This guide sets out the order in which our due diligence investigators approach an unfamiliar company. It complements Seeing through nominee directors, which deals with the harder problem of concealed ownership. Most companies are not hiding their owners. They are simply more, or less, than they claim to be.
Start with what the company says about itself
The company's own website, brochures and press releases are the first source and the least reliable. We read them carefully because every statement becomes something to test: founding date, founders, headcount, locations, named clients, testimonials, accreditations and products. A company that claims fifteen years of history, three offices and a list of household-name clients has made seven or eight checkable claims before you reach the registry.
Search finds the door, not the room
Most corporate records sit inside databases: registries, court dockets, procurement portals and regulators' registers. Search engines can tell you that a registry exists. They rarely index what is inside it, because each record appears only when the database is queried. The working habit is to use search to find the right registry and then query it directly, in the local language where necessary. Searching for the phrase "company search" with the country's name, translated, finds the official registry for almost any jurisdiction.
Commercial aggregators that combine registries from many jurisdictions are excellent for discovery, especially for finding every company that shares a name, an officer or an address. We use them to find records, then obtain the primary record from the registry itself before relying on it. Aggregated data is often out of date and occasionally wrong.
The registry record
A registry entry is short, but each field answers a question.
| Field | What it can show |
|---|---|
| Incorporation date | Whether the claimed history is true, or belongs to a predecessor |
| Status | Active, dormant, dissolved, in liquidation or struck off |
| Previous names | Rebranding after a dispute, a failure or adverse coverage |
| Registered office | A real premises, a formation agent's address or a mail drop shared by hundreds of companies |
| Officers and appointment dates | Who is accountable, and whether they changed shortly before or after an event |
| Registered or filing agent | Who handles the paperwork, and which other companies they serve |
| Charges and security interests | Who has lent the company money, and against what |
| Insolvency notices | Past failure, creditors left unpaid and appointed insolvency practitioners |
Read the documents, not the summary
Many registries publish scanned images of the filings behind each entry. These are where investigations are won. A late annual return may carry a signature block for someone who appears nowhere in the summary. A covering letter names the law firm or agent who filed it. A change-of-officer form records who resigned, on what date and who signed for the company. In the case described in The shareholder who was not there, the decisive evidence was a signature on a scanned return.
The same documents are a source of exposure for the company itself, which is why we also review them in exposure assessments.
Map the corporate family
Few companies stand alone. We build the family by pivoting from each officer, address and agent to every other entity they appear on, active and dissolved. Three patterns deserve particular attention:
- Shared addresses and officers with entities that are not disclosed as part of the group.
- Foundations, holding entities and special-purpose companies registered at the same address by the same people, often recently.
- Dissolved predecessors. A company that failed, left creditors unpaid and was replaced by a new entity at the same premises, with the same people and a similar name, is known as a phoenix. It is not always unlawful, but it is always worth understanding. See The lawsuit nobody read.
Disclosures for listed and regulated companies
Listed companies publish far more than private ones. Annual reports describe strategy, risks, subsidiaries and auditors. Proxy statements and their equivalents set out directors, executive officers, compensation, related-party transactions and, in many jurisdictions, past bankruptcies, fraud findings or legal proceedings involving directors. Regulated businesses appear on regulators' registers, along with any enforcement history. Historical versions of all of these matter as much as the current ones.
The people behind the paper
For each officer and key manager we look at other directorships, past and present, and the fate of those companies. Professional profiles help test the company's claims: a firm that claims 300 staff but has 22 people listing it as their employer deserves a question. Job advertisements show where a company really operates and what it is building. Senior departures, especially of finance staff and auditors, are worth explaining.
Conduct: courts, complaints and the press
Ownership tells you who could direct a business. Conduct tells you what it does.
- Court records. Civil claims by customers, suppliers, landlords and former employees are among the most informative records a company leaves. Filings and exhibits often name staff, describe practices and include documents never published elsewhere.
- Complaints and enforcement. Consumer complaint bodies, ombudsman decisions, licensing authorities and regulators record patterns that individual reviews do not.
- Procurement. Contract awards, debarments and exclusions show how a company performs for public buyers.
- Local and archived press. Regional newspapers report on local businesses in detail, and their archives are often invisible to search engines. See Newspapers do not forget.
- Web history. Domain registration dates and archived versions of the website show when the company's online presence really began and what it used to claim.
Red flags we report first
- Claimed history longer than the incorporation date, with no disclosed predecessor
- Reference projects that were delivered by a different entity
- A registered office shared with hundreds of unrelated companies
- Officers with a record of dissolved or insolvent companies
- Frequent name changes, or a change shortly after a dispute
- Litigation by suppliers or subcontractors alleging unpaid work or false documents
- A headcount, client list or accreditation that cannot be corroborated
Limits
Registries record what was filed, not what is true. Filings can be late, incomplete or false, and in some jurisdictions they are barely checked. Coverage varies widely: some registries publish everything free of charge, others charge per document, and some publish almost nothing. We tell clients at scoping which jurisdictions are likely to yield answers, and we state plainly in the report where the record ran out.