Register of Overseas Entities (ROE) Verification and Filing

Law Debenture is approved by Companies House as a verifier for the Register of Overseas Entities (ROE).

We verify your overseas entity, register it with Companies House and keep it up to date.

ROE Essentials : Everything you need to know about the Register of Overseas Entities

What is the Register of Overseas Entities?

A Companies House register that opened on 1 August 2022. It lists who owns or controls overseas entities that hold UK property or land.

Who must register?

This applies to any entity formed outside the UK. It covers buying, selling, transferring, leasing or charging UK property or land.

Entities that bought property in England and Wales on or after 1 January 1999 must also register. The Scottish date is 8 December 2014. The Northern Ireland date is 5 September 2022. The Republic of Ireland counts as overseas.

Entities that disposed of property after 28 February 2022 must register and give details of the disposal.

Who carries out verification?

A UK-regulated agent, such as Law Debenture. The agent must be based in the UK and supervised under UK Anti-Money Laundering (AML) regulations. Overseas entities cannot verify their own information.

What do we receive on registration?

An Overseas Entity ID. The land registry asks for it on every purchase, sale, transfer, lease or charge.

How often must we file?

Every year. The update statement is due within 14 days of your statement date, even if nothing has changed.

What does it cost?

Our fees are published below. Companies House charges £250 on registration and £134 on each update statement. Request a quote here.

Overseas Entities We Support : Property holders, trusts, funds and advisers

Overseas companies and funds that own or plan to buy UK property
Family offices and trust structures with UK property holdings
Law firms and advisers acting on property transactions
Corporate service providers in offshore jurisdictions

ROE Deadlines : Registration and overseas entity update statement timescales

Initial registration

Verification checks must be completed no more than three months before registration. Our standard turnaround is 3 working days once we hold complete information. A Priority Service is available for fast-track applications which includes submission within 1 working day.

Annual update

Your statement date falls within a year of registration or of your last update statement. You then have 14 days to file. Any changes must be verified no more than three months before the statement date.

Pre-registration period disclosure

Companies House will ask some entities to report historic changes in beneficial owners and trusts. This covers 28 February 2022 to 31 January 2023, or to the registration date if earlier. It will form part of an update statement from a date still to be confirmed. We can start collecting this information at your next update.

If a deadline is missed

Late filing is a criminal offence and can lead to prosecution or a fine
The Overseas Entity ID becomes invalid
The entity cannot buy, sell, transfer, lease or charge UK property until it files
Companies House adds a note to the public record

ROE Verification Fees : Registration, annual update and changes

Below we share our fees. Please note that all fees are subject to VAT.

Our fees assume the following:

All information provided to us is true, complete and not misleading
Where the entity sits in a jurisdiction without a public registry, the local corporate service provider certifies the details, including ownership
The overseas entity provides all the information we need to complete verification

Initial registration

Information assembly, verification and filing: £2,000
Priority Service for fast-track application: £550
Trust verification: £900
Companies House fee: £250

Annual renewal and managed service: £900

Managing compliance of the overseas entity
Reminder of the upcoming filing deadline
Companies House report for your review
One no change filing per year

All above: £900

Companies House fee: £134

Other services

One off no change filing: £800 (plus £134 Companies House fee)
Verification of routine changes, such as address changes: £300
Verification of non-routine changes: time spent at £325 per hour
Removal from the register: £950 (plus the Companies House fee)

How Our ROE Verification Service Works : Six steps from quote to Overseas Entity ID

Scoping and quote. We confirm the cost and timescale and agree what we need from you.
Information gathering. We help you identify beneficial owners or managing officers and collect the documents.
Validation. A governance professional reviews every document and data point.
Verification. We verify the overseas entity and each beneficial owner or managing officer.
Filing. We submit to Companies House and handle objections until you hold your Overseas Entity ID.
Annual renewal. We track your deadline, re-verify any changes and file the update statement.

ROE Frequently Asked Questions (FAQs)

Can an overseas entity verify its own information?

No. A UK-regulated agent must complete verification checks on all beneficial owners and managing officers before registration.

Can you register the entity as well as verify it?

Yes. Companies House guidance says registration is quicker when the verifying agent also files. We handle both.

What information do you need about the entity?

Name, country of formation, registered office and correspondence address, legal form and governing law. We also need the public register and registration number, if the entity has one.

What information do you need about beneficial owners?

Full name, date of birth, nationality, correspondence and home address, the date they became a beneficial owner and their nature of control. We also record whether they appear on the UK Sanctions List.

Who counts as a beneficial owner?

Any individual or entity that holds more than 25% of the shares or voting rights. It also covers anyone who can appoint or remove a majority of the board, or who has significant influence or control. Trustees and government bodies can qualify.

What if no beneficial owner can be identified?

You must give details of the entity's managing officers instead. These are its directors, managers or company secretary.

What if the structure includes a trust?

Companies House needs the trust name, creation date and details of the individuals involved. Trust verification is priced separately.

What appears on the public register?

Most of the information. Home addresses, full dates of birth, email addresses, the agent assurance code and trust information stay hidden. Only the month and year of birth are shown.

Can individuals protect their personal information?

In certain circumstances they can apply to Companies House. While protection applies or an application is pending, the online filing service may be unavailable. Contact us to discuss your options.

We have sold our UK property. Can the entity leave the register?

It can apply for removal once it is no longer the registered owner. Companies House rejects the application if the land register still lists the entity. After removal the Overseas Entity ID becomes invalid and historic information stays public.

What if the Overseas Entity ID has become invalid?

File the overdue update statement as soon as possible. We can manage the verification and filing for you.

How do we get started?

Email us at RegisterOfOverseasEntities@lawdeb.com or call +44 (0)20 7606 5451. We confirm the fee and timescale before we begin.

Ready to talk?

Request a quote for ROE verification RegisterOfOverseasEntities@lawdeb.com