The Register of Overseas Entities (Protection and Trusts) (Amendment) Regulations 2025 (SI 2025/231) (Regulations) came into force on 28 February 2025, save for Part 3 (access to trust information) which comes into force on 31 August 2025. The Regulations provide a widened protection regime for information disclosed about individuals on the ROE Register maintained at Companies House and also enable applications to be made to access trust information relating to the ROE Register.

Protection of information

What information is publicly available now? 

Most of the information given to Companies House about overseas entities, beneficial owners and managing officers is publicly available on the ROE Register. 

What do the Regulations change in terms of protection of information?

The Regulations (by amending the Register of Overseas Entities (Delivery, Protection and Trust Services) Regulations 2022) expand the category of individuals who can apply to Companies House to have their information protected where otherwise it may appear on the ROE Register. 

Which categories of individuals can now apply to have their information protected? 

Anyone whose information could be published or disclosed by the Registrar of Companies (Registrar) under the ROE regime can now make an application for protection if they, or anyone they live with, would be at serious risk of intimidation or violence if the information about them is published. Information that can be protected (”protected information”) in relation to a relevant individual means: (a) their name, any former name, date of birth and nationality; (b) their usual residential address; (c) their service address; (d) their e-mail address if any; and (e) the fact that the relevant individual is, or used to be, a relevant individual in respect of the overseas entity. This will include trust beneficiaries, grantors and settlors (previously, applications for protection could only be made by registrable beneficial owners or managing officers of an overseas entity). 

What is the position for vulnerable individuals?

The Regulations now enable a protection application to be made by or on behalf of a vulnerable individual, (someone who is under 18 or lacks capacity). In these circumstances, there is no need to show that a risk of violence or intimidation might apply if information about the vulnerable individual is published.  

How can you make an application to have information protected? 

Protection applications in all cases are made via a paper form to Companies House and it costs £100 per application. Where an application is made on behalf of a vulnerable individual, supporting evidence of their minority or lack of capacity will be required. Applications made by other individuals will need to include supporting evidence about the risk of violence or intimidation. 

A minor or someone lacking capacity can make their own protection application. However, the overseas entity, someone who is “authorised” to act on the vulnerable individual’s behalf or, where the vulnerable individual is a trust beneficiary, the trustee of that trust, can make the application for them.

How long will it take to process the application and when should it be made?

Companies House will take at least 30 days to process an application (longer in some cases). Relevant information will be protected from public disclosure while an application is being processed. 

Companies House advises that trust beneficiaries who meet the criteria for protection should apply to protect their details before 31 August 2025 as, from that date, third parties will be able to apply for access to trust details (see below).

Is there guidance on the application process?

Companies House has provided guidance on the application process here.

Access to trust information

What is the current position?

As stated above, most information given to Companies House about overseas entities, beneficial owners and managing officers is publicly available. However, the only information displayed publicly on the ROE Register in relation to a trust is the name of the registrable beneficial owner who is a trustee (though the Registrar can disclose trust information to other public bodies such as HMRC and law enforcement agencies). 

How will the position change under the Regulations from 31 August 2025?

Part 3 of the Regulations, which comes into effect on 31 August 2025, will allow trust information on the ROE Register that is currently restricted from public inspection to be accessed by application, subject to meeting certain requirements.

Who can make an application to access trust information?

Any person will be able to make an application to Companies House for the disclosure of trust information. 

What is the application process? 

To obtain trust information, the applicant must identify the overseas entity and the name of the trust whose trustees are the registrable beneficial owners of the entity. Failure to name the trust is one of the grounds on which an application may be refused. 

If an applicant wants to make a bulk application (i.e. in relation to more than one overseas entity) or if the information relates to minors, then in those cases (but those only), the applicant will need to show a legitimate interest in the disclosure. In these circumstances, the applicant must provide the following:

• Evidence the applicant is investigating money laundering, tax evasion, terrorist financing or breaching of sanctions imposed by regulations under the Sanctions and Anti-Money Laundering Act 2018;
• A statement they are requesting the relevant protected trusts information in order to further that investigation; and
• A statement of how they plan to use any relevant protected trusts information disclosed to them.

If an application is successful, Companies House may impose conditions on the use or further disclosure of the information. 

Is there guidance on the application process?

Companies House has said it will publish guidance on access to trust information, but this is still awaited. 

At the end of April 2025, Companies House updated its guidance on the update statements that overseas entities on the ROE Register must file annually. 

What is the current position? 

When preparing their update statement, overseas entities are required to check and confirm that all the information on the ROE Register about the overseas entity is still correct, and update anything that has changed. An update statement must be filed annually, even where there is no change to the information on the ROE Register.

What will be the main upcoming change? 

Subject to the necessary secondary legislation coming into effect (this is being introduced pursuant to the Economic Crime and Corporate Transparency Act 2023 but is yet to be laid before Parliament for approval), Companies House states that from 31 July 2025, overseas entities filing an update statement will need to tell Companies House about beneficial ownership changes during the “pre-registration period”. 

What is the pre-registration period? 

The pre-registration period will be different for every overseas entity. It is between 28 February 2022 and either 31 January 2023 or the overseas entity’s registration date, if it registered in the ROE before 31 January 2023.

What are the additional requirements for overseas entities which were registered owners of UK property or land during the pre-registration period? 

Overseas entities falling into this category will need to provide additional information about changes to their beneficial owners during the pre-registration period in their next update statement. This will involve providing information about registrable beneficial owners, trusts involved in the overseas entity and beneficiaries of a trust involved in the overseas entity. 

What additional information will be required? 

While it is not yet clear exactly what information will be required, it is likely to include information about those who became and/or ceased to be beneficial owners during the pre-registration period (and associated dates) so that more information about previous beneficial owners of the overseas entity is provided than has previously been required.

Will the information need to be verified? 

Yes. The updated Companies House guidance states that the information provided must have been verified by a UK-regulated verifying agent no more than 3 months before the date of the update statement and that an update statement on paper will need to be filed where not all the required information can be provided. 

When will the new requirements come into effect? 

Companies House is anticipating that these new information requirements will come into effect from 31 July 2025. 

What about companies who’s update statement is due on or soon after 31 July? 

The guidance states that if an overseas entity’s update statement is due between 31 July 2025 and 31 October 2025, it can provide the information in that update statement or wait until next year if it needs more time to compile the necessary information. However, the additional information will have to be included in any update statement due from 1 November 2025 onwards. 

On 6 June 2025, The Register of Overseas Entities (Annotation) Regulations 2025 (Annotation Regulations) were laid before Parliament. They come into force on 30 June 2025 and are accompanied by an explanatory memorandum.

What is the purpose of the Annotation Regulations?

The Annotation Regulations extend the discretionary power of the Registrar to annotate (by placing a note) the ROE Register. This is with a view to ensuring the ROE Register’s information remains accurate and reliable for its user. 

What is the current position? 

Currently the Registrar’s power to annotate is limited to correcting misleading or confusing information. However, under the Annotation Regulations,the Registrar will be able to annotate the ROE Register in additional circumstances.

In what additional circumstances will the Registrar be able to make annotations?

The Regulations give the Registrar the discretion to annotate the ROE to reflect the following:

• that an overseas entity has either been dissolved, wound up or otherwise ceased to exist in its home jurisdiction; 
• that an overseas entity has failed to comply within the timeframe specified by Companies House in a notice issued under section 1092A Companies Act 2006 (a written notice requiring an overseas entity to provide information under prescribed circumstances); and

where the verifying agent is found not to be supervised under the Money Laundering, Terrorist Financing and Transfer of Funds Regulations 2017.