Prepare a short brief
Sector, location, structure being considered and the decision date help us scope the work accurately.
Due Diligence & Risk
Legal Due Diligence
Independent legal review of Iranian counterparties, target companies, and asset portfolios before you commit capital.
Before signing an MoU, joint-venture agreement, or share-purchase contract in Iran, foreign investors need a clear picture of the legal exposure attached to the counterparty and the asset. Our legal due diligence practice combines Iranian corporate lawyers with sanctions-aware international counsel to produce a single report you can take to your board and your bank.
What’s Included
Corporate Standing
Verification of Companies Registration Office filings, board minutes, shareholding history, and capital changes.
- Registry certificates
- Articles of association
- Shareholder ledger
- Board resolutions
- Capital reduction history
Contractual Exposure
Review of material agreements, supplier contracts, loan covenants, and licensing terms.
- Change-of-control clauses
- Termination triggers
- Penalty exposure
- Guarantees & sureties
- Foreign-currency obligations
Litigation & Enforcement
Searches across Iranian commercial courts, arbitration centres, and execution offices.
- Active lawsuits
- Enforcement orders
- Tax disputes
- Labour claims
- Customs proceedings
Regulatory & Licensing
Confirmation that operating licences, environmental permits, and sector approvals are valid and transferable.
- MIMT licences
- Environmental approvals
- Health & safety permits
- Sector-specific permits
- Free-zone authorisations
Real Estate & Assets
Title searches at the National Deeds Office and physical inspection of land and plant.
- Title verification
- Mortgage & lien search
- Lease validity
- Boundary disputes
- Zoning compliance
Sanctions & Compliance
Cross-checks against OFAC, EU, UK, and UN lists for ultimate beneficial owners and key counterparties.
- SDN screening
- EU consolidated list
- UBO mapping
- Sectoral restriction review
- Audit-trail documentation
How We Engage
Each step ends with something you can review before the next one begins. Timing depends on document availability and third-party responses.
- 01
Scoping & NDA
Agree the perimeter, materiality thresholds, and confidentiality framework.
Review point: agree the output before moving on.
- 02
Data Room Review
Structured review of disclosed documents with red-flag tracking.
Review point: agree the output before moving on.
- 03
Public Record Searches
Independent verification through Iranian registries and court systems.
Review point: agree the output before moving on.
- 04
Management Interviews
Targeted Q&A with the target's legal, finance, and operations leads.
Review point: agree the output before moving on.
- 05
Report & Remediation
Findings report with risk rating and recommended pre-closing conditions.
Review point: agree the output before moving on.
| Area | Your side | Our side |
|---|---|---|
| Objectives | Define the decision you need to make and your constraints | Translate the objective into a written scope and question list |
| Documents | Supply records, authorisations and access to counterparties | Request, organise and flag missing or inconsistent evidence |
| Third parties | Appoint licensed lawyers, auditors or banks where required | Coordinate inputs and keep a shared issues log |
| Decisions | Approve each output and take the final commercial decision | Explain findings, limitations and remaining open questions |
Name decision-makers
Tell us who approves outputs and who can authorise access to records, sites or counterparties.
Check sanctions and licences
Confirm your own compliance position early; we cannot provide sanctions clearance or legal opinions.
Commission a Legal DD Report
Move from heads-of-terms to signing with a defensible legal picture of your Iranian counterparty.
Legal DD in detail
Review evidence before agreeing transaction terms
A legal review should distinguish verified facts, management statements and documents that could not be obtained. A clean registry extract alone does not establish that an asset is transferable, a licence survives a change of control, or a beneficial owner is unrestricted. Ask for a findings schedule that connects each material issue to a closing condition, contractual protection or further investigation. Public-record access and document completeness should be stated as limitations, not silently treated as a clean result.
What you receive
Deliverable
Format
Bilingual legal DD report with red-flag log
Format: PDF · EN/FA
Companies Registration Office certificate pack
Format: Certified copies
Court & enforcement search results
Format: Per-jurisdiction memo
Licence and permit validity matrix
Format: Excel
Sanctions-screening evidence on UBOs
Format: Timestamped PDFs
Pre-closing remediation map
Format: Conditions schedule
Evidence to prepare
- Current registry extracts, ownership history and signing authority
- Material contracts, licences, title records and dispute disclosures
- A list of missing evidence and unresolved closing conditions
Engagement timeline
Phase 1
Scoping & NDA
1 week
Phase 2
Data-room & registry review
3 weeks
Phase 3
Management interviews
1 week
Phase 4
Report & remediation
1 week
Total — 6 weeks typical
Planning estimates only. Confirm the schedule in the proposal; authority decisions, document availability and bank acceptance may change it.