Starting on 1 January 2013, the California Secretary of State (CA SOS) implemented changes to entity and agent address information required in business entity filings. The CA SOS memorandum is online here.
Archive for the 'Company Research' Category
Company Check Ltd. has “compiled records of over 5 million company directors (in its Director Check database), every company they are part of and the financials behind them, allowing you to see background information and other interests of company directors in the UK. Information about Directors includes Full Name, Date of Birth and Registered Address.”
They also operate the Company Check site where company registration details, key financials and director records, are currently available at no charge. Paid subscribers can also access current and historical credit scores and limits, county court judgments, detrimental data and more.
These are not replacements for searches of the authoritative source, Companies House, but they are useful for initial searches.
The descriptions of the two sites raise some questions about content if both represent the same official data source. As you can see above, Director Check says it has records for 5 million directors. However, the Company Check site gives the following stats: “12,000,000 directors listed with 10 million service addresses… 8,000,000 companies stored in our database.” I guess they are saying that they only made 5 million directors searchable in the Director Check database.
Most cities issue business licences. Some cities make it easier to search the licences than others. Toronto allows you to make your own database by offering a Comma Separated Value (CSV) file at http://opendata.toronto.ca/mls/business.licences/business.licences.csv. This is great if you want to track what is at an address over time. We get this file every year and add a field for the year we get it.
You can use the Business Licence Lookup site at http://app.toronto.ca/LicenceStatus/setup.do?action=init to conduct an individual search.
BULK SALES ACT SEARCHES – Ontario Only
Sales of large quantities of stock or the sale of assets and equipment of the business itself outside the regular course of business are considered a sale “in bulk”. The Bulk Sales Act is designed to protect the creditors of a business owner by requiring the owner to follow the procedures of the Act for sales outside the regular course of business.
If a buyer wishes to purchase the assets and equipment of a business, the seller “in bulk” must provide an affidavit stating that all creditors have been paid, or they will be paid from the proceeds of the sale. In some cases the buyer pays an assigned trustee and creditors of the business may wish to waive their rights in which case the proceeds are paid.
A ‘Bulk Sales search‘ determines if a bulk sales affidavit has been filed with the relevant Ontario Superior Court of Justice office.
The Private Investigator (PI)
If you are interested in an Ontario business’s assets, debts, cash flow, and general financial condition, then a a Bulk Sale Act search is an important search. It may tell you if the business is failing or if it has suffered a set-back. You may learn of an abandoned line or the sale of a production facility. You may learn of a legal action in another jurisdiction by contacting or researching the other parties to the bulk sale. Any sale that indicates that creditors will be paid from the proceeds of the sale may indicate a judgment that is being satisfied or it may be part of the settlement of a claim.
The Bank Act
The Bank Act (1991, c. 46) is an Act of the Government of Canada respecting banks and banking. The Canadian banking industry includes 20 domestic banks, 24 foreign bank subsidiaries and 22 foreign bank branches operating in Canada.
Canadian Banks & Lending
Canadian Banks have the right to lend money to wholesalers, retailers, shippers and dealers in “products of agriculture, products of aquaculture, products of the forest, products of the quarry and mine, products of the sea, lakes, and rivers, of goods, wares and merchandise, manufactured or otherwise” on the security of such goods or products, and to lend money to manufacturers on their goods and inventories.
The Private Investigator (PI)
When doing a background investigation of a person, the PI will be looking for previously unknown assets, banking and financial arrangements, or corporate affiliations. When investigating a company, the PI will be looking for previously unknown assets, banking, and financial arrangements. In both cases, the equity held by the subject in the assets will be of interest. Searching the Bank Act Security Registry may reveal all of the above.
Bank Act Security Registry
Under S. 427 of the Bank Act, the borrower must sign a document that provides the bank with the first preferential lien on the goods or equipment. The Bank then registers a ‘Notice of Intention‘ to take the goods as security, to perfect its security interest.
The Bank of Canada offers a Security Registry service which may be searched for registrations. The search will reveal whether the Bank of Canada has taken security on property that may interest you. If the Bank does have a claim on the property, then it means that it has loaned the customer money and that it has the right to take possession of and sell the property if the loan is not paid. This is important for you to know for two reasons. First, it shows that the person or business is indebted to a Canadian chartered bank and may have equity in the property listed in the security agreement. Second, it may uncover previously unknown assets, banking and financial arrangements, or corporate affiliations. You will need to provide the name of the person or business being searched.
Years ago, we only did this when we suspected the subject person or company might have an interest in an agricultural business. Today however, we find more non-agricultural businesses in the Bank of Canada registry. We have online access to the Bank of Canada registry to search for Bank Act Security items. The search results often indicate that a business assigned its inventory to a bank as security under the Bank Act.
A manual search for Notices of Intention filed under Section 427 of the Bank Act are conducted at the agency of the Bank of Canada in the province or territory where the debtor’s place of business is located. For Bank Act searches, “agency” means, in a province, the office of the Bank of Canada or its authorized representative but does not include its Ottawa office, and in Yukon, the Northwest Territories and Nunavut means the office of the clerk of the court of each of those territories respectively [see S. 427(5)].
Environmental law violators in British Columbia are now in a searchable online database. “The free database includes a wide variety of compliance and enforcement actions taken by ministry staff and enforcement officers. It includes orders, administrative sanctions, tickets and court convictions covering hunting and fishing, open burning, mud bogging, dam safety, and pesticide and pollution violations.”
Recently, I have been involved in a series of jobs involving Operational Risk.
Operational Risk arises from:
- inadequate or failed processes and controls,
- external events
- contractual obligations
- compliance issues
Lawfare is the most interesting aspect of this type of work. Lawfare is a form of asymmetric warfare that is waged via the courts with the intention of damaging the firm. Special interest groups, radicals, and competitors will use this to create financial damage and create ill will towards the targeted company.
The Investigator’s task is usually to identify the funding sources and relationship of the plaintiff to individuals and groups who would benefit from the use of this tactic.
I found a new new site indexing UK company records based on a snapshot taken on 4th March 2010 which includes names of their directors but not their addresses. This is searchable by the person’s name.
we bought the Companies House appointment snapshot and dropped it into a quick little searchable symfony app so you can browse the data – it’s the directors and secretaries of every UK company, cross-linked.”
Incorporation In Canada
The Constitution Act, 1867, S. 92 (11) Awards the provinces the power to allow “The Incorporation of Companies with Provincial Objects”.
You will notice the term “Provincial Objects”. This means that the federal government may also allow the formation of corporations with federal or national objects. The territories may also form corporations.
This means that in Canada, 10 provinces, 3 territories, and the federal government have mechanisms to form corporations.
The following articles have links to company registers that I am often asked about.
The following two articles are required reading for anyone who must search by company or product name.
- Not Brands but Entities: The Influence of Named Entities on Google and Yahoo Search Results
- Google Search Results Dominated By One Domain
Furthermore, the Official Google Blog post titled Showing More Results from a Domain, indicates that their algorithm is intended to show searchers more results from a single domain where evidence exits that there is a “strong user interest in a particular domain.” They also note that the last few results (on a search results page set to show 10 results) are from other domains to preserve diversity in the results.
This has serious implications for anybody doing due diligence research as many derogatory entries in the search engine database will not appear without additional search terms. It also means that search results set to 10, 20, 30, 50, and 100 per page may give radically different proportions of search results when sorted by domain.
Finding EU material on companies can be tricky; Search Europa is a good starting point before starting more complicated searches.
Every company or individual person who files a disclosure with the SEC receives an unique ID, the Central Index Key (CIK). You can use the CIK to search for company or fund filings on EDGAR .
The CIK Look-up has only one input field in the interface entitled Company, however, it will work for a person’s name also.
Here is my advice on researching Belize corporations.
International Business Company (IBC)
First, check the IBC struck-off list at:
The International Business Companies Registry is located in the Marina Towers building in Belize City. A competent & experienced staff is available to help you.
Marina Towers, Suite 201
Belize City, Belize
Telephone numbers: 501-223-5108 / 223-5120 / 224-4701
Fax number: 501-223-5124
E-mail address: firstname.lastname@example.org
Contact Person: Ms. Katherine Haylock, Deputy Registrar
Other Company Types
Normally you must travel to Belmopan, the capital, to visit the Companies’ Registry and request a computerized name search of all existing Belizean company names, which takes a few minutes to complete. however, a request can also be done by telephone or fax at a fee of BZE 50
The contact information is as follows:
Belize Companies and Corporate Affairs Registry
Ground Floor Garden City Hotel
Mountain View Boulevard
Belmopan City, Cayo District
Belize Central America
TEL: 822- 0421/ 822-0531
FAX: 822- 0422
Belizean laws allow for the following categories of business ownership:
* Private Companies
* Limited Liability Partnership
* Limited Life Companies
* Joint Ventures and Cooperatives
* Sole Proprietor
* Public Investment Companies
* International Business Companies
* Trust Funds
The Most Common Off-Shore Business Structure in Belize
Almost all offshore or foreign businesses use the International Business Company or Trust forms, sometimes in combination.