Register of Overseas Entities – changes to allow disclosure of trust information

Access to trust information recorded on the Register of Overseas Entities has been significantly expanded by new regulations, the Register of Overseas Entities (Protection and Trusts) (Amendment) Regulations 2025. These changes are part of the Government’s ongoing efforts to enhance transparency in the ownership of UK land.

Background

The Register of Overseas Entities (ROE) is a public register at Companies House (the Registrar) on which non-UK legal entities (Overseas Entities) that hold, or intend to buy, sell or transfer, qualifying UK property must be registered. The Overseas Entity must give comprehensive information about itself and its beneficial owners as part of its registration, and update this information annually.

Our previous publications provide a detailed overview of the ROE regime (here), a reminder of the annual updating requirements for Overseas Entities on the ROE  (here)  and a summary of recent upcoming changes to the ROE regime (here). 

Where a beneficial owner of an Overseas Entity is a trustee, extensive information in relation to the trust and its beneficiaries must be registered. However, most of that information, such as details of the beneficiaries, has not been available to the general public; it was only available to HMRC and certain law enforcement agencies.  That has now changed.

What has changed?

1. Wider access to trust information on the Register of Overseas Entities

From 31 August 2025, anyone may apply to the Registrar for the disclosure of trust information, including details of the beneficiaries. Applicants must provide certain specific information to the Registrar, such as  the name of the trust in question.

For bulk applications that relate to more than one Overseas Entity, or requests that involve minors (under eighteen years of age), the applicant  must also provide evidence that they have a legitimate interest in the disclosure. A legitimate interest would include the investigation of money laundering, tax evasion, terrorist financing and sanctions breaches.

The Registrar may refuse an application for the disclosure of trust information on a number of grounds, including where the disclosure may prejudice an ongoing criminal investigation or adversely affect national security, or where the trust is a pension scheme.

2. Protection of trust information on the Register of Overseas Entities

The ROE regime has permitted certain categories of persons, such as registrable beneficial owners and managing officers, to apply for protection of their information if the disclosure of that information would put them, or a person living with them, at serious risk of being subjected to violence or intimidation. From 28 February 2025, the categories of persons eligible for protection was expanded to include those whose information may be disclosed as part of the disclosure of trust information. 

The grounds for protection were also expanded to include the ground that the relevant individual is under 18 years of age or lacks capacity.

It is important to note that an individual cannot apply for protection simply because they wish to keep information confidential; the application must be based on the grounds of there being a genuine risk of violence or intimidation, or the new ground of being a minor or lacking capacity.

Conclusions and key dates

These changes are a further step on the Government’s path towards greater transparency in relation to the ownership of UK land and, as such, are not unexpected. However, trustees who took comfort in the fact that trust information registered on the ROE was not open to public inspection should take note. Trustees may also wish to advise their beneficiaries of these changes.

The key dates are:

• 28 February 2025: Applications for the protection of trust information can be submitted from this date. This allows those who might qualify for protection time to secure it before the public disclosure provisions come into effect on 31 August 2025.
• 31 August 2025: The provisions allowing for public disclosure of trust information come into force.

If you have any questions about these changes, or the Register of Overseas Entities regime in general, please contact any of the named contacts, or your usual CMS contact.

Article co-authored by Felisa Smith, Trainee Solicitor at CMS.