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Checklist Dec 2024 · 9 min read

The 47-point M&A compliance checklist for fintech acquisitions

Every material compliance question to answer before advancing from due diligence to regulatory approvals.

47
questions mapped to guardrail IDs, regulatory basis, and SPA mechanics.
Written for Buyer Legal

How to use this checklist

Each of the 47 items maps to a guardrail ID, a regulatory basis, and a recommended SPA mechanism if the item cannot be resolved before signing. The checklist is organised by phase gate.

A "No" or "Unknown" answer is not a reason to stop the deal — it is a reason to open a specific remediation track or draft a corresponding SPA mechanism.

Phase 3 → Phase 4: AML programme

GRQuestionIf No / Unknown
GR-008Independent AML audit completed within 18 months?Price reduction + audit escrow
GR-009BSA Officer has signed retention agreement?Retention escrow (18-month cliff)
GR-003CIP meets acquiring entity standard?Remediation escrow, 12-month cure
GR-002OFAC screening current and comprehensive?Warranty + indemnity
GR-004SAR filing cadence consistent with risk profile?Representations + indemnity
GR-005No material SARs filed in last 24 months?Disclose to R&W insurer
GR-006Transaction monitoring system calibrated?30-day post-close review requirement

Phase 3 → Phase 4: payment licensing

GRQuestionIf No / Unknown
GR-011All MTLs transferable to acquiring entity?R&W escrow covering interim period
GR-012BIN sponsorship agreements assignable?Consent required pre-close
GR-013Network membership agreements transfer?Scheme notification letter required
GR-014Change-of-control consent obtained from scheme?Block close until obtained

Phase 3 → Phase 4: regulated roles

GRQuestionIf No / Unknown
GR-026All regulated role holders identified and confirmed?Role register required
GR-027FCA Approved Persons confirmed for new entity?FCA application required
GR-028CAMS-certified team density adequate?Hiring plan required as CP

Phase 4 → Phase 5: regulatory approvals

GRQuestionIf No / Unknown
GR-020FCA change-of-control notification filed?Block SPA until filed and acknowledged
GR-021CBK prior approval received (Kenya)?Block SPA; 60-day minimum notice
GR-022RBI prior approval received (India)?Block SPA; prior approval mandatory
GR-025KDPA cross-border data transfer agreements executed?Data processing addendum required
GR-026GDPR Art. 37 DPO confirmed post-close?DPO retention agreement required

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