On registering on the ROE, an overseas entity must supply extensive information about itself and its registrable beneficial owners. The ECCTA will extend this requirement, so that on registering and in its annual update an overseas entity must also disclose:

• The title numbers of all Qualifying Estates it is registered proprietor of.
• More information about trusts. 

In addition, when updating or applying to be removed from the ROE, an overseas entity will have to give details of changes in certain trust beneficiaries since the overseas entity registered on the ROE, or since its last update.

Once registered on the ROE, an overseas entity must update its beneficial ownership information at least annually. Not complying with this obligation is a criminal offence.

A new requirement to take effect on July 31, 2025, under the ECCTA is that some overseas entities must give Companies House further information about pre-registration period changes to their beneficial owners, trust beneficiaries, and trustee beneficial owners. The pre-registration period is February 28, 2022, to January 31, 2023 (or the earlier date the entity registered on ROE), inclusive. This obligation applies to any overseas entity that was registered proprietor of a Qualifying Estate in the pre-registration period. Some overseas entities that committed an offence by not registering on the ROE by January 31, 2023, must also provide this information. Overseas entities must submit the information to Companies House in their first annual update due after October 31, 2025. An entity that on July 31, 2025, is no longer on the ROE, must provide the information to Companies House by October 31, 2025. Not complying with this new obligation is a criminal offence.

The Act also has retrospective effect. Any overseas entity that became registered proprietor of a Qualifying Estate under an application made on or after January 1, 1999, had to apply to be registered on the ROE by January 31, 2023. Failure to comply with the registration obligation is a criminal offence.

The Land Registry places a restriction on the title to any Qualifying Estate owned by an overseas entity, preventing the registration of certain dispositions by that overseas entity unless it is exempt or has complied with: (i) the registration requirement; and (ii) the updating requirements. The ECCTA added a third requirement: complying with a notice from Companies House obliging the overseas entity to supply further information. This took effect on March 4, 2024.

The dispositions prevented by the restriction on title are: a transfer of the Qualifying Estate;, the grant of a lease of more than seven years from the date of grant; or the grant of a legal charge (Restricted Dispositions). Consequently, a failure to comply with the requirements of the regime will severely restrict how an overseas entity can deal with its Qualifying Estate. Making a disposition in breach of the restriction on title is a criminal offence. 

There are, however, certain exceptions to the restriction on title, to protect third parties. Most notably these exceptions include:

• Dispositions pursuant to a contract entered into before the restriction is entered on the title.
• Dispositions made pursuant to a statutory obligation or court order or which occur by operation of law.
• Dispositions which are made in the exercise of a power of sale or leasing by a registered chargee or its receiver. 
• Dispositions made by a specified insolvency practitioner in specified circumstances.

Similar prohibitions (and exceptions to them) apply to Restricted Dispositions by an overseas entity exercising owner’s powers where the overseas entity is not yet registered as the registered proprietor of a Qualifying Estate but became entitled to be registered as its registered proprietor on or after September 5, 2022.