Since 2022 any legal entity governed by a law outside the UK that owns or wants to own UK property must be on a public register at Companies House, beneficial owners named, before the Land Registry will register it as owner or let it sell or mortgage. A UAE free-zone company, a Saudi limited company, a Jersey or BVI company: all must join the Register of Overseas Entities, and the verification step catches most applicants out.
Tax
The Register of Overseas Entities: what a Gulf company must file before it can own UK property
What the UK Register of Overseas Entities requires of Gulf companies
Any company governed by a law outside the UK, including a UAE free-zone, Saudi, Qatari, Jersey or BVI company, must register at Companies House and obtain an Overseas Entity ID before it can buy, sell, lease for more than seven years or mortgage property in England and Wales. Beneficial owners holding more than 25 per cent are named publicly, after verification by a UK-regulated agent. The fee is £250, the whole sequence four to ten weeks, and an update statement is due every year. The catch: miss an update and the ID is invalid, so the company cannot sell.
The Register of Overseas Entities was created by the Economic Crime (Transparency and Enforcement) Act 2022 and opened on 1 August 2022. An overseas entity registers at Companies House, discloses its registrable beneficial owners and managing officers, has that information verified by a UK-regulated agent, and receives an Overseas Entity ID.
Overseas Entity ID and Land Registry requirements for property transactions
The ID must be given to the Land Registry on any purchase, sale, transfer, lease of more than seven years, or charge (mortgage) of land in England and Wales; without a valid ID the Land Registry will not register the transaction. The Land Registry also places a restriction on the title of every property owned by an overseas entity, so that a disposal cannot be registered unless the entity is registered and up to date.
What the register of overseas entities makes public about owners
The register is public: the entity’s name, its beneficial owners’ names, months and years of birth, nationalities and the nature of their control are searchable by anyone, though residential addresses are not.
Who must register as an overseas entity at Companies House
Any legal entity governed by the law of a country or territory outside the UK that owns, or intends to acquire, a freehold or a lease of more than seven years in England and Wales (or the equivalent in Scotland and Northern Ireland). That includes companies, limited liability partnerships, foundations and other bodies with legal personality under their own law; it does not include individuals, and it does not include trusts as such, though a trustee that is a company must register and disclose the trust.
Registration of overseas entities: deadlines and timing for a London purchase
Entities that owned UK property on 1 August 2022 had to register by 31 January 2023, and those that sold property after 28 February 2022 had to report the sale. A Gulf company buying a London flat in 2026 must have its Overseas Entity ID before completion; the solicitor will not exchange without it, and the application should start when the offer is made, not when exchange is near.
Who counts as a registrable beneficial owner of an overseas entity
A registrable beneficial owner is a person (or in some cases an entity or a government) that holds, directly or indirectly, more than 25 per cent of the shares or voting rights, can appoint or remove a majority of the directors, or otherwise has significant influence or control; the tests mirror the UK’s own persons-with-significant-control regime.
Beneficial owner example: a family company with five 20 per cent shareholders
For a family company owned by a father and four children, each with 20 per cent, the father may be the only registrable owner by control, or none may be by shares; the analysis is done by the solicitor and the verification agent on the company’s documents.
Trusts, managing officers and nominees on the overseas entities register
Where a trust sits in the chain, the trustees, settlor, beneficiaries and protector are disclosed to Companies House, though the trust information is not public. If no one meets the test, the managing officers (directors) are registered instead. A nominee arrangement does not avoid registration: the person behind the nominee is the beneficial owner.
The UK-regulated verification agent for overseas entity registration
Before an application can be made, every piece of information about the entity, its beneficial owners and managing officers must be verified by a UK-regulated agent, which means a UK solicitor, accountant, company formation agent or other firm supervised under the UK money laundering regulations and holding an agent assurance code from Companies House. The agent checks identities and the ownership chain against documents, and files a verification statement; the checks must be no more than three months old at the date of application.
What a verification agent asks a Gulf company to provide
This is the step that takes time for a Gulf company: the agent will want certified copies of the company’s constitution, share register and recent accounts, passports of the owners, and evidence of the ownership chain through any intermediate holding companies, and will ask the same source-of-wealth questions the solicitor asks under our guide on anti-money-laundering checks. Allow four to eight weeks.
How to register an overseas entity and obtain an Overseas Entity ID
The entity, or its agent, applies online at Companies House with the verified information and the £250 fee (refunded if rejected). Companies House issues the Overseas Entity ID, usually within days of a complete application. The ID is given to the conveyancing solicitor and quoted on the Land Registry application. The entity then appears on the public register. The whole sequence, from instructing the agent to receiving the ID, is four to ten weeks, which is why an overseas company that has not registered cannot buy a London flat on the timetable of a completed sale and should register before it starts looking.
Annual update statements for overseas entities after registration
The entity must file an update statement every year, within fourteen days of the anniversary of registration, confirming that the information is still correct or updating it, with fresh verification of any change. An entity that is overdue on its update statement has an invalid ID: it cannot sell, lease or charge its property, and its officers commit an offence.
What happens if an overseas entity falls behind on updates
A family company that buys a London flat and then forgets the register for three years finds, when it comes to sell, that it must bring three years of updates and verifications current before the sale can proceed. The solicitor who acted on the purchase will usually offer to diarise and file the updates for a fee, and should be asked to.
Penalties for failing to register or update an overseas entity
Failing to register, failing to update, or providing false information is a criminal offence by the entity and each officer, with fines and, for false statements, up to two years’ imprisonment. Companies House also imposes civil financial penalties, which in practice are the enforcement route, starting in the thousands of pounds and rising for continued non-compliance. The commercial penalty is larger: an unregistered or non-updated entity cannot deal with its property at all, and a sale that fails because the ID is invalid costs the deposit or the chain.
Tax rules for UK property owned through an overseas company
The register is about transparency, not tax, but company ownership brings the tax consequences our guide on buying through a company or in your own name sets out: the 17 per cent flat rate of stamp duty on a dwelling over £500,000 unless the company is a genuine letting business, plus the 2 per cent non-resident surcharge; the Annual Tax on Enveloped Dwellings on a company-held home the family uses, from £4,600 a year in 2026/27; corporation tax on the rent and on gains; and, since 2017, inheritance tax on the shares of a company holding a UK home, which removed the reason most such companies existed.
Buying personally or through a company: what most Gulf families now do
The register did not make company ownership worse; it made it visible, and most Gulf families looking at the whole picture now buy a home in their own names and reserve a company for a portfolio of let flats.
Sources: Register an overseas entity and its beneficial owners (GOV.UK) · Economic Crime (Transparency and Enforcement) Act 2022 (legislation.gov.uk) · Overseas entities and HM Land Registry (GOV.UK practice guide 78) · Annual Tax on Enveloped Dwellings (GOV.UK). Checked against GOV.UK and Companies House guidance on 14 October 2026: the registration requirement, the beneficial owner tests, the verification and update rules, the £250 fee and the penalties. Timings are indicative. General information, not legal advice; a UK solicitor must handle the registration. Figures verified 14 October 2026.
Frequently Asked
Questions about the Register of Overseas Entities
Yes. The DIFC is a jurisdiction with its own law outside the UK, and a DIFC company owning or buying UK property must register.
If you are a registrable beneficial owner, yes: name, month and year of birth, nationality and the nature of your control. Your residential address and full date of birth are not published.
No. A corporate trustee must register and disclose the trust; a nominee’s principal is the beneficial owner; and the Land Registry restriction on title applies to any overseas entity holding the land. Holding in an individual’s name is the only way not to be on the register, and for a family home it is usually the better choice anyway.
The Companies House fee is £250, refunded if the application is rejected, and the ID usually issues within days of a complete application. The time is in the verification: allow four to eight weeks for the agent, and four to ten weeks for the whole sequence from instructing the agent to receiving the ID. A Gulf company should start when the offer is made, not when exchange is near.
A person, entity or government that holds, directly or indirectly, more than 25 per cent of the shares or voting rights, can appoint or remove a majority of the directors, or otherwise has significant influence or control. The tests mirror the UK’s persons-with-significant-control regime. If no one meets the test, the managing officers are registered instead. In a family company with five equal 20 per cent holders, the analysis is done by the solicitor and the verification agent on the documents.
A UK solicitor, accountant, company formation agent or other firm supervised under the UK money laundering regulations, holding an agent assurance code from Companies House, checks the identities and the ownership chain against documents and files a verification statement. The checks must be no more than three months old at the date of application. The agent will want certified copies of the constitution, share register and recent accounts, the owners’ passports and evidence of the chain through any intermediate holding companies.
The update statement is due within fourteen days of the anniversary of registration. An entity that is overdue has an invalid Overseas Entity ID: it cannot sell, lease or charge its property, and its officers commit an offence. A company that forgets the register for three years must bring three years of updates and verifications current before a sale can proceed. The solicitor who acted on the purchase will usually diarise and file the updates for a fee.
Failing to register, failing to update, or giving false information is a criminal offence by the entity and each officer, with fines and, for false statements, up to two years’ imprisonment. Companies House also imposes civil financial penalties, in practice the enforcement route, starting in the thousands of pounds and rising for continued non-compliance. The larger penalty is commercial: an unregistered entity cannot deal with its property at all.
Yes. Entities that owned UK property on 1 August 2022 had to register by 31 January 2023, and those that sold property after 28 February 2022 had to report the sale. The Land Registry places a restriction on the title of every property owned by an overseas entity, so a disposal cannot be registered unless the entity is registered and up to date.
No; the register is about transparency, not tax. But company ownership carries the 17 per cent flat rate of stamp duty on a dwelling over £500,000 unless the company is a genuine letting business, plus the 2 per cent non-resident surcharge; the Annual Tax on Enveloped Dwellings on a company-held home the family uses, from £4,600 a year in 2026/27; corporation tax on rent and gains; and, since 2017, inheritance tax on the shares. Our company guide sets these out.
