Buying a ready-made licensed VASP company is marketed on a promise of speed: "don't wait for a licence — buy a company that has one." The story on this page is different and more precise: a licence belongs to the legal entity, so a share deal does indeed buy the company with its licence — but in every serious regime the change of ownership control is itself a regulated transaction. It requires the regulator's prior consent or a notification, and the buyer is screened with the same logic applied to a fresh applicant. The M&A route saves time only when it is built as a regulatory process from day one.
That is exactly what our M&A service is: simultaneous management of all three rings — due diligence, regulatory consents and the transaction contract — so that the deal does not collapse at the stage where it most often collapses: the consent. Below: facts confirmed per regime, the due-diligence checklist and the Georgian layer.
A Change of Control Is a Regulated Transaction
In the MiCA space this frame is written into the regulation itself: the authorisation application (Article 62) requires checks on the management body and on qualifying shareholders — ten percent or more (Article 3(1)(36)) — and an acquisition comprising a qualifying holding re-runs those checks on the new owner. CySEC's fee schedule prices this process in euros: a proposed acquisition of a CASP — EUR 8 000 per proposed acquisition (Article 83), and a change of the management body — EUR 2 000 per change (Article 69). In the Czech Republic, since August 2025 only legal entities may provide MiCA services — so the buyer's legal form is itself a precondition of the decision.
Non-EU regimes follow the same logic. In Serbia the NBS issues consents for the appointment of management members and directors and for acquirers of a qualifying holding — with AML screening of the origin of funds and flags for offshore or high-risk exposure. In Armenia the central bank's (CBA) prior consent is required for the acquisition of a qualifying holding, and the decision must be taken within one month (Article 28). So wherever a "fast entry without the regulator" is being sold, what you actually have is a deal that cannot close without consent — and a deal closed without consent is itself a breach of the rules.
What a Shelf Company Saves — and What It Does Not
What it saves: the company already exists — with its status, its history, sometimes its banking relationships and internal processes; and the statutory clock of a fresh authorisation (in the MiCA space, a 25-working-day completeness check and a 40-working-day decision) is distributed differently on the consent track (in the Armenian example, one month on a qualifying holding). What it does not save: screening of the buyer. Documentation of sources, the reputation filter and transparency of structure still apply — and that is precisely the block that delays consents. We therefore run the shelf route so that the buyer's file and the transaction terms are prepared in parallel, not after the deal.