Policy background Registration of Overseas Entities
There has been widespread concern expressed about the lack of transparency around who ultimately owns land in the UK, where the land is registered to an overseas company or other entity. Currently, the information available about overseas owners of land (or registered leaseholders) is, at best, limited to the entity’s name and territory of incorporation. It is therefore not clear who really owns and controls the entity and, by extension, the land itself.
	Evidence from UK law enforcement and transparency campaigners shows that overseas entities are often used as a vehicle by criminal organisations and corrupt individuals to hide and launder the proceeds of bribery, corruption and organised crime. The UK’s property market is particularly attractive because of the UK’s stable and open political and business environment. Law enforcement investigations, including those targeting the proceeds of corruption, are often hampered by an inability to access information about the individuals who ultimately own or control overseas entities that have been used to conceal the proceeds of crime and corruption.
	In contrast, most UK entities have, since the implementation of the People with Significant Control (PSC) register in June 2016, been required to provide information about their ultimate owners and controllers to the Registrar of Companies ("Companies House"), where they are held on the publicly accessible companies register.
	In 2016, at the Anti-Corruption Summit held in London, a commitment was made to establish a public register of beneficial owners of non-UK entities that own or buy land in the UK. A call for evidence was issued in 2017 and in 2018, the Government published its Government response, followed by a draft Act. The draft Act was scrutinised by a joint Parliamentary committee in 2019.
	The register has two primary objectives:
To prevent and combat the use of land in the UK by overseas entities as a means to launder money or invest illicit funds;
To increase transparency and public trust in overseas entities engaged in land ownership in the UK.
	The desired outcome of this Act is to deliver transparency about who ultimately owns and controls overseas entities that own land in the UK. It is intended to act as a deterrent to those who would seek to hide and launder the proceeds of bribery, corruption and organised crime in land in the UK. Wider benefits will include improving confidence and trust among the wider public and legitimate investors as to who they are doing business with in any land transaction.
	The Economic Crime (Transparency and Enforcement) Act 2022 will require any overseas entity that wishes to own UK land to take steps to identify their beneficial owner(s) and to register them. It also imposes a duty on overseas entities to update the information provided to the register annually. Failure to update the register is an offence, as is delivering (or causing to be delivered) misleading, false or deceptive information.
	In order to register title to land, an overseas entity will have to be registered with Companies House and comply with the updating duty. A failure to register, or to comply with the updating duty, will in most cases affect the ability of the entity to:
acquire legal title to land, as the entity will be unable to register as proprietor or owner (as the case may be) of land in the UK with the three Land Registries of England and Wales, Scotland and Northern Ireland; and
sell or lease the land, or create a charge over the land, as any buyer, tenant or a mortgagee (as the case may be) would be unable to register that disposition (sale, lease or charge) with the (relevant) land registry in any part of the UK.