Summary

It has recently been announced that the Register of Overseas Entities (ROE) filing fees will be impacted by Companies House fee increases taking effect from 1 May 2024.  

The ROE requires any overseas entity which is the legal owner of a UK property interest to report details of its “registrable beneficial owners” to Companies House.  More detail on the specifics of the ROE can be found in our March 2022 article: The Overseas Entities Register for UK Property: What you should know and our recent update series: the ROE & Nominees, the ROE & Trusts and the ROE and corporate beneficial owners.

What are the changes to the ROE fees?

The Economic Crime and Corporate Transparency Act 2023 provided for the expansion of the fee-raising powers of the Registrar of Companies and introduced new objectives for the Registrar's role to register accurate company information and make this available for public inspection.  

As a result, the Registrar of Companies (Fees) (Amendment) Regulations 2024 and the Registrar of Companies (Fees) (Register of Overseas Entities) Regulations 2024 were recently introduced.  They take into account the cost of the Registrar's investigations and the enforcement activities anticipated by Companies House. 

All filings for overseas entities must also now be filed digitally, and the only exemption is for those who have protected status or a pending protection application.  The new ROE fees are as follows:

Transaction

Channel

New fee

Current Fee

Registration of an overseas entity

Digital

£234

£100

Update fee

Digital

£234

£120

Application for removal

Digital

£706

£400

What should be done now and how can we help?

The fee increases are clearly significant for overseas entities. The initial registration cost has risen by 134%, the update fees by 95% and the fee for a removal application by 76.5%. Therefore, where possible, overseas entities should consider whether they can expedite filings before the increases take effect on 1 May 2024.

Furthermore, such entities also need to consider their long-term strategy in light of the fee increases. It may be more efficient to begin the process of de-enveloping properties owned by overseas entities. However, this process will take time and have tax consequences which should also be factored in.

If you or your client would like further guidance on the impact of the ROE or these changes then please contact Ronnie Myers or your usual contact at Burges Salmon.