the overseas entity had a valid reason to wish to register directly, we would charge a premium for this because there would be more work and risk involved.
Yes, some firms are only offering registration and verification to their existing overseas clients where there is a pre-existing relationship. As a corporate services provider, we can offer this service to both existing clients and all other affected overseas entities.
We have fixed fee pricing for most of our Register of Overseas Services with the exception of the verification of trusts or advising on identifying beneficial owners. Our fees are the same for new and existing clients. As a specialist corporate service provider with established processes for carrying identity checks and filing with Companies House we can offer clients a fully managed register of overseas entities service at rates that are usually much more competitive than law firms and other professional advisors.
Yes we do and we are agnostic as to whether we are engaged by the law firm or the overseas entity. It would typically work in one of two ways:
Where an advisor wanted to carry out the first stage of identifying the beneficial owners but needed our help as a UK regulated agent to carry out verification, we can do this but would always encourage them to speak to us early in the process.
Primary liability for the ROE is under s32 ECTEA. In our view an advisor would only be liable if they had, without reasonable excuse, ‘caused to be delivered to the registrar any document that is misleading, false or deceptive in a material particular’. As long as the advisor was not deceptive, then part of any reasonable excuse would be that Elemental was verifying the information.
Get in touch and we would be happy to share our experiences of helping law firms and their clients with the Register of Overseas Entities.
A dual-qualified company secretary and solicitor, he initially trained at Linklaters and later worked for Macfarlanes. Tobias works directly with a number of energy clients on company secretarial, corporate governance and corporate law. He holds a Masters in Banking & Finance Law from Queen Mary University of London and is a fellow of the Chartered Governance Institute.
Nick Lindsay is Founder and Director of Elemental and heads up the Governance and Corporate Services teams. He is an experienced corporate lawyer and qualified Chartered Company Secretary. Prior to starting Elemental, Nick trained at Olswang in London (now part of CMS). He has also worked in-house at the BBC Worldwide Visa Europe.