Register of Overseas Entities Penalties 2026: What They Are and How to Fix Them
Missing a Register of Overseas Entities deadline is a criminal offence with daily default fines, and it freezes your ability to sell, lease or charge the property. A UK-regulated agent brings the entity back into compliance for a fixed fee — from £400 + VAT for a late update, £1,200 + VAT for an unregistered entity.
Late Filing or Unregistered Entity? Start Here.
Email us and tell us what you need, or send the entity name and the problem — missed update, never registered, Companies House letter, sale stalled. We confirm the route and fixed fee the same working day.
What Triggers Register of Overseas Entities Penalties?
The Economic Crime (Transparency and Enforcement) Act 2022 created three core offences. An overseas entity that holds a qualifying estate — a freehold, or a lease of more than seven years — in England and Wales, Scotland or Northern Ireland commits an offence if it fails to register with Companies House. A registered entity commits an offence if it fails to file its annual update statement within 14 days of the statement date. And anyone who delivers a false statement to Companies House, knowingly or recklessly, commits a further offence.
The duties reach beyond the entity. Beneficial owners who ignore a section 12 information notice, and any relevant legal entity in the ownership chain that fails to respond, are also exposed. Companies House enforces these through warning letters, financial penalties and, in serious cases, prosecution. The legislation and the penalty regulations are published on legislation.gov.uk; Companies House’s enforcement approach is on GOV.UK.
How the financial penalties work
- Fixed penalties banded by property value — Companies House sets the starting penalty by reference to the property value band of the land held; higher-value property attracts a higher penalty
- Daily default fines — for a continuing failure a daily rate is added for every day the entity remains non-compliant after the deadline
- Warning notice first — Companies House must issue a warning notice and allow at least 28 days for representations before imposing a penalty
- Officer liability — directors, managers and other officers in default can be prosecuted and penalised alongside the entity
- Criminal route — the most serious or persistent failures can be referred for prosecution rather than dealt with by civil penalty
The precise amounts are set by regulations and Companies House’s published enforcement policy on GOV.UK; we check the current figures for your entity when you call rather than quoting a number that may have moved.
Can You Still Sell, Lease or Charge the Property?
Not while the entity is non-compliant. HM Land Registry enters a land restriction on every title held by an overseas entity. A transfer, the grant of a lease over seven years, or the registration of a legal charge cannot be completed unless the entity holds a valid Overseas Entity ID at the time of the disposition, or one of the narrow statutory exceptions applies.
An unregistered entity has no ID at all. A registered entity that misses its update statement has an ID that is invalid from the day the statement falls overdue until it is filed. Either way, a property transaction — a sale, refinancing or long lease — with a completion date is stuck — and buyers, lenders and their solicitors will not exchange until the register is right. That is usually the moment clients email us.
Registration support does not replace transaction advice from the conveyancers and lenders involved, but it is the step that unlocks them. If completion is approaching, call 020 7499 2605 today.
How Do We Bring an Overseas Entity Back into Compliance?
Regularisation depends on the entity’s position: never registered, registered but late with an update, answering a Companies House notice, or preparing for a transaction. We identify the route on the first call and quote a fixed fee. Beneficial owner verification is carried out in-house by our UK-regulated verification agent, and a 24-hour fast-track filing option is available where a completion date is close.
Email us and explain the position
Unregistered, late update, warning letter or stalled sale — tell us what you need and we confirm the route.
Confirm scope and fee
Filing route, fixed professional fee, Companies House fee and the evidence we need, in writing.
Verify and prepare
As a UK-regulated agent we verify beneficial owners, managing officers and any trust, then prepare the filing.
File and confirm
Registration or update statement filed; Overseas Entity ID issued or restored; next deadline diarised.
| Service | Our fixed fee | Companies House fee |
|---|---|---|
| Overdue update statement — no changes | £400 | £134 |
| Overdue update statement — with changes (up to 2 persons verified) | £600 | £134 |
| Unregistered entity — registration (entity + up to 2 beneficial owners, verification, filing, Overseas Entity ID) | £1,200 | £250 |
| Registration — complex (multi-layer, nominees, more than 4 beneficial owners or more than one jurisdiction) | From £1,750 | £250 |
| Trust supplement — trust + up to 2 trustees or beneficiaries | £1,000 | — |
| Section 12 notice — information notice drafted and served on a suspected beneficial owner | £150 | — |
| Removal from the register once all UK land is sold | £700 | £301 |
| Fast-track — 24-hour priority handling of our work | £500 | — |
All professional fees plus VAT. Companies House fees are statutory, charged at cost and shown separately.
Companies House fees apply from 1 February 2026 and are not subject to VAT: £250 registration fee, £134 Companies House update fee, £301 Companies House removal fee. Fast-track prioritises our own handling; it cannot guarantee a Companies House decision within 24 hours.
What If the Annual Update Statement Is Late?
Every registered overseas entity must file an update statement at least once a year, confirming that its beneficial owner, managing officer and trust information is still correct or reporting what has changed — even if nothing has changed. The statement is due within 14 days of the statement date, and any changed information must be verified by a UK-regulated agent within the previous three months.
A late update is a different problem from an unregistered entity: the entity already has an Overseas Entity ID, so the fix is a fast, verified overseas entity update statement rather than a fresh registration. We file overdue statements within 24–48 hours. If the entity has sold all its UK land and simply never left the register, the answer may instead be to remove an overseas entity from the register.
False statements
Filing to fix a late position must be accurate. A false or misleading statement delivered to Companies House — about ownership, managing officers or a trust — is a separate offence, and one that carries the heaviest sanctions. Verification by a UK-regulated agent is what protects the entity and its officers here; it is not a formality.
Why Instruct Edward Young Notaries & Lawyers for an ROE Penalty Matter?
- UK-regulated agent and ACSP — agent assurance code held, AML-supervised, verification done in-house so nothing waits on a third party
- Fixed fees, quoted first — you know the professional fee before work starts; Companies House charges shown separately at cost
- Transaction-aware — we focus on restoring the entity’s ability to deal with its land, and work to your completion date
- Trusts and layered structures — STEP-qualified principal for trust disclosures; see Register of Overseas Entities for trusts
- One call to start — 19 Wigmore Street, Marylebone, London, with owners, directors and advisers coordinated remotely across jurisdictions and time zones
Rated 5 stars on Google — read our reviews. For the full regime, start with our Register of Overseas Entities guide or the registration of overseas entities lawyers London service page.
Register of Overseas Entities Penalties: FAQs
Address: 19 Wigmore Street, London W1U 1PH · Phone: +44 20 7499 2605 · Email: notary@notarypubliclondon.co.uk
Hours: Monday–Friday, 09:00–17:30
Regulated by the Faculty Office of the Archbishop of Canterbury · Member of the Notaries Society · STEP-qualified principal · Registered Authorised Corporate Service Provider (ACSP) with Companies House · UK-regulated agent for the Register of Overseas Entities
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Related Register of Overseas Entities Services
- → Register of Overseas Entities guide — who must register and how it works
- → Registration of overseas entities lawyers London — first registration, £1,200 + VAT
- → Overseas entity update statement — from £400 + VAT, filed in 24–48 hours
- → Register of Overseas Entities for trusts
- → Remove an overseas entity from the register — £700 + VAT
- → ID1 form verification for individuals — HM Land Registry identity check
- → ID2 form verification for companies buying or selling UK property
- → Form LL restriction certificate for HM Land Registry
Stop the Daily Fines. Email Us Today.
Late update statements filed within 24–48 hours from £400 + VAT. Unregistered entities registered within 24–48 hours from £1,200 + VAT. UK-regulated agent, fixed fees, one email to start.