Cross-border investment usually involves a detailed review of company documents before any agreement is signed. Overseas investors, lawyers, banks and advisers may ask for evidence that a UK company exists, is properly structured, owns its assets and has authority to enter into the transaction.
The documents may be valid in the UK, but they may still need certification, legalisation, translation or embassy attestation before they are accepted abroad.
Company registration documents
Investors commonly ask for documents proving that the UK company is legally registered.
This may include a Certificate of Incorporation, Companies House company profile, company extract, Memorandum and Articles of Association or other official company records.
If the documents are downloaded or printed from online records, they may need solicitor or notary certification before they can be legalised for overseas use.
Certificate of Good Standing
A Certificate of Good Standing may be requested to confirm that the company is active and properly maintained.
Investors may want this document to be recently issued, especially where it is being used for transaction approval, regulatory checks or bank onboarding.
If the certificate is electronic or does not carry a verifiable signature, seal or stamp, certification may be required before legalisation.
Directors, shareholders and ownership structure
Due diligence often includes checks on who owns, controls and manages the company.
Documents may include director appointment records, shareholder registers, share certificates, PSC information, ownership structure charts and group structure documents.
Because many of these are internal company records, they often need solicitor or notary certification before legalisation.
Board resolutions and authority to sign
Investors may ask for evidence that the transaction has been approved by the company.
This can include board resolutions, shareholder resolutions, signing authority letters or Powers of Attorney.
The document should clearly state who is authorised to sign, what transaction is being approved and what powers have been granted.
Financial and tax documents
Financial due diligence may involve bank statements, audited accounts, management accounts, tax returns, VAT certificates, HMRC letters, accountant letters or proof of source of funds.
Many financial documents are issued digitally, so they may need solicitor or notary certification before they can be used overseas.
Some documents may also need to be recent, depending on the investor’s requirements.
Contracts and commercial agreements
Investors may request key contracts to understand the company’s obligations and revenue.
This can include customer agreements, supplier contracts, distributor agreements, employment contracts, leases, IP licences or loan agreements.
Private contracts usually need solicitor or notary certification before legalisation if they are being submitted formally abroad.
Intellectual property documents
If intellectual property is part of the investment value, investors may ask for trademark, patent, copyright, licence or assignment documents.
UK IP documents may need to be issued in an official format or certified before legalisation.
The correct route depends on whether the document comes from an official registry, a private agreement or an internal company record.
Translation and embassy attestation
If the investor, bank or foreign authority does not accept English documents, certified or sworn translation may be required.
For countries outside the Hague Apostille Convention, UK legalisation may not be the final step. Embassy or consular attestation may also be required before the documents are accepted.
These steps should be checked early because due diligence timelines can be strict.
Prepare a complete due diligence pack
Before sharing documents, ask the overseas investor, lawyer or adviser for a clear checklist.
Confirm which documents are required, whether originals or certified copies are accepted, whether notarisation is needed, and whether legalisation, translation or embassy attestation applies.
If your UK company is preparing for cross-border due diligence, 12 Apostille can review the document list, confirm the correct route and help prepare company paperwork for international use.