A Review of the “Guideline for Preparing the List of Disqualified Parties in Transactions with the National Iranian Oil Company and Its Subsidiaries”: With a Glance at Corporate Veil Piercing
Volume 10, Issue 1, Winter 2026, Pages 81-102
https://doi.org/10.22050/pbr.2025.552366.1415
Amin Habibirad, Diba Jafari, Sayyedeh Fatemeh Fateminia
Abstract The compilation of a list of disqualified entities by NIOC serves as both a supervisory and deterrent mechanism to prevent violations and mitigate legal and financial risks associated with high-risk contracts. This directive has been designed with the objective of enhancing the integrity of the tendering process, ensuring fair competition, enforcing regulations governing public procurement and governmental transactions, and guaranteeing that work is not repeatedly delegated to companies that have demonstrated an unsatisfactory performance history in prior projects. However, an exclusive focus on the legal personality of companies may reduce the deterrent effect, as offending entities may continue their activities under subsidiary or shell companies.
This study proposes the inclusion of the managing director and members of the board of directors—as the key natural persons influencing a company’s decision-making—alongside the legal entity itself in the blacklist of disqualified contractors, presenting this measure as a practical and low-cost approach to enhancing the effectiveness of the disqualification system. Using a descriptive–analytical method, the research reviews the current directive, outlines the legal foundations of managerial accountability, and evaluates both the feasibility and effectiveness of this proposed reform, while also addressing the practical and legal challenges associated with piercing the corporate veil. The findings indicate that extending the disqualification list to relevant individuals can meaningfully strengthen the deterrent function of the existing supervisory mechanism