Related party transactions are not inherently irregular. They become a problem when the person controlling the counterparty is also the person controlling the company — and neither register nor financial statement makes that visible at first reading. This checklist maps what to confirm, from which source, and where the source stops answering.
The angle here is control: who directs the company, who stands behind the counterparty, and what a shareholder can enforce when the two overlap. Each item on the checklist names the source category, the question it answers, and the ceiling of what it allows.
What this checklist coversOwnership structure, directorship, counterparty identity, and filed financials — across multiple jurisdictions. No single source covers all four. Registry accessAccess conditions vary by jurisdiction: some registers are open without registration; others require a national identifier, a declared legitimate interest, or a licensed intermediary. Data limitThe ceiling of what the sources allow is stated before payment. Where a source does not answer the question, that gap is named explicitly. Publication date2026-03-24. Registry conditions change; each item should be re-verified against the current register before reliance.Why related party transactions require a separate ownership review
A standard company search returns the registered name, address, and directorship. It does not return the economic relationship between the buyer and the seller. When a company transacts with a supplier, landlord, or lender that shares a beneficial owner with the company itself, the register entry for each entity looks clean in isolation.
The problem surfaces only when the two entries are read together — and only if the reader knows which question to ask. This checklist organises that question into a sequence of verifiable steps.
Step 1 — Establish who controls the company
Question: Who holds voting rights, and does any shareholder hold a position that allows unilateral decisions?
Source category: Commercial register (shareholders list or equivalent filed document).
What it shows: Registered shareholders, their percentage holdings, and — in jurisdictions that require it — the class of shares held. In some jurisdictions, a separate beneficial ownership register supplements this.
What it does not show: Nominee arrangements, trust structures, or holdings held through a chain of intermediate entities in other jurisdictions. The register records the immediate legal owner. Where that owner is itself a company, the chain continues into a second jurisdiction.
Checklist action: Pull the shareholders list from the commercial register. Note the jurisdiction of each corporate shareholder. For each corporate shareholder registered outside the home jurisdiction, repeat Step 1 in that jurisdiction.
Step 2 — Establish who controls the counterparty
Question: Is the counterparty's ownership structure visible, and does it share any person or entity with the company under review?
Source category: Commercial register of the counterparty's jurisdiction of incorporation.
What it shows: The same layer as Step 1 — registered shareholders and directors at the immediate level.
What it does not show: The same ceiling applies. A counterparty incorporated in a jurisdiction with no public shareholders register, or with nominee-permissive rules, will not disclose its beneficial owner through the register alone.
Checklist action: Identify the counterparty's jurisdiction of incorporation. Confirm whether that jurisdiction maintains a public shareholders register. If it does, pull the entry. If it does not, note the gap explicitly — the absence of a record is itself a finding.
Step 3 — Cross-reference directorships
Question: Does any director of the company also appear as a director, officer, or signatory of the counterparty?
Source category: Commercial register (directorship entries for both entities).
What it shows: Named directors and, in some jurisdictions, authorised signatories and their appointment dates.
What it does not show: Informal authority, shadow directorships, or persons who exercise control without a formal appointment. A person who instructs directors without holding a title will not appear in this layer.
Checklist action: List all current and recent directors of the company. Run the same list against the counterparty's directorship record. Flag any name that appears in both.
Step 4 — Review filed financial statements for transaction disclosure
Question: Has the company disclosed related party transactions in its filed accounts, and do the disclosed amounts match the transaction under review?
Source category: Filed financial statements (annual accounts submitted to the commercial register or a dedicated financial reporting authority).
What it shows: In jurisdictions that require disclosure under applicable accounting standards, related party transactions above a materiality threshold must be identified by category and amount. The counterparty name may or may not be named depending on the standard applied.
What it does not show: Transactions below the materiality threshold. Transactions structured to fall below the threshold through disaggregation. Transactions in periods for which accounts have not yet been filed or are not publicly accessible.
Checklist action: Obtain the most recent filed accounts. Locate the related party note. Compare disclosed counterparties against the counterparty identified in Step 2. Note the filing date: accounts are typically filed months after the period end, and the most recent available year may not cover the transaction under review.
Step 5 — Check for insolvency and enforcement proceedings
Question: Is either entity subject to insolvency proceedings, court-ordered administration, or enforcement actions that affect its capacity to transact?
Source category: Insolvency register or court gazette of the relevant jurisdiction.
What it shows: Filed insolvency applications, opened proceedings, and — where published — court orders affecting the entity's assets or management.
What it does not show: Proceedings that have been filed but not yet published. Proceedings in a jurisdiction other than the one searched. Informal workout arrangements that do not pass through a formal insolvency process.
Checklist action: Search the insolvency register for both the company and the counterparty. A negative result does not confirm the absence of proceedings — it confirms the absence of a published record in that register at the time of search.
Step 6 — Verify the transaction against the corporate purpose and authorisation record
Question: Was the transaction within the company's stated corporate purpose, and was it authorised by the correct body under the articles?
Source category: Articles of association or equivalent constitutional document (filed with the commercial register); minutes of general meeting or supervisory board where filed.
What it shows: The scope of the company's permitted activities, the rules for transactions above defined thresholds, and — where minutes are filed — the record of the authorising resolution.
What it does not show: Internal resolutions that were not filed. Oral instructions. Side agreements between shareholders that were not registered.
Checklist action: Pull the current articles from the register. Identify any provision requiring shareholder or supervisory board approval for transactions with related parties or transactions above a value threshold. Confirm whether the relevant approval is on record.
Step 7 — Map the gap between what is filed and what is known
Question: After completing Steps 1–6, what remains unconfirmed, and why?
This step is not a source search. It is a structured summary of the ceiling reached.
The purpose of this table is not to produce a clean result. It is to make the residual uncertainty explicit before a decision is made.
The limit of what the sources allow
Official registers record what has been filed. They do not record what has been withheld, structured around a disclosure threshold, or routed through a jurisdiction with no public register.
The specific ceilings that recur across jurisdictions:
Beneficial ownership. Following the CJEU ruling in joined cases C-37/20 and C-601/20, public access to UBO registers across EU member states is no longer automatic. Access conditions vary by member state and are subject to ongoing legislative change. A register entry at the immediate shareholder level does not confirm the identity of the natural person who ultimately controls the entity.
Nominee structures. Where a jurisdiction permits nominee shareholders or directors, the register entry reflects the nominee, not the principal. The register does not flag that a nominee arrangement exists.
Cross-border chains. A corporate shareholder registered in a second jurisdiction requires a separate search in that jurisdiction. Each additional link in the chain may sit in a jurisdiction with different disclosure rules. The chain is followed until it reaches a natural person or until the register stops answering.
Filing lag. Financial statements are filed after the period end. The most recent publicly available accounts may be twelve to eighteen months old. Transactions completed in the interim are not visible in filed documents.
Insolvency timing. A filed insolvency application is not always published immediately. A negative search result is a snapshot, not a guarantee.
These are not failures of the search. They are the defined ceiling of what the sources allow. The checklist above names each ceiling at the step where it is reached.