Regulatory and compliance · Compliance officer, transactional partner, in-house counsel
Screen a counterparty ownership chain for sanctions risk
A counterparty in a commodities transaction sits at the bottom of a five-layer ownership structure ending in two trusts. The run reads the corporate documents supplied and identifies where ownership and control questions arise.
- First draft
- A structured chain analysis comes back from one run, before the transaction is approved.
The problem
Step 01 of 05
Load the structure
Corporate registry extracts for each layer, two trust deeds, the counterparty's own ownership declaration and the screening report go on one matter.
Project Halcyon: SPA warranties and disclosure
Buy-side warranty review, disclosure analysis and cited due-diligence grid.
- Client
- Halcyon Bidco Ltd
- Reference
- WC-2026-0412
- Practice area
- Corporate / M&A
- Jurisdiction
- England and Wales
- Responsible partner
- E. Vance
No conflict check on file.Chat, on this matter
Compare warranties with the disclosure letter.
Three high-priority exceptions require action: the unregistered charge, the change-of-control right and the tribunal claim.
Send a message… (@ to mention tools)BalancedPrepare for- 25 Aug
Disclosure exceptions matrix
Chat
- 21 Aug
Disclosure exceptions matrix
Run · completed · 560 credits
- 18 Aug
Project Halcyon: Disclosure Letter
Document · indexed
- 16 Aug
Project Halcyon: Share Purchase Agreement
Document · indexed
- 4 Aug
Matter opened
Opened
Step 02 of 05
Map the chain
Prepare for: Work-Stream Memo. Each layer is set out with its holders and percentages, and aggregate holdings are calculated through the chain rather than layer by layer.
Agent
Jurisdiction
Prepare for
Deliver as
Instruction
What should the agent look for?Documents
Drop a contract, or pick one from the matter
Also on the matter
- Offer_letter_v3.pdf2 pages
- Staff_handbook_2025.docx61 pages
- Board_minute_14_Aug.pdf3 pages
Platform model · zero data retention · audit register onStep 03 of 05
Read the aggregation point
Two holders at the third layer are connected through a trust and together exceed the ownership threshold, which no single-layer view would show.
6 items need your confirmation14 authorities · Where we lookedSenior Associate Employment Contract: English Law Review
Summary
- 1.
Clause 9(c), non-competeHigh
The 12-month prohibition on working for any law firm anywhere in the UK, Ireland or EU, in any capacity, is almost certainly wider than reasonably necessary and therefore unlikely to be enforceable.
Tillman v Egon Zehnder Ltd [2019] UKSC 32 - 2.
Clause 11, data and monitoringHigh
Blanket contractual consent is not an adequate basis for general employment processing, special-category data or unrestricted monitoring.
UK GDPR, Arts 6 and 9 - 3.
Clause 4, holiday carry-overHigh
The unconditional five-day cap conflicts with mandatory carry-over rights where sickness, statutory leave or employer failure prevents leave being taken.
Working Time Regulations 1998, regs 13 to 13A
- 1.
Step 04 of 05
Address control separately
The memo treats control as its own question, covering board appointment rights in the shareholders agreement that survive a small shareholding.
6 items need your confirmation14 authorities · Where we lookedSenior Associate Employment Contract: English Law Review
Summary
- 1.
Clause 9(c), non-competeHigh
The 12-month prohibition on working for any law firm anywhere in the UK, Ireland or EU, in any capacity, is almost certainly wider than reasonably necessary and therefore unlikely to be enforceable.
Tillman v Egon Zehnder Ltd [2019] UKSC 32 - 2.
Clause 11, data and monitoringHigh
Blanket contractual consent is not an adequate basis for general employment processing, special-category data or unrestricted monitoring.
UK GDPR, Arts 6 and 9 - 3.
Clause 4, holiday carry-overHigh
The unconditional five-day cap conflicts with mandatory carry-over rights where sickness, statutory leave or employer failure prevents leave being taken.
Working Time Regulations 1998, regs 13 to 13A
- 1.
Step 05 of 05
Record the decision
The run, the documents it read and the conclusion are written to the audit register, which exports a printable bundle with a content digest for the file.
5 of 8 entries · digest sha-256Time Who Type Entry Matter 09:36 j.okafor Document Disclosure_letter_v4.docx uploaded · 18 pages HAL-2026-0031 09:30 e.vance Conflict check Conflict check on open · no matches across 38 matters RC-2026-0009 09:12 admin Member p.hartley added · role: Associate · 4 matters Workspace 08:55 r.chen Run Due Diligence Agent · review grid · 12 documents HAL-2026-0031 08:40 r.chen Verification Verify all · 6 authorities · 6 verified HAL-2026-0031 Exports carry a content digest so a reviewer can confirm nothing was edited after the fact.
What comes back
A document, not a transcript.
- The chain mapped layer by layer with aggregate holdings calculated through it.
- The connected holding at the third layer that crosses the ownership threshold.
- A separate control analysis covering rights that do not depend on percentage ownership.
- A recorded decision trail with the documents relied on, exportable for the file.
Authorities it checks
- Sanctions and Anti-Money Laundering Act 2018
- Russia (Sanctions) (EU Exit) Regulations 2019, SI 2019/855
What it does not do
- It does not screen names against sanctions lists; it reads the screening report supplied and works on the structure.
- It does not apply for a licence or contact the implementing authority.
- It cannot see a nominee arrangement that does not appear in the documents, and it says where the chain goes dark.