Real Estate Bulletin - August 2022

A practical guide to the Register of Overseas Entities

This guide is intended to give some practical pointers for those affected by the introduction of the Register of Overseas Entities maintained by Companies House, which went live on 1 August 2022.

The guide is intended primarily for real estate investors but considers also the impact of the Register on real estate lenders.

The guide focuses on the land registration requirements in England and Wales, but restrictions on land transactions will apply in Scotland and Northern Ireland as well.

Briefly:

• any overseas entity that became the registered proprietor of freehold or leasehold property pursuant to an application made prior to 1 August 2022 (and on or after 1 January 1999) will need to make sure it is added to the Register by 31 January 2023 (the end of the transitional period), even if it has no plans to deal with its property within that period;
• any overseas entity that either acquires or, subject to some transitional provisions, plans to deal with UK property now will need to take steps to be added to the Register as soon as possible; and
• if since 28 February 2022 an overseas entity has sold property, granted a lease of more than seven years or charged its property, this will also need to be disclosed to Companies House no later than 31 January 2023 (or earlier if an application to Companies House is made before that date).

Aside from the obligations imposed on overseas entities themselves, there are implications for anyone transacting opposite an overseas entity, not least in terms of additional due diligence as to the overseas counterparty’s compliance with these new Companies House requirements.

The Chancery Lane Project launches new Built environment clauses and resources toolkit

The Chancery Lane Project is a collaborative project involving professionals drawn from all sectors of the real estate industry.

It has recently launched a toolkit containing climate focused clauses relevant to the built environment lifecycle.

You can access the toolkit and clauses here.