Part 11 of the Levelling-up and Regeneration Act 2023 gave the UK Government power to require disclosure on a new public register of certain information related to land ownership and control. This is in addition to the existing Land Registry records.
The power originally covered three purposes:
- contractual control;
- beneficial ownership; and
- national security.
The Government is now bringing into force a new "contractual control" register which will be of interest to the property industry. This is part of the Government's plans to increase transparency around the control of land secured for development purposes.
It seems categories (b) and (c) are not being implemented for the time being. There is no indication of whether the Government plans to return to these in the future.
Registration of contractual control rights
It will soon become compulsory to provide information about rights contained in agreements which secure land for development in England or Wales. The types of agreement caught include option agreements, pre-emption agreements, conditional contracts and land promotion agreements.
The supporting regulations which will introduce the duty to provide information (the Regulations) are likely to be made in the first half of 2026 and will come into force on 6 April 2027.
Scope and exemptions
The Regulations will apply to contractual control rights over registered freehold estates, or registered existing leaseholds with at least 15 years remaining at the time the right is granted. An agreement for the grant of a new lease will not be in scope unless the lease is to be for a term of at least 15 years.
To be caught, the right will (i) need to subsist for 18 months or more (or include a right for the grantee to extend the right beyond this period) and (ii) be held for the benefit of a business, charity or the exercise of functions of a public nature.
Both absolute and conditional rights are caught by the Regulations, as are rights which apply to only part of a registered title.
Rights held by an individual will not be caught. Mortgage/security documents for finance/loan or overage agreements, national security contracts and certain agreements for wholly non-development purposes, are also not in scope.
Government guidance states that these exemptions will be interpreted narrowly. In cases where an agreement serves multiple purposes, the requirement to provide information may still apply.
Timeline
It is proposed that when in force the Regulations will apply to:
- New rights granted on or after the date that the Regulations are made (sometime in the first half of 2026); and
- Existing rights (granted at any time), which are assigned or varied in a way that alters any of the contractual control information on or after 6 April 2027.
For rights granted on or after the date the Regulations are made but before 6 April 2027, the required information must be submitted to the Land Registry by 6 October 2027.
For rights granted, varied or assigned on or after 6 April 2027, the information must be submitted within 60 days, and before or along with the usual application to the Land Registry to protect the agreement by entry of a notice or a restriction.
The contractual control information
The core information which must be submitted to the Land Registry is intended to make it clear what right has been granted, the identities of grantee and grantor, the land affected and how long the right may remain in effect.
The core information is:
- name of grantee and grantor: the parties to the agreement
- entity identification (if applicable): if either party is a company or other organisation, Companies House or Charity Commission registration number
- date and place of birth of grantor (if an individual): for identification
- type of contractual control right: for example option, pre-emption, or right to acquire land under a conditional contract
- date, parties and title or description of the underlying agreement
- date from which the right can be exercised: or, if that depends on specific conditions being met, a brief description of those conditions
- initial period of control: the period from the start of the agreement to the point at which the right must be exercised or may expire, including any provisions to extend, terminate or renew it.
- title number(s) of the affected land: and, where the right affects only part of a title, sufficient details to identify that part (e.g. a plan or description)
- address and postcode
- sub-surface land: whether the land subject to the right includes subsoil or airspace held separately from the surface.
Reporting requirements and data access
A digital service will be provided by the Land Registry from 6 April 2027. A qualified solicitor must send the required information to the Land Registry on behalf of the grantee.
The Land Registry plans to publish the data as soon as possible after 6 April 2028 in a searchable and downloadable format that will be publicly and freely available. The Land Registry does not plan to collect or publish the underlying original agreement.
If a contractual control right expires, is terminated or is wholly or partially exercised, the grantee must notify the Land Registry within 60 days of such an event.
Consequences of failing to comply
Failure to provide the required information without a reasonable excuse, or knowingly or recklessly providing false or misleading information, will be a criminal offence punishable by imprisonment or a fine. In addition, a contracting party who has not complied with Part 11 may be prevented from protecting their rights at the Land Registry.
Impact
Investors and developers already have to register most of these types of agreement at the Land Registry, if they want them to be binding on the land.
However, (a) existing registration is voluntary (though still recommended) and (b) the amount of information currently disclosed is less than under the new register. The Government appears to believe some developers deliberately refrain from registering contracts under the current system, in order to hide their interest in a site they are assembling.
The stated purpose of the new register is to enable local authorities and communities (and rival developers) to understand the likely path of development in their area. However, local land agents, with their expertise and knowledge, already perform this task effectively. We will wait to see if concerned parties feel better informed once they have access to these data sets.
The new register will consume a fair amount of Land Registry resource, both human and technological. Some may consider this resource should be used, instead, to tackle the current Land Registry backlog which causes major disruption to investment, development and day-to-day property management.