From 31 July 2025, UK Companies House will be collecting additional information on any changes to the beneficial ownership of the Overseas Entity (OE) that were made during the pre-registration period. The new provisions were contained in the Economic Crime and Corporate Transparency Act 2023.
If an OE was the registered owner of UK property or land during the pre-registration period, it will need to report on its Update Statement if there were any changes in respect of any:
- Registrable beneficial owners.
- Trusts involved in the entity.
- Beneficiaries of a trust involved in the entity.
There is no requirement to report information about managing officers during the pre-registration period.
The pre-registration period is different for every OE. It will be between 28 February 2022 and either 31 January 2023 or the date on which the OE registered (if it registered before 31 January 2023), whichever comes first.
OEs will only need to provide this information once, as part of the next Update Statement due after 31 October 2025.
OEs due to file an Update Statement between 31 July and 31 October can wait until next year's Update Statement if they require more time, but Companies House is strongly encouraging entities to file the information in this year's Update Statement if the information is available.
If an OE reports any changes during the pre-registration period to Companies House, this information will need to be verified by a UK-regulated agent before the Update Statement is filed.
OEs must still file an Update Statement even if there have been no changes to the OE and its beneficial owners during the update period because this will confirm that the information on the register is correct.
Failure to file the Update Statement on time is a criminal offence and could result in prosecution or fines. It will also invalidate the overseas entity ID, so the OE will not be able to buy, sell, transfer, lease or charge the property or land in the UK. A note will also be added to the OEs public record stating that it has not filed an Update Statement.
If you need to provide additional information, we recommend that you collect the information well in advance of your Update Statement due date.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
