How to check a foreign partner or company before a transaction: how an investigation differs from a counterparty check, how to read structures held through nominees, and what to look at on sanctions.
A cross-border deal differs from a domestic one in that you know almost nothing about the person across the table. You have a presentation, a website, a handsome office in Dubai or Singapore and an introduction from a mutual acquaintance. That is enough for a meeting and not enough for a decision. This article is about what checking a foreign partner looks like when the cost of a mistake is measured not in percentages but in the capital itself.
A counterparty check answers whether the company exists and whether it has visible problems: registration, directors, accounts, litigation. For a foreign company this is done too, and done quickly. But in most serious deals the questions are different. Who really owns this company, and why is the structure so complex? What is the history of the people who control it? What happened to their previous projects and partners? Is there sanctions exposure that the presentation does not mention? These are answered by an investigation, not a check.
In many jurisdictions a company may be owned by another company, which is owned by a trust, which is administered by a professional trustee in a third country. This is lawful and often justified. It also makes it possible to hide that behind the partnership stands a person with a history of bankruptcies, conflicts or prosecution.
Reconstructing the real ownership structure means working with the registries of several countries, corporate history, public filings and open data. The key skill is reading the structure as a whole: links between companies through shared directors, addresses, auditors, registration dates. Individual registries show fragments. The picture comes from putting them together.
A nominee director or shareholder is common practice in a number of jurisdictions. A nominee on its own is not a warning sign. The warning sign is a nominee used to conceal a beneficiary who cannot or will not appear in the documents. A professional nominee is recognisable: dozens or hundreds of directorships across unrelated companies. The task is to find out who stands behind the nominee in this particular deal.
A company is its owners and managers. Their previous projects, partners, litigation and press coverage say more about the future of the deal than the financial statements do. Recurring patterns are especially telling: several projects, each ending in a conflict with investors; a series of companies liquidated with debts; promises of an IPO or a sale that have not materialised for years.
This history is almost always in open sources - but in another language, another jurisdiction, and not under the name in the presentation.
Checking sanctions exposure is now mandatory for any deal with a foreign element. It is not only about direct presence on a list. What matters is ownership of 50 percent or more by a sanctioned person, control without formal ownership, business ties to sanctioned structures, and sectoral restrictions. A partner's exposure becomes the deal's exposure, and then yours.
The reverse task is no less common: an investor from the Gulf, Asia or Europe is considering a partnership with a Russian entrepreneur. Foreign advisers, as a rule, do not read Russian registries and court records in the original and do not understand how nominee structures in the CIS are built. The investor ends up with either a superficial report or a refusal to take the assignment. Such tasks need a team that works in both systems.
A document that answers the questions rather than listing sources: who really owns and manages, what history these people have, where the presentation diverges from the facts, what the sanctions exposure is, which risks matter for this particular deal. And a conclusion - not "recommended" or "not recommended", but on what terms the deal is possible and which questions to put to the partner before signing.
Forensic Privé conducts pre-deal investigations in the UAE, Europe, Asia, Russia and the CIS. We work with registries and court records in the original language and reconstruct ownership structures held through nominees.
One paragraph in a secure channel is enough. We sign an NDA before the first question and respond within one working day.