Contractual Controls of Land

The Regulations are expected to come into force on 6 April 2027. However, the disclosure obligations will also apply to relevant agreements entered into between the date the Regulations are made (expected in the first half of 2026) and commencement. This is a change from the preceding consultation which proposed that the rules should apply retrospectively to agreements entered into after 6 April 2021

The aim is to create increased transparency around who can influence the future disposal or development of land without owning it. 

What is a "contractual control right"?

Government guidance  identifies the following as examples of agreements that may contain rights that give a person the power to control how registered land is developed or disposed of without transferring ownership:

• options;
• conditional contracts;
• pre‑emption rights; and
• certain promotion agreements.

Exclusions from the regime

The Regulations apply only where the contractual control right is held for the purposes of an undertaking, such as a business, charity, or other organised activity.

Not all contractual control rights will be caught. The Regulations exclude:

• Security arrangements: including rights granted purely as loan security or to secure overage payments.
• Rights affecting short leases: defined as leases with less than 15 years remaining at the time the right is granted.
• Non-development rights: Rights that are held exclusively for purposes other than future development, as defined in the Regulations, such as those granted for maintenance, utilities or farming.
• Short term rights: where the total period of control is less than 18 months.
• Section 106 agreement related rights: where these relate exclusively to the provision of infrastructure, amenities or services.
• National security or defence purposes: rights contained in agreements made for such purposes.

Information which must be disclosed

The following details must be provided to HM Land Registry:

• Parties: name and any public registration number of the grantee and grantor. If the grantor is an individual, date and place of birth of the grantor.
• Type of right: for example, option, pre-emption, or conditional contract.
• Agreement details: the date, parties and title or description of the underlying agreement.
• Exercise mechanics: when the right can be exercised, and a summary of any relevant conditions.
• Duration: the initial period of control, including extension, termination and any renewal provisions.
• Title number(s): of the affected registered estate(s) and sufficient information to identify any part‑title arrangements.
• Location: address and postcode

Responsibility for disclosure

The obligation to provide information to HM Land Registry rests with the grantee (i.e. the party with the benefit of the right – typically a developer or land promoter - rather than the landowner who granted it). However, submissions must be made digitally by a regulated conveyancer, acting in their individual capacity. 

Key dates 

Commencement

The Regulations are expected to be made in the first half of 2026 but come into force on 6 April 2027. 

Disclosure deadlines

• A contractual control right granted between making of the Regulations and 6 April 2027: must be submitted by 6 October 2027.
• A contractual control right granted on or after 6 April 2027: submission required within 60 days.
• Variations or assignments of a contractual control right on or after 6 April 2027: submission required within 60 days.
• Termination or expiry of a contractual control right on or after 6 April 2027: submission required within 60 days.

This means from 6 April 2027, any assignment or variation of an agreement that includes contractual control rights will require registration, even where the agreement was not registrable when first entered into. A variation will trigger registration only to the extent that it changes information that would have been required to be registered if the agreement had been entered into after the Regulations were in force.

The publication of information

Although the Regulations come into force on 6 April 2027, the Government has advised that HM Land Registry will not begin publishing the contractual control information until "as soon as possible after 6 April 2028". 

The public database will include: 

• location and extent of land affected;
• identity of the grantee;
• type and duration of the contractual control right; and
• date the contractual control right was granted or exercised.

Under the current draft Regulations, pricing and payment terms are not required to be disclosed.

Non-compliance

Failure to comply with the disclosure requirements is a criminal offence and knowingly or recklessly providing false information carries a penalty of up to two years' imprisonment and an unlimited fine.

In addition, HM Land Registry may refuse to enter associated notices or restrictions relating to contractual control rights on the affected titles until the required information has been provided.

What should you be doing now?

Contractual obligations?

We do not know when the Regulations will be made but it is expected to be “in the first half of 2026”. Option agreements, conditional contracts, promotion agreements and other documents that contain contractual control rights and which are currently under negotiation might conceivably be entered into after the Regulations are made and will therefore be subject to an obligation to register by 6 October 2027. This must not be overlooked, and the client should be advised accordingly. Consider including express contractual obligations on the grantor to assist with the provision of information required for registration, particularly given the criminal liability that attaches to non-compliance. 

Ensure also that there is a carve-out from confidentiality provisions permitting regulatory disclosure to the Land Registry’s new digital system.

The PDLs will be monitoring changes to external precedents e.g. Lexis/Practical Law and will notify you of any suggested template wording which is provided.

Information gathering

Obtain grantor information before exchange. The criminal offence for non-compliance bites on the grantee, not the grantor. If a grantor refuses or fails to provide the required information post-exchange, the grantee faces criminal liability regardless of any indemnity.

Indemnities are not a substitute for compliance. Grantor information, including date and place of birth for individuals, must be obtained and confirmed before agreements are exchanged, as a non-negotiable pre-exchange requirement on every transaction.

Scope of Works?

Submissions must be made by a regulated conveyancer. Responsibility must be clearly allocated and you should consider whether making this submission (or any other future submissions e.g. on expiry of the right) should be carved out of our scope of works. This is particularly relevant to current transactions which may complete after the Regulations are made and where registration will not be possible until after 6 April 2027 and there is therefore the greatest risk of registration being overlooked. If we will be making the relevant submission(s), factor this into our fee estimate.

Acting for Lenders

Lenders may require evidence of registration as a condition precedent to drawdown or as an ongoing compliance covenant, and non-compliance could trigger events of default under facility agreements. Bear this in mind when reviewing any funding agreements.