An investor due diligence round puts the ownership structure under direct scrutiny. The question is not only who holds shares on paper. The question is who controls decisions, who can block a resolution, and what each shareholder can enforce against the company and against each other.
This report maps that control layer from official sources before the round opens. It states what the sources show, what they do not show, and where the chain stops — before payment, not after.
What the report establishesLegal owners by name and share percentage; director appointments and removal rights; veto thresholds and reserved matters where disclosed in filed documents. Sources: national commercial registries and filed constitutional documents · verified September 2026. What it does not establishBeneficial ownership layers sitting above nominee holders; side agreements not filed with any registry; trust arrangements not registered in a public instrument. Condition of accessRegistry access varies by jurisdiction. Some registries require a registered national identifier or a declaration of legitimate interest. The path is removed as part of the service. Price tiersSignal €890 · Standard €1900 · Extended €4200. Scope defined in the tier table below.The report works in three layers.
The first layer is the legal ownership record. This is what the commercial registry shows: shareholder names, share classes, percentage holdings, and the date each position was registered. Where the registry publishes filed constitutional documents — articles of association, shareholders' agreements lodged with the registrar — those are extracted and reviewed for control provisions.
The second layer is the director and officer record. Appointment dates, removal conditions, signatory authority, and any restrictions on the scope of management authority are drawn from the same registry filings. Where a jurisdiction requires separate filings for changes in management, those are cross-referenced against the current record.
The third layer is the enforcement layer. This covers what a shareholder can actually do: call a meeting, demand inspection of accounts, block a reserved matter, or exit under a drag or tag clause. These rights appear in filed documents where they exist. Where they are not filed, the report states that they are not visible in the official record.
The report does not interpret those rights. It records what is filed and what is absent.
Ownership percentage and control are not the same thing. A 30 percent holder with veto rights over reserved matters controls more than a 51 percent holder whose rights are diluted by a shareholders' agreement not yet visible in the registry.
The report identifies the control structure as it appears in official filings. That means:
Where a jurisdiction does not require these provisions to be filed, the report states that the registry record is silent and identifies which provisions are typically governed by unfiled private agreement in that jurisdiction.
The report follows a fixed sequence. Each step has a defined output.
Step 1 — Registry extraction. The company is located in the relevant national registry using the legal name, registration number, or both. The current shareholder list and the current director list are extracted. The date of each entry is recorded.
Step 2 — Document review. Filed constitutional documents are retrieved: articles of association, memorandum, any shareholders' agreement lodged with the registrar. Control provisions are identified and mapped against the current ownership record.
Step 3 — Cross-registry check. Where the jurisdiction maintains a separate insolvency register, enforcement register, or beneficial ownership register with accessible records, those are checked. Results — including negative results — are recorded.
Step 4 — Gap identification. Every point where the chain cannot be continued from official sources is named explicitly. The reason is stated: unfiled document, closed register, nominee structure, trust layer, or jurisdiction with no public registry.
Step 5 — Compiled report. The output is a structured document with source citations, extraction dates, and a gap summary. It is not a legal opinion. It is a factual record of what the official sources show.
The report is available for companies registered across 35 jurisdictions. Coverage is not uniform. The depth of the official record varies significantly.
In jurisdictions with well-developed public registries — where constitutional documents are filed on incorporation and updated on each amendment — the report can map the full legal ownership and control structure from official sources alone.
In jurisdictions where the registry records only the company name, registration number, and registered address — and where shareholder lists are not publicly filed — the report maps what is available and states the ceiling explicitly.
In jurisdictions where a nominee shareholder structure is common and the beneficial owner is not recorded in any public instrument, the report identifies the nominee layer and states that the chain stops there.
The ceiling of what the sources allow is stated before payment. The scope of the report ordered is matched to what the registry of the relevant jurisdiction actually holds.
Official registries record legal ownership. They do not record economic interest, trust arrangements, or side agreements between shareholders.
The following are not visible in any official registry reviewed for this service:
Where a jurisdiction operates a beneficial ownership register with accessible records, that register is checked. Where access requires a demonstration of legitimate interest that cannot be satisfied remotely, the report states that the register was not accessible and gives the reason.
A negative result in an insolvency or enforcement register does not confirm the absence of a filed application. It confirms the absence of a visible record at the date of extraction.
The report names every gap. It does not fill gaps with inference.
Discrepancies between sources are a result in themselves. They are reported, not resolved.
Common discrepancies encountered in this type of review:
Registry record versus filed document. The current shareholder list in the registry shows one set of holders. The most recently filed shareholders' agreement names a different set of transfer restrictions. The discrepancy is recorded with the date of each source.
Director record versus signatory authority. The registry shows a director as current. The filed articles restrict that director's authority to transactions below a defined threshold. Both facts are recorded.
Registered address versus operational address. The registry address is a registered agent. No operational address appears in any filed document. This is recorded as a gap, not resolved by inference.
Multiple registry entries. In some jurisdictions, a company may appear in more than one registry — commercial registry and a sector-specific register — with differing information. Both entries are extracted and the discrepancy is noted.
Where a discrepancy cannot be explained from official sources, the report states that it cannot be explained and identifies what additional filing or document would resolve it.
| Tier | Price | What is included | Not included |
|---|---|---|---|
| Signal | €890 | Registry extraction for one jurisdiction: current shareholder list, director list, registration status, extraction date, gap summary | Constitutional document review; cross-registry checks; insolvency and enforcement register; multi-jurisdiction coverage |
| Standard | €1900 | Signal scope plus: constitutional document review (articles, memorandum, filed shareholders' agreement); cross-registry check in the same jurisdiction; discrepancy note where sources disagree | Multi-jurisdiction coverage; beneficial ownership register access where a declaration of legitimate interest is required; legal interpretation of control provisions |
| Extended | €4200 | Standard scope across up to five jurisdictions; beneficial ownership register check where publicly accessible; consolidated control map across the group structure; gap summary per jurisdiction | Jurisdictions beyond five; registers requiring in-country representation; legal opinion on enforceability of control provisions; court record review |
What is the difference between this report and a legal due diligence? This report is a factual compilation from official registries and filed documents. It records what the sources show. A legal due diligence interprets those facts, qualifies rights, and advises on risk. This report is an input to that process, not a substitute for it.
Can the report cover a group structure with holding companies in multiple jurisdictions? The Extended tier covers up to five jurisdictions. A group structure with more than five registry layers requires a scope discussion before the report is commissioned. The ceiling of coverage is stated before payment.
What happens if the registry of the relevant jurisdiction does not publish shareholder lists? The report states that the registry does not publish shareholder lists, identifies what the registry does publish, and records the gap. The price is not adjusted upward because a registry is less transparent. The scope delivered is what the source allows.
How long does the report take? Turnaround depends on the jurisdiction and the tier. Signal reports for jurisdictions with well-structured public registries are typically completed within three to five business days. Extended reports covering multiple jurisdictions require a longer window. The timeline is confirmed at the point of request.
Is the report updated if the ownership structure changes after delivery? The report records the ownership structure at the date of extraction. It is a point-in-time document. A subsequent change in the registry is not captured unless a new extraction is commissioned.
Can the report be used as a standalone document in an investor data room? The report is a factual compilation with source citations and extraction dates. Whether it meets the documentary requirements of a specific data room is a question for the parties to that transaction. The report does not carry a legal opinion or a qualification of the facts established.
Sources
The report draws on national commercial registries, filed constitutional documents, insolvency registers, and beneficial ownership registers where publicly accessible. Specific registries are identified in the report by jurisdiction, with extraction dates. No registry is cited without a corresponding extraction record.
Registry source names and official URLs are provided in the delivered report for each jurisdiction covered. Source citations follow the format: Registry name · extracted DD.MM.YYYY.
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