In many but not all cases, it is possible to use open source public records to identify the owners of a company in Iran, depending on the corporate type.
The Iranian Commercial Code provides for eight corporate types, the most common of which are the public and private joint stock companies and the limited liability company.
Joint Stock Companies
Joint stock companies (JSCs), both public and private, must have a minimum of three shareholders.
Public JSCs must have a minimum of five directors, including a Chairman and a Vice Chairman; private JSCs are required only to have the Chairman and Vice Chairman. Directors must be elected by the shareholders at least once every two years and, crucially, must be chosen from amongst the shareholders. That means that, for a public or private joint stock company, all directors are also shareholders.
Changes to the board of directors are reported in the Iranian Gazette and often include not only directors' names, but also their unique National ID Numbers.
When doing this type of ownership analysis, it is important to keep in mind:
- These disclosures will not tell you the exact share percentages held by each of these shareholders.
- There may be additional undisclosed shareholders. Board members must be chosen from amongst the shareholders but do not necessarily constitute all the shareholders.
- Legal entities can be elected to the board of directors. In those cases, the legal entity usually appoints a natural person to attend board meetings as its representative. The legal entity, not the representative, is the shareholder.
Limited Liability Companies
Limited liability companies must have at least two partners and at least one director, but the director/s do not have to be chosen from amongst the shareholders. Identifying shareholders from the board of directors, therefore, does not work for this corporate type.
That said, limited liability companies sometimes disclose changes to their capitalization and ownership structure in the Gazette. Though disclosed inconsistently, when it is disclosed this information often provides a complete picture of company ownership, including all owners and their ownership stakes.