Leasehold Property law. Personally delivered.
Leasehold Property law. Personally delivered.
Where a leasehold title carries a restriction, HM Land Registry will not register a buyer without your certificate. What to check before signing it.
Reviewed 25 July 2026
It is the most powerful document a freehold company issues, and the one most often signed without being understood.
Many leasehold titles carry a restriction requiring a certificate — from the landlord, the management company or their conveyancer — confirming that the lease provisions governing an assignment have been complied with. Until that certificate is given, HM Land Registry will not register the buyer as proprietor.
So the company holds the final step of somebody's house move. That is a responsibility rather than a bargaining chip.
That the deed of covenant has been executed by the buyer and a copy is held. That notice of the assignment, and of any charge, has been served with the fee. That any licence to assign the lease requires has been granted. And that any share in the company has been transferred and the register updated.
Certifying what has not been checked undermines the company's own protection. A certificate given years ago where no deed of covenant was ever taken leaves the company with no direct covenant from a leaseholder it has been billing ever since — and that surfaces, inevitably, during the next sale.
Withholding a certificate you cannot justify is worse. Using it as leverage in an unrelated dispute invites a complaint and, where the delay causes loss, something more than a complaint. A certificate should be given promptly once the requirements have actually been met, and withheld only because they have not.
The wording of the restriction governs who may certify and in what terms. Some require the landlord or the company; some accept a conveyancer. Some refer to a specific clause, others to the lease generally. A certificate in the wrong terms will be rejected by the Land Registry and the transaction will come back to you — which is slower than getting it right first time.
Where leaseholders own the freehold, the share must move with the flat. Well-drafted articles require an outgoing member to transfer it and give the directors the means to compel it. A former leaseholder still holding a share in a building they left years ago is a problem the company created for itself.
We prepare the standard documents a building needs — deed of covenant, licence to assign, certificate of compliance — so each sale is administration rather than drafting.
This article reflects our understanding of the position on 25 July 2026 and is general information rather than legal advice. The law in this area is changing: take advice on your own circumstances before relying on it.
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