Anchored to UK statute. Last verified 25 October 2026. View source-of-record.

maduediligencechecklist.com

The UK M&A Due Diligence Checklist

Schedule

IX

Regulatory


NSI Act, CMA thresholds, FCA change-of-control, sector regulators.


  • IX.1
    Confirm whether the target operates in one of the 17 NSI Act mandatory-notification areas (19 once the Water, Semiconductors and Critical Minerals changes confirmed in March 2026 take effect).[NSI Act 2021]
    Severity A
  • IX.2
    If mandatory NSI notification applies, plan for acceptance plus the 30-working-day review period (and a 30 + 45 working-day assessment if called in).[NSI Act 2021]
    Severity ABuy-side
  • IX.3
    Assess voluntary NSI notification on a non-mandatory acquisition close to a sensitive sector.[NSI Act 2021]
    Severity BBuy-side
  • IX.4
    Assess CMA merger jurisdiction: target UK turnover > £100m, 25% share of supply, or the 33% / £350m hybrid test (DMCCA 2024, from 1 Jan 2025).[CMA]
    Severity A
  • IX.5
    Consider CMA pre-notification briefing where jurisdiction is plausible but not clear.
    Severity BBuy-side
  • IX.6
    If target is FCA-authorised, confirm Part XII FSMA change-of-control approval window (60 working days).[FCA change-of-control]
    Severity A
  • IX.7
    Confirm threshold conditions and any current FCA supervisory action.
    Severity A
  • IX.8
    Identify sector regulator notifications (Ofcom, Ofgem, Ofwat, CQC, SRA).
    Severity B
  • IX.9
    Confirm CQC registrations and inspection ratings (healthcare).[CQC]
    Severity A
  • IX.10
    Review trading licences, environmental permits and renewal status.
    Severity B
  • IX.11
    Confirm export-control and sanctions-screening procedures.
    Severity B
  • IX.12
    Identify any pending regulatory investigation or undertakings.
    Severity A
  • IX.13
    Confirm public-procurement compliance for any framework agreements.
    Severity B
  • IX.14
    Review competition-law compliance programme.
    Severity C
  • IX.15
    Identify foreign-investment notifications in jurisdictions of operation.
    Severity BBuy-side

Reviewed by Oliver Wakefield-Smith, Founder, Digital SignetLast verified 21 June 2026Schedule IX

This page is anchored to UK primary legislation and named regulator guidance only. Not legal advice. Confirm position with your appointed adviser before signing.