A Comprehensive Guide to Registering an Overseas Entity

Overseas Entity

A Comprehensive Guide to Registering an Overseas Entity

Overseas entities

Let’s be frank, the world of international expansion is pretty confusing, and can leave even the savviest of entrepreneurs scratching their heads when it comes to Overseas Entities. Between navigating foreign tax laws, regulations, and the logistics of setting up shop abroad, it’s no surprise that countless small business owners find themselves overwhelmed and stumped. But that’s where we come in.

International business expansion, on paper, sounds great. But, it’s filled with foreign market idiosyncrasies and stacks of paperwork as far as the eye can see. To put it simply, growing your business beyond your home turf is a mighty task that can make even the most seasoned entrepreneur feel like they’ve been thrown in at the deep end. You’re not just battling with language barriers and cultural differences, but you’re also wrestling with getting your business legally up and running overseas.

Sounds like a right old pickle, doesn’t it? But don’t worry, everything you need to know is right here.

Getting to Grips with Registering an Overseas Entity

Alright, before you start picking out the swankiest office space or snapping up prime pieces of land in your chosen overseas destination, there’s a wee little detail to sort out: registering your business as an overseas entity.

The Register of Overseas Entities came into force in the UK on 1 August 2022 through the new Economic Crime (Transparency and Enforcement) Act 2022. Overseas entities who want to buy, sell or transfer property or land in the UK, must register with Companies House and tell them who their registrable beneficial owners or managing officers are.

Registering your business on companies house gives your business the legal thumbs-up to set up shop in a foreign country. But don’t go thinking it’s a one-time gig, this process comes with a side order of annual filings and additional updates to keep everything hunky-dory and above board.

Luckily for you, our experts are primed and ready to guide you through every step of the process, so you can focus on what you do best – running your business.

Registering Beneficial Owners – The What, Why and How

Let’s cut to the chase: registering beneficial owners. It sounds like a mouthful, but let’s break it down, shall we? In layman’s terms, beneficial owners are those who hold the reins of your business. They’re the big cheeses, the ones who ultimately control or own your company. And just like your business, these top dogs need to be officially registered too. But why, you ask? Well, it’s all about transparency and accountability. Registering beneficial owners keeps everything out in the open, ensuring no one’s playing a game of hide and seek with the law.

Now, you’re probably wondering how you go about doing this. It’s all well and good knowing the what and why, but the how is what really counts. The good news is, you’re not on your own. We’re here to guide you through this process, step by step, ensuring everything is done by the book.

For starters, you’ll need to provide information about the overseas entity, any registrable beneficial owners, and the UK-regulated agent that carried out verification checks. You may also need to provide information about managing officers. The full break down of the information you’ll need to provide them with can be found here.

It’s also important to note that a UK-regulated agent must complete verification checks on all beneficial owners and managing officers of an overseas entity before it can be registered. It will need to provide an agent assurance code and an overseas entity verification checks statement to confirm that it has done this.

They must be based in the UK and supervised under the Money Laundering, Terrorist Financing and Transfer of Funds Regulations 2017. Verification checks must be completed no more than 3 months before the overseas entity is registered.

Again, don’t be fooled into thinking this is a one-off job. Just like registering your business, keeping your beneficial owners’ information up to date is crucial. Any changes in ownership or control need to be reported promptly.

Simplifying Annual Statement Filing and Other Updates

Blimey, we’ve not even mentioned the annual statement yet, have we? Once your business is officially registered and donning its overseas entity badge, there’s one more hurdle to jump: the annual statement. This isn’t just a chore to tick off your list; it’s a mandatory assignment that demands your attention each year. This statement is a yearly roundup of all the changes to your company’s structure, shareholdings, and the crew of beneficial owners.

You must file an overseas entity update statement one year after the overseas entity was registered, and every year after that. This is to tell Companies House about any changes, or confirm that the information that they hold is still correct.

The update statement must be filed no later than 14 days after the due date. You can also file earlier if the overseas entity needs to update any information.

Lucky for you, our team is seasoned in making sense of the paperwork, ensuring that all your filings are accurate, up to date, and submitted on time. 

Any changes, whether they’re as small as a tweak in shareholdings or as big as a shift in beneficial ownership, need to be addressed promptly. At Nordens, we keep a keen eye on these changes, ensuring they’re reflected accurately in your filings.

Here To Help

Realistically, being a business owner isn’t a walk in the park. You’re juggling a million and one things, and the last thing you need is the stress of tackling the intricacies of international accounting. That’s where we swoop in, to lend a helping hand. With our expertise at your disposal, you’re not just enlisting an accountant, but a partner, an ally in your corner to help you navigate this international labyrinth. 

Ready to take this on together? Let’s do it, shall we?

Overseas Entities FAQs

What is the Register of Overseas Entities, and why is it important for my business?

The Register of Overseas Entities, mandated by the Economic Crime (Transparency and Enforcement) Act 2022, requires overseas entities engaging in property or land transactions in the UK to register with Companies House. This registration is essential for legal operation and compliance with UK regulations.

Who are beneficial owners, and why do they need to be registered as overseas entities?

Beneficial owners are individuals who ultimately control or own a business. Registering them ensures transparency and accountability, crucial for compliance with laws and regulations. Our team guides you through the process step by step, ensuring everything is done correctly.

What is involved in filing an annual statement for an overseas entity?

Filing an annual statement is a mandatory requirement after registering an overseas entity. This statement updates Companies House about any changes in the company’s structure, shareholdings, or beneficial ownership. Our experienced team manages this process, ensuring accuracy and timeliness.

Why is it important to keep beneficial owner information up to date?

Keeping beneficial owner information current is crucial for maintaining compliance and transparency. Any changes in ownership or control must be promptly reported. Our team ensures that all changes are accurately reflected in your filings, keeping you compliant with regulations.

How can Nordens assist small business owners with international expansion and accounting complexities?

At Nordens, we offer expert guidance and support to navigate the complexities of international expansion and accounting. With our expertise, you gain a reliable partner to help you manage the intricacies of overseas entities, ensuring compliance and peace of mind while you focus on running your business.