Key implications for landowners, developers, and promoters
New rules on contractual control rights for land, introduced under The Provision of Information (Contractual Control) (Registered Land) Regulations 2026, and coming into force from 6 April 2027, establish a new statutory transparency regime for certain agreements affecting registered land.
The Regulations impose a new legal duty to disclose prescribed information to HM Land Registry where contractual rights give a party control over the future use, development or disposal of land, even though legal ownership does not change.
This represents a significant shift in market practice; particularly for developers, promoters and investors accustomed to maintaining confidentiality through Land Registry notices and restrictions.
Which land is affected?
The Regulations apply to contractual control rights granted over:
- registered freehold land, and
- registered leasehold land where at least 15 years remain unexpired at the date the right is granted.
Unregistered land is outside scope unless and until it becomes registered.
What agreements are caught?
“Contractual control rights” include rights contained in written agreements which regulate or influence the making of a relevant disposition or development of land. These include, in particular:
- option agreements,
- conditional contracts,
- pre‑emption rights, and
- certain promotion agreements.
Importantly, not all agreements affecting land are caught.
The following do not constitute contractual control rights for the purposes of the Regulations:
- restrictive covenants, and
- overage or clawback arrangements (which may affect value or trigger payment but do not confer development control).
Key exemptions
The Regulations deliberately exclude a number of arrangements, including:
- rights necessary or incidental to security or finance arrangements (including overage security),
- rights with a total control period of less than 18 months, unless capable of extension,
- rights held exclusively for non‑development purposes,
- rights arising under section 106 planning agreements,
- contracts entered into for national security or defence purposes, and
- contractual control rights over leasehold interests with less than 15 years unexpired.
The exemptions are purposive and narrow. Artificial structuring to fall within an exemption carries risk.
When do the new Regulations come into force?
The Regulations are expected to be made in the second quarter of 2026 and will come into force on 6 April 2027.
However, they also apply to relevant agreements entered into between the date the Regulations are made and 6 April 2027.
How can landowners and developers prepare?
For agreements entered into during this transitional period:
- parties may continue to apply to HM Land Registry in the usual way for notices or restrictions after completion; but
- the required contractual control information must be submitted to HM Land Registry after 6 April 2027, in accordance with the transitional reporting timetable.
What information must be disclosed to HM Land Registry?
The Regulations require submission of prescribed information, including:
- identification of the landowner and the grantee
(including date and place of birth for individuals, which is collected for verification only and will not be made public, and the usual information for companies and charities), - the type of contractual control right (e.g. option or conditional contract),
- the duration of the right, including provision for extension, renewal, or termination,
- sufficient details of the land affected (including title numbers, address and any airspace or subsoil),
- a description of the nature of the control and the circumstances in which it may be exercised.
The Regulations do not require disclosure of the agreement itself, nor of commercial terms such as price, promotion fees, uplift, overage percentages, or funding arrangements.
How will the regulations affect developers and landowners?
A step‑change in transparency.
Historically, many control arrangements remained confidential, protected only by Land Registry notices or restrictions. Under the new regime, key details will be retained and published by HM Land Registry.
While commercial terms remain private, this represents a fundamental change in market expectations around confidentiality.
Responsibility rests with the grantee
The statutory duty to report falls on the beneficiary of the contractual control right, not the landowner. In practice this means:
- developers and promoters bear the compliance risk,
- agreements will need express provisions requiring information‑sharing and cooperation,
- funders and investors are likely to require warranties and indemnities relating to compliance.
Tight compliance deadlines
Once the regime is live, contractual control information must generally be submitted within 60 days of grant, assignment, variation, or determination.
This will become a standard post‑completion step, and must be built into transaction timetables, funding arrangements, and professional retainers.
Enforcement powers and consequences of non-compliance
While the Regulations do not introduce criminal sanctions, non‑compliance exposes parties to:
- regulatory intervention by the Chief Land Registrar,
- reputational damage and investor scrutiny,
- increased risk in due diligence, disposals, and funding exercises.
The definition of “contractual control right” is intentionally broad. Attempts to restructure arrangements to avoid disclosure—such as artificial fragmentation, rolling short‑term rights, back-to-back agreements, or the use of SPVs—are unlikely to succeed where control exists in substance.
Key takeaways for landowners, developers, and promotors
- The Regulations introduce a new compliance layer to strategic land and development arrangements.
- Agreements entered into before 6 April 2027 are not immune; many will require disclosure after that date.
- Confidentiality remains, but only within narrower statutory limits.
- Early legal advice is advised to ensure compliant structuring, drafting and transaction management.
- The Guidance Notes on the Government Website are extremely useful and should be a point of reference.
These new rules represent a fundamental shift in how contractual control arrangements for land are treated. With increased scrutiny and tighter reporting obligations, traditional approaches to confidentiality can no longer be relied upon.
Proactive planning and clear legal guidance will be essential to managing risk and ensuring compliance.
At Ellisons Solicitors, our Commercial Property team can support you through this regime change and help ensure you are fully prepared. Get in touch to discuss how these changes may affect you.
These new rules represent a fundamental change in how contractual control arrangements for land are treated. With increased scrutiny and tighter reporting obligations, parties can no longer rely on traditional approaches to confidentiality. Proactive planning and clear legal guidance will be key to managing risk and ensuring compliance. Ellisons can support you through this regime change to help ensure you are prepared and compliant. Contact our Commercial Property team today.
