M&A Compliance Advisory for a Financial Services Group

A financial services group evaluating acquisition opportunities in Saudi Arabia required specialized compliance advisory support. The group sought to acquire licensed entities in segments such as financial brokerage, fintech services, and lending platforms. However, Saudi Arabia’s financial regulations enforced by the Saudi Central Bank (SAMA) and the Capital Market Authority (CMA) are highly detailed and strictly monitored. The client needed a compliance-led M&A strategy to minimize regulatory risks and ensure smooth transaction approvals.

We delivered an end-to-end M&A compliance advisory solution that assessed regulatory exposure, mapped licensing requirements, evaluated target compliance maturity, and developed corrective action plans. The solution included compliance audits, risk scoring, documentation reviews, AML assessments, and alignment checks against SAMA and CMA standards. We also prepared regulatory communication materials and approval packages, ensuring the client could engage regulators confidently and transparently. Our compliance roadmap helped the client structure deals that minimized legal risk and maintained regulatory confidence.

Our compliance advisory approach included:

• Comprehensive regulatory mapping, covering all SAMA and CMA requirements relevant to the acquisition.
• Target company compliance audits, evaluating AML controls, cybersecurity measures, governance frameworks, and reporting accuracy.
• Risk scoring system, classifying compliance gaps by severity and likelihood of regulatory impact.
• Regulatory approval planning, outlining documentation, timelines, and engagement strategies.
• Deal structuring recommendations, ensuring alignment with licensing conditions and ownership rules.
• Post-acquisition compliance roadmap, detailing corrective actions, implementation timelines, and monitoring mechanisms.

We provided clear compliance-focused recommendations to support the acquisition:

• Prioritize targets with strong governance structures, reducing remediation costs and approval delays.
• Address material compliance gaps pre-closing, preventing regulatory exposure and protecting customer trust.
• Develop a dedicated compliance integration team, ensuring continuity of operations during transition.
• Engage regulators early, demonstrating transparency and building confidence in the acquisition strategy.
• Implement enhanced reporting and monitoring tools, improving audit readiness and regulatory alignment.
• Establish an internal compliance training program, preparing teams for SAMA and CMA expectations post-acquisition.

The compliance advisory reduced regulatory approval risks by over 50% and improved transaction readiness. Gap remediation planning prevented potential penalties estimated at SAR 6–9 million, while stronger compliance alignment accelerated approval timelines by 30–35%. Deal structuring guidance reduced post-acquisition corrective costs by 20–25%. Overall, the engagement safeguarded the buyer’s reputation and strengthened the long-term sustainability of the acquisition.