Sovereign assists many of its clients with the purchase and ownership of UK property assets. We advise on tax and structuring and can manage the transaction process and financing arrangements. With our knowledge of UK property ownership laws and regulations, along with our tax planning expertise, we can help clients to reduce any potential exposure.

Many people who own or intend to own property in the UK will not be fully conversant with UK legal procedures or taxes and may not fully recognise the longer-term potential exposures to capital gains tax (CGT) or inheritance tax (IHT). Issues that potential owners need to consider include:

  • The type of property asset.
  • The purpose of the property.
  • The occupier of the property.
  • The legal status of the owner.

However, it is still possible to use structures to mitigate UK tax where appropriate. Sovereign has devised a number of fully compliant solutions to minimise UK tax exposure on holding or acquiring UK property, whether it is for personal use, investment or development purposes. These involve the use of trusts, UK and non-UK companies, as well as Qualifying Non-UK Pension Schemes (QNUPS).

Register of Overseas Entities (ROE)

The Register of Overseas Entities (ROE) was established on 1 August 2022 under the Economic Crime (Transparency and Enforcement) Act 2022. The ROE is held by Companies House and requires overseas entities – a company or a trust – that own land or property in the UK to declare their beneficial owners and/or managing officers.

It applies to overseas entities who bought property or land on or after 1 January 1999 in England and Wales or 8 December 2014 in Scotland.

Any filings on the ROE must be verified by an authorised agent of Companies House. Sovereign Corporate & Trustee Services Ltd is an authorised agent of Companies House and can assist overseas entities holding UK land both to register and to undertake the checks that are required to verify the filings.

ROE annual update requirements

The legislation required all overseas entities holding UK land to register on the UK Register of Overseas Entities by 31 January 2023. It also created a requirement for overseas entities to keep the information on the Register up to date.

An overseas entity is required, within 14 days after the end of each anniversary following its initial ROE registration to submit a statement to Companies House confirming whether there has been a change in the registerable beneficial owners (RBOs) during the update period.

If there has been a change, the overseas entity is required to provide information about each person who has become or ceased to be an RBO during the update period and the date on which the change occurred.

Where an overseas entity’s RBO circumstances have not changed in the update period, there is no requirement for the information to be verified. But where there are changes to the RBO information submitted as part of the initial registration or there is new information being submitted, the updated or new information must be verified by an authorised agent of Companies House in the same way as for the initial registration.

Get in Touch

Please contact us if you have any questions or queries and your local representative will be in touch with you as soon as possible.