Companies tend to make large amounts of information public, sometimes because they are required by law, but also for promotion and marketing purposes. The large amount of information that companies make public can be very useful for investigations. But it can be hard to figure out what information is relevant and what is not, especially when investigating large multinationals with complex corporate structures. To help decide what information is relevant to your investigation, make sure that you are clear from the start what information you’re seeking and why. For these purposes, consider who are the key corporate actors, what are their potential roles and responsibilities and what evidence you might need to establish their role and responsibility. This list of actors will likely change as you advance your investigation.
This section outlines how to obtain company information from specialised resources, including national company / business registries, publicly-owned company resources and industry / other resources.
Your objective: mapping out all of the relevant corporate actors and their relationship.
1. Mapping out Corporate Actors
As you start and advance your online research remember to map out all the corporate actors (entities and individuals) that might be involved and their specific role in events. This is essential as it will enable you to identify potential criminal offences and legal avenues and jurisdictions for accountability down the line. In order to map out all of the corporate actors, you’re going to need to understand the corporate structure (holding companies, subsidiaries, affiliates, as well as shareholders) of your target company.
Keep in mind:
- Company X may be owned by one or more individuals or companies, who might themselves be owned by another set of entities or individuals. These actors might be based in different countries, complicating your research findings.
- At the same time, Company X may own other companies (partially or wholly as subsidiaries or affiliate entities) or be in partnership with other entities) through joint venture agreements, profit sharing agreements, etc.). Mapping out these relationships, depending on your investigation, may be equally important.
- Finally, it will likely be relevant for you to understand who manages Company X and, if the company has a Board (which is required in most countries), who sits on the Board and what power they exercise.
2. Public vs. private companies
Knowing whether the company you’re investigating is publicly versus privately owned is essential: you will generally be able to find a lot more information online about the company if publicly-owned.
|WHAT IS A PUBLICLY-OWNED COMPANY?||WHAT IS A PRIVATELY-OWNED COMPANY?|
|Shares owned by the public – including individuals, pension funds and other institutional investors||Shares owned by a small number of individuals (like its founding shareholders) and/or one or more companies (parent or holding company)|
|Shares listed and publicly traded on stock / security exchanges or markets (e.g., the London Stock Exchange)||Shares not publicly traded|
|Clear division between shareholders and the executives responsible for running the business||Potentially less clear division between shareholders and those running the business (e.g., a director may also be a majority shareholder)|
|More requirements to publicly disclose information||Fewer requirements to publicly disclose information|
In order to find out whether your company is publicly-owned, select a web-browser of your choosing (keeping in mind our tips in Protect Yourself) and search “Name of company” and “stock exchange”. The first few results should make clear whether the company is, in fact, listed and if so, in which stock exchange (e.g. Korea Exchange, New York Stock Exchange, Nigerian Stock Exchange, Bolsa de Comercio de Buenos Aires, etc.). and the first results will likely provide you with an answer.
3. Corporate documentation
Almost every country has a corporate registry that contains data on companies registered in that jurisdiction, and many of these registries are available to the public. The amount and quality of information can vary from registry to registry, but corporate registries can contain valuable information such as address, phone number, shareholders, annual reports, and so on.
National company / business registries will hold information on both privately-owned and publicly-owned companies. The amount of information available from a registry and the accessibility of that information will vary from country-to-country and depending on the size of the company you’re investigating. For example, tax havens or “secrecy” jurisdictions do not typically make corporate information available online or require companies to publicly disclose information like their shareholders, directors or financials. Smaller companies might benefit from exemptions on what financial and non-financial information they have to file with national registries.
Online corporate documentation:
|OpenCorporates||If you’re not sure what country your target company is incorporated in, or you’re looking for an individual director or shareholder, this website does a global search of various national company / business registries. In certain cases, it links you to the documents filed by the company with the national registry. As it does a global search, try to use the exact name of the company or individual you’re investigating. Otherwise it will return too many search results.|
|ICIJ Offshore Leaks Database||A database of offshore companies, foundations and trusts from The International Consortium of Investigative Journalists, searchable by country, person and address. Includes The Panama Papers, the Offshore Leaks, the Bahamas Leaks and the Paradise Papers investigations.|
|Aleph||A global archive of research material for investigative reporting maintained by the Organized Crime and Corruption Reporting Project, which brings together a vast archive of current and historic databases, documents, leaks and investigations. It includes archives and datasets about Health, Criminal Justice, Education, Politics, Business, Transportation, Military, Environment, or Finance|
|Seamless Horizons by C4ADS||This tool provides access to corporate registeries from around the world, but is only shared with NGOs on a case-by-case basis. Contact C4ADS if you’d like access!|
5. Corporate registries
Almost every country has a corporate registry that contains data on companies registered to that jurisdiction, and many of these registries are available to the public, online or in person. National company / business registries will hold information on both privately-owned and publicly-owned companies. The amount of information available from a registry and the accessibility of that information will vary from country-to-country and depending on the size of the company you’re investigating. For example, tax havens or “secrecy” jurisdictions do not typically make corporate information available online or require companies to publicly disclose information like their shareholders, directors or financials. Smaller companies might benefit from exemptions on what financial and non-financial information they have to file with national registries.
a. Online registries
Online company / business registries typically allow you to search by company name, company number or director name. That usually means you can’t do a word search of all documents filed with the registry (known as “filings”). If you are looking for information on an issue, you will therefore need to look at all filings made by your target company, and extract and record information from them. Or, if the site charges a fee for documents and you have limited resources, you will need to select the filings most relevant to the issue you’re investigating (e.g., filings like financial statements or that provide information on current or former directors and shareholders). This section also notes where you can conduct site searches through Google.
- RBA Information services provides a list of country-specific company registers.
- Seamless Horizons by C4ADS, which it shares with partners on a case-by-case basis. Contact C4ADS if you’d like access!
b. In-person registries
Where a country does not have an online registry or makes only limited information available online (like company name, company number and date of incorporation only), check whether it’s possible to order filings by phone or for someone in that country to go in person to the registry and get the paper filings. Alternatively, if you are short on time or have the resources, consider paying a search agent like Vistra International Company Searches. For a list of countries and prices where Vistra can get company information click here.
Some jurisdictions (like the British Virgin Islands) provide very little public information. However, it is worth looking through any company filings that you can obtain. Even if a company is not required to disclose details of its directors or shareholders, you might be able to find this information from another filing (e.g., if a director or shareholder has signed a document filed with the registry). You can then check what other documents this person might have signed or look for other companies that this person is a director or shareholder of. Even if the name of the signatory is not provided, you might be able to determine this by matching it with a known signature from another document. This can be particularly important if you’re trying to understand the role of a person in a potential crime. The ability to do this has been restricted in recent years by electronic filing systems.
It can also be useful to look at other filings, if the registry itself does not provide a list of current or former directors or shareholders of your target company. For example, some jurisdictions require companies to file notices when they issue new shares or appoint or dismiss directors, or to file statements annually listing their directors, share capital and shareholders. If a company files annual statements listing its shareholders and directors, you will need to check subsequent filings for any changes in shareholders and directors. Note that, in some jurisdictions, publicly-owned companies file shareholder information with stock / securities exchanges and regulators rather than with national company / business registries.
6. Publicly-owned company resources
If the shares or debt of your target company are listed on a stock or securities exchange, that will hugely increase the amount of information publicly available on the corporate actor or issue you’re investigating. Publicly-owned companies are required to report a lot more information than privately-owned companies, a the time of the initial public offering (IPO) and subsequently because their shares and debt are owned by the public (i.e., their shareholders or debtholders). They may also choose to disclose more information for promotion or marketing purposes.
The amount of information that a publicly-owned company makes available will depend on the stock / securities exchange on which its securities (i.e., shares or debt) are listed, national laws in the country where that exchange or company is based, and the industry it is engaged in. For example, companies with a “premium listing” on the London Stock Exchange have more disclosure requirements than companies with a “standard listing”. Companies listed on stock / securities exchanges in European Union member countries will be subject to stronger national disclosure laws because of EU directives and regulations. Oil, gas and mining companies have greater transparency requirements around payments to governments and their mineral reserves and resources. Some of these transparency initiatives apply equally to publicly-owned and privately-owned oil, gas and mining companies, for example if the relevant country or company is a member of the Extractive Industries Transparency Initiative.
The type of information made available can include:
- Annual and quarterly reports and financials (which include useful narrative reports by management)
- Sustainability reports and other corporate governance information (like current directors and human rights and other policies)
- Company announcements on significant events
- Prospectuses (when a company offers shares or debt to the public)
- Offer or takeover documents (when a company buys, sells or merges with another company)
- Key contracts
- Details of all group companies
- Details of key suppliers and customers
- Details of shareholdings and share purchases by directors and major shareholders.
For more detail on the type of information that publicly-owned companies are required to file in any country, you will need to look at relevant national laws, stock / securities exchange rules and regulations, and regulator rules and regulations.
a. Publicly-owned company websites
When investigating a publicly-owned company, the company’s website is a good place to start.
The Investors / Investor Relations, Shareholders, News and Media sections should include useful resources like annual / quarterly reports and financials, sustainability reports and other corporate governance information (like current directors and human rights and other policies), updates on specific operations and transactions, shareholder information, and other stock / securities exchange filings and announcements.
Annual and quarterly reports and financials will usually be in the “Annual Reports” or “Latest Financial Results” section of the company’s website, within the Investors / Investor Relations or Shareholders section. This section might also include transcripts or webcasts / recordings of annual general meetings and calls about quarterly and annual results. These can be important sources of information, especially because the information is being provided by senior level executives like the Chief Executive Officer or Chief Financial Officer.
|TIP! Finding financial and other information on subsidiaries: If you are investigating a subsidiary, holding or operating company that is part of a corporate group, their financial statements will usually be consolidated within the financial statements of the parent company. The consolidated accounts might not include much detail on that company, or the issue you’re investigating, particularly if the parent company has many subsidiaries and operations. If that is the case, always check for financials and other documents filed with national company / business registries by the specific company you’re investigating.|
Stock / securities exchange announcements are not always easy to find, but they are typically in the “Regulatory filings”, “Regulatory news and filings”, “Filings” or “Investor news” section of the website, within the Investors / Investor Relations, Shareholders, News or Media sections. Filings and announcements can also be accessed on stock / securities exchange and regulator websites, although exchanges tend to make them available for shorter periods of time than regulators. Regulatory announcements are usually more informative than standard company press and media releases.
b. Investor / shareholder information
For some companies, like retailers and banks, it can be hard to find the Investor / Investor Relation / Shareholder section of their websites. For example, the main website for Apple (www.apple.com) is geared towards customers and the link to the Investor site is right at the bottom of the page. It’s usually easier to find the Investor section and other relevant information through a search engine.
Finding information about shareholders and subsidiaries can also take more time. Not all publicly-owned companies list their major shareholders and subsidiaries on their websites. You will need to check their stock / securities exchange filings for this information. A company’s annual report and financials will normally include a list of their major shareholders and subsidiaries. You will then need to check this information is up to date, as a company might buy a new company or sell or reduce its interest in a subsidiary, and holdings by major shareholders can change frequently.
To update information on subsidiaries, check company press releases following the annual report as well as relevant stock / securities exchange filings like quarterly reports and financials and announcements of significant events.
Updating information on major shareholders can take a bit more effort. Major shareholders are typically required to file reports with a stock / securities exchange, if their shareholding or voting rights in a company listed on that exchange exceed or fall below a certain percentage, or if they make subsequent share purchases above a certain percentage. Some stock / securities regulators do provide up to date information on major shareholders. You can also find up to date information on major shareholders through financial websites. However, do double check this information through looking at the major shareholder reports for that company filed since its annual report.
If those major shareholders are relevant to your investigation, you will then need to investigate them by using this guide.
c. Stock / Securities Exchanges and Regulations
Stock / securities exchanges and regulators will provide access to filings and announcements by companies listed on that particular exchange or on exchanges within the jurisdiction of that regulator. Some of the exchange and regulator websites are relatively user-friendly, and it is easy to find the information you require. Where a site is less user-friendly, you can conduct site searches through search engines.
|TIP! The pros and cons of exchange and regulator websites: All information on these sites is free. This is beneficial for investigators with less resources. However, it does mean that these sites can be more difficult to search. For example, they can have limited search parameters. It also means that you will have to search various websites for information on the relevant corporate actor or issue. If you have more resources, consider using a specialist online database, as you can normally do free text searches across various exchanges and regulator websites.|
If your target is a company listed in the U.S., annual filings by the company can be found on the US Securities and Exchange Commission (SEC) website. In particular, all the filings of a company, including its annual reports, financial statements and any prospectuses, can be found on the Electronic Data Gathering, Analysis and Retrieval System, known as EDGAR. Most of the filings on EDGAR can be downloaded or viewed for free.
Canada has a similar website called the System for Electronic Documentation Analysis and Retrieval, known as SEDAR.
7. Judicial data
Court records can provide valuable information for investigations, though their comprehensiveness, ease of use, and accessibility vary by jurisdiction. Lists of judicial registries by jurisdiction can be found through the World Legal Information Institute or resources provided by New York University.
A minority of countries or jurisdictions publish publicly accessible property registries. These can be centralized or split into different registries associated with states or other territorial delineations. Alternative resources for identifying land ownership or land use include tax databases and concession information, which, like property registries, are highly dependent on the transparency of the jurisdiction in question.