Due diligence on a partner or director as a private individual

In short: before admitting a new partner into an SRL (limited liability company) or appointing a director, you can check the person directly, not just the company they intend to take part in. Protests and proceedings against them, positions and shareholdings already held in other companies, and property registered in their name: public data that complete the corporate due diligence, read together with the rest of the transaction.

The difference from the beneficial owner of an existing company

If you are checking an existing company, the beneficial owner already emerges from the recursive screening of that company: see the guide on the beneficial owner. Here the starting point is different: you already have the name and tax code of a specific person, a candidate partner or a director proposed by an investor, and you want to check them directly, before they appear in any company register extract of the company you are setting up or amending.

What emerges from checking the person directly

• Positions in other companies, other than the one you are evaluating them for: whether they already hold operational roles elsewhere that could compete for their time or resources.
• Shareholdings in other companies: including minority stakes, which would not emerge from a beneficial owner screening based only on the control threshold (more than 25% of direct ownership).
• Protests and insolvency proceedings against them, as a private individual: a past personal financial difficulty weighs even when the new company does not yet have its own history.
• Property registered in their name (Land Registry, national search): one more asset-related fact, to be read together with the others.

When it is worth starting from the person, not the company

A minority shareholder who enters with a stake below 25% does not emerge as a beneficial owner under the ownership criterion, but may nonetheless bring to the shareholder base a significant personal financial situation, or positions in other companies that are relevant for a conflict of interest. Likewise, a director proposed by a shareholder or an investor, before being appointed, does not appear in any register extract of the company they are about to manage. In both cases, checking the person directly, rather than waiting for them to appear in a register extract, brings the information forward to the moment when it is still useful for deciding.

A specific case: the minority shareholder and contributions to a capital increase

When a capital increase requires each shareholder to pay in their proportional share, the personal financial strength of a minority shareholder weighs as much as that of a majority shareholder. If they cannot pay their part, the company receives less than planned, or the other shareholders must cover the difference so as not to dilute their own stake. Checking the shareholder's protests, proceedings and, in the extended tier, property registered in their name before relying on their contribution is a way of forming a preliminary view, not a guarantee that they will pay in what was agreed: it remains a commitment that the shareholder may or may not honour, regardless of the public signals available today.

The limits of this check

It is valid only if the purpose is declared as "due diligence on a partner or director, within an ongoing corporate or commercial transaction", and not for a generic check on anyone. It is not an opinion on the most suitable corporate structure (shareholding percentages, shareholder agreements, governance): that remains the task of a notary or a corporate accountant, with this data as an informed starting point rather than a substitute. See the privacy notice for the legal basis, sources and the data subject's rights.