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The Register of Overseas Entities (Verification and Exceptions) (Amendment) Regulations 2023

S.I. 2023/1416 · Made 18 December 2023

Original text. legislation.gov.uk does not revise statutory instruments, so later amendments are not shown here. Changes made to it are listed under each provision when known.

COMPANIES

Made 18th December 2023

Laid before Parliament 19th December 2023

Coming into force 15th January 2024

The Secretary of State makes these Regulations in exercise of the powers conferred by sections 16, 17A(1), 67(2) of, and paragraph 9(1) of Schedule 6 to, the Economic Crime (Transparency and Enforcement) Act 2022 (“the ECTEA”)f1.

In accordance with section 17A(2) of, and paragraph 9(3) of Schedule 6 to, the ECTEA the Scottish Ministers have been consulted about the regulations made under section 17A(1) of, and paragraph 9(1) of Schedule 6 to, the ECTEA.

In accordance with section 17A(3) of the ECTEA, the Department of Finance in Northern Ireland has been consulted about the regulations made under section 17A(1) of the ECTEA.

Annotations to the whole text

Footnotes

f1

2022 c. 10. Section 17A was added by paragraph 6 of Schedule 6 to the Economic Crime and Corporate Transparency Act 2023. Paragraph 9(1) of Schedule 6 was added by paragraph 4 of Schedule 7 to the Economic Crime and Corporate Transparency Act 2023.

Contents

  1. Part 1: Introductory
  2. 1Citation, commencement and extent
  3. 2Interpretation
  4. Part 2: Description of persons not to be treated as registrable beneficial owners
  5. 3Description of persons not to be treated as registrable beneficial owners
  6. Part 3: Exceptions to certain duties to provide change of beneficiary information
  7. 4Exceptions to duty to provide change of beneficiary information
  8. Part 4: Amendments to the 2022 Regulations
  9. 5Amendments to meaning of relevant activity
  10. 6Amendments to meaning of relevant information
  11. Signature
  12. Explanatory note

1Citation, commencement and extent

(1)

These Regulations may be cited as the Register of Overseas Entities (Verification and Exceptions) (Amendment) Regulations 2023 and come into force on 15th January 2024.

(2)

These Regulations extend to England and Wales, Scotland and Northern Ireland.

2Interpretation

In these Regulations—

  • “the 2022 Regulations” means the Register of Overseas Entities (Verification and Provision of Information) Regulations 2022f1;

  • “the ECTEA” means the Economic Crime (Transparency and Enforcement Act) 2022;

  • “pension scheme” means a scheme or other arrangements, comprised in one or more instruments or agreements, having or capable of having effect so as to provide benefits to or in respect of at least 250 persons—

    1. (a)

      on retirement,

    2. (b)

      on death,

    3. (c)

      on having reached a particular age,

    4. (d)

      on the onset of serious ill-health or incapacity, or

    5. (e)

      in similar circumstances.

3Description of persons not to be treated as registrable beneficial owners

For the purposes of any provision of Schedule 6 to the ECTEA (duty to deliver further information for transitional cases), a pension scheme which is a person is not to be treated as a registrable beneficial ownerf1 of an overseas entityf2.

4Exceptions to duty to provide change of beneficiary information

A pension scheme which is a registrable beneficial owner of an overseas entity is not required to deliver information to the registrar by virtue of section 7(3)(c) or (4)(c) or 9(3)(c) or (4)(c) of the ECTEA.

5Amendments to meaning of relevant activity

Regulation 4 of the 2022 Regulations (meaning of “relevant activity”) is amended as follows—

(a)

In paragraph (2)(e), omit the word “and”;

(b)

In paragraph (2)(f), for “.”, substitute “; and”;

(c)

After paragraph (2)(f), insert—

“(g)

complying with any duty in Schedule 6 of that Act.”.

6Amendments to meaning of relevant information

Regulation 5 of the 2022 Regulations (meaning of “relevant information”) is amended as follows—

(a)

In paragraph (1), for “(6) or (7)” substitute “(6), (7) or (8)”;

(b)

After paragraph (7), insert—

“(8)

Where an overseas entity seeks to undertake a relevant activity within regulation 4(2)(g), the information is any statement or information mentioned in paragraph 2(1) of Schedule 6 to the ECTEA.”.

Signature

Kevin Hollinrake

Minister for Enterprise, Markets and Small Business

Department for Business and Trade

18th December 2023

Explanatory note

(This note is not part of the Regulations)

These Regulations make provision relating to the register of overseas entities kept by the registrar of companies for England and Wales (“the registrar”) in accordance with Part 1 of the Economic Crime (Transparency and Enforcement) Act 2022 (c. 10) (“the ECTEA”). The provisions relate to exempting pension schemes from certain information disclosure requirements and amending regulations relating to the verification of information.

Regulation 3 exempts pension schemes from the requirement to provide additional information, relating to transitional cases, to the registrar under Schedule 6 of the ECTEA.

Regulations 4 exempts pension schemes from the requirement to provide additional information relating to in-year changes to trusts to the registrar under sections 7 (updating duty) and 9 (application for removal) of the ECTEA.

Regulations 5 and 6 amend the existing verification regulations so that additional information which must be delivered to the registrar under Schedule 6 of the ECTEA, relating to transitional cases, will need to be verified.

A full regulatory impact assessment of the effect that the overseas entities register will have on the costs of business and the voluntary sector is available from the Department for Business and Trade, Old Admiralty Building, London SW1A 2DY and is published with the Explanatory Memorandum to this instrument on www.legislation.gov.uk.