Record
General

Ownership structure: How the report is delivered

An ownership structure report answers one question: who controls the company, and what can a shareholder enforce. The answer is built from official registers, filed documents and cross-referenced public sources — not from representations by the target or its advisers.

The ceiling of what the sources allow is stated before payment. That ceiling varies by jurisdiction, by entity type and by the layer of the structure being examined. What follows explains how the report is assembled, what it contains and where it stops.

What the report establishesThe registered ownership chain, named directors, filed capital structure and any recorded encumbrances or insolvency proceedings — drawn from official registers at the time of extraction. What it does not establishBeneficial ownership beyond the registered layer where the relevant register is closed, restricted or does not exist. The report names the point at which the chain ends and states why. Condition of accessAccess conditions differ by jurisdiction: some registers are open without registration; others require a national identifier, a declaration of legitimate interest or a licensed intermediary. The applicable condition is disclosed in the report. PricePrice tiers are not applicable to this page. Scope and price are confirmed in response to a request.

What the report covers

The report is built in layers. Each layer corresponds to a distinct category of official source.

Registered ownership. Named shareholders or members, their recorded stakes and any pledges or restrictions filed against those stakes. The source is the commercial or companies register of the relevant jurisdiction.

Directorship and authority. Named directors, their appointment dates, any recorded restrictions on authority and the signatory rules filed with the register.

Filed financial statements. Where the jurisdiction requires filing, the most recent available accounts: balance sheet totals, equity position and auditor identity. Where filing is not required or the deadline has not passed, the report states that no accounts are on record.

Insolvency and enforcement. A search of the applicable insolvency register, court enforcement index or gazette. A negative result is recorded as such; it does not certify the absence of a proceeding filed after the extraction date.

Cross-border chain. Where the registered shareholder is itself a legal entity in another jurisdiction, the report extends the search to that jurisdiction's register. Each additional layer is identified separately, with its own source citation and extraction date.


How the chain is traced

The starting point is always the entity named in the instruction. From that entity, the report traces upward through each registered intermediate holder until one of three conditions is met:

  1. A natural person is identified as the registered holder at that level.
  2. The register of the next jurisdiction in the chain does not disclose ownership at all.
  3. The register discloses ownership only to parties with a recognised legal interest, and the applicable procedure has not been completed within the report's scope.

Each stopping point is named explicitly. The report does not substitute inference for a missing record.

Where two registers carry conflicting information about the same entity — for example, a shareholders' list filed with a commercial register and a capital table disclosed in filed accounts — both records are reproduced and the discrepancy is noted as a finding, not resolved editorially.


Format and delivery

The report is delivered as a structured PDF document. It contains:

  • A summary table: entity, jurisdiction, registered owner, stake, source, extraction date.
  • A chain diagram where the structure has more than two layers.
  • A source annex: each register consulted, the access method used, the document retrieved and the extraction date.
  • A limits section: each point at which the chain could not be extended, with the reason stated.

No oral briefing is included as standard. A written Q&A exchange is available within the scope of the report's findings.

The report does not contain legal advice, legal qualification of the facts established or a recommendation on whether to proceed with a transaction.


The limit of what the sources allow

Official registers record what has been filed. They do not record what has not been filed, what was filed incorrectly or what was filed in a jurisdiction that does not publish its register.

Several conditions recur across the 35 jurisdictions covered:

Closed UBO registers. Following the Court of Justice of the European Union ruling in joined cases C-37/20 and C-601/20, public access to beneficial ownership registers across EU member states is restricted by default. Access requires a demonstrated legitimate interest assessed by the competent authority. The report identifies which registers are affected and what the applicable access procedure is.

Non-disclosing jurisdictions. Certain jurisdictions do not require disclosure of members or shareholders in any public register. Delaware limited liability companies are one documented example. In these cases, the report records the registered agent, the state of formation and the absence of a public ownership record — it does not substitute inference.

Stale filings. A shareholders' list filed two years ago reflects the ownership position at the time of filing. If no subsequent filing has been made, the register shows no change. The report records the filing date alongside the ownership data.

Insolvency search limits. A negative result in an insolvency register confirms the absence of a recorded proceeding as of the extraction date. It does not confirm the absence of a proceeding filed after that date, or of a proceeding in a jurisdiction not searched.

VIES and VAT identifiers. VIES is a validation tool, not a company database. Certain member states do not return a name or address in response to a VIES query. An invalid VIES result does not establish that the entity does not exist.

The ceiling of what the sources allow is stated in the report before any conclusion is drawn. Where the ceiling is reached, the report says so.


Where the sources disagree

Discrepancies between sources are findings, not editorial problems to be resolved.

The most common discrepancies encountered across the 35 jurisdictions covered:

Register versus filed accounts. A shareholders' list in the commercial register may show a different capital allocation than the equity table in filed financial statements. Both are reproduced; the filing dates are noted.

National register versus group disclosure. A parent company's consolidated accounts may identify subsidiaries not yet reflected in the subsidiary's own register, or vice versa. Both records are cited with their respective sources and dates.

Multiple registers in one jurisdiction. Some jurisdictions maintain separate registers for different entity types or regions. A search of one register does not constitute a search of all. The report identifies which registers were searched and which were not within scope.


FAQ

What jurisdictions does the report cover? The report covers 35 jurisdictions. The specific jurisdictions searched depend on where the target entity is registered and where its chain of ownership leads. Each jurisdiction searched is listed in the source annex with the register consulted and the extraction date.

How long does delivery take? Delivery time depends on the number of jurisdictions in the chain and the access conditions applicable to each register. Jurisdictions with open, machine-readable registers are typically resolved faster than those requiring a formal access procedure. The expected delivery window is confirmed at the time the scope is agreed.

What if a register requires proof of legitimate interest? Where a register requires a declaration of legitimate interest or a formal access application, VLO Law Firm prepares and submits that application as part of the report scope. The outcome of the application — approval, partial disclosure or refusal — is recorded in the report.

Is the report updated after delivery? The report reflects the state of the registers at the extraction dates recorded in the source annex. It is not updated automatically. A refresh search can be commissioned separately.

What is the difference between a registered owner and a beneficial owner? A registered owner is the person or entity recorded in the official register as holding the stake. A beneficial owner is the natural person who ultimately owns or controls that stake, which may differ from the registered record. Where a beneficial ownership register exists and is accessible, the report searches it. Where it does not exist or is not accessible, the report records the registered layer and states the limit.

Can the report be used in legal proceedings? The report is a factual compilation from official sources. It does not constitute legal advice or expert evidence. Whether it is admissible or useful in a specific proceeding is a question for the legal advisers handling that proceeding.


Sources

Official registers and public sources consulted vary by jurisdiction and are listed in the source annex of each delivered report. The following are the primary register categories used across the 35 jurisdictions covered:

  • National commercial and companies registers (e.g., handelsregister.de for Germany — https://www.handelsregister.de; Companies House for England and Wales — https://find-and-update.company-information.service.gov.uk)
  • Beneficial ownership registers where accessible (e.g., PSC register via Companies House; CRBR for Poland — https://crbr.podatki.gov.pl)
  • National insolvency and enforcement registers
  • Official gazettes and court registers
  • VIES VAT validation — https://ec.europa.eu/taxation_customs/vies/

Each source entry in the delivered report includes the register name, the document or record retrieved, and the extraction date. No source is cited without a corresponding record.

Source: official registers as listed above · extracted on or before 2026-10-02


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Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. VLO Law Firm assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@vlolawfirm.com.

Author: Katharina Berg — Partner, Central Europe, VLO Law Firm