Glossary — The Filing Room

Core filing vocabulary

Authorisation core: A regulator’s grant to carry on regulated activities — often prudential and conduct conditions attached. Stronger than a bare administrative registration. UK/EU payments usually say “authorised PI/EMI.”
Licence / license core: Marketing word for “permission to operate.” On the file it may mean authorisation, a state MTL, a VARA activity licence — or only a registration. Always match the live register string, not the slide.
Registration core: Being listed for an administrative or AML gate (e.g. UK MLR crypto register, US FinCEN MSB). Necessary in many seats; not by itself a product/prudential licence. Guide →
Permission string core: What the public register actually records: activity type, limitations, agent vs principal, expiry. The string is the underwriting fact; “licensed fintech” is not.
Perimeter core: Which activities fall inside a regulatory regime. Same commercial product can sit inside payment rules, crypto rules, both, or neither — by jurisdiction.
NCA core: National competent authority — the member-state (or national) supervisor that authorises and supervises under EU instruments such as MiCA or PSD2.
Filing-ready core: A structure, pack, or application that can be submitted or transferred without rebuilding the file from marketing claims — evidence, named people, and CoC path included.
Shelf entity core: A registered or authorised company sold as already “set up.” Value depends on what sits on the register and whether change of control is approvable — not on how clean the pitch deck looks.

Payment line

Payment institution (PI) payment: Firm authorised to provide payment services under UK PSRs / EU PSD2 (execution, remittance, acquiring, etc.). Scope is schedule-limited — check which services are on the authorisation. UK sources → · EU sources →
E-money institution (EMI) payment: Authorised to issue electronic money. Different capital and safeguarding profile from a PI. “Payment licence” on a slide often blurs PI vs EMI.
Small PI payment: UK (and similar) lower-volume exemption path. Not full PI authorisation — sellers sometimes still call it a “payment licence.”
Agent (of a PI) payment: Provides services under another institution’s authorisation. On a share sale, the agent relationship may not travel with the company the way a principal authorisation can.
Safeguarding payment: Rules requiring segregation or protection of customer funds (PI/EMI relevant funds; SG MPI trust arrangements, etc.). DD looks for bank letters, reconciliations, and method — not just a policy PDF.
E-money float payment: Outstanding e-money liabilities. Must sit against capital and safeguarding — mismatch is a wind-down / redemption risk in buy-side review.
MSB payment: US money services business. FinCEN registration is federal AML paperwork — not a state licence to transmit money. US sources →
MTL / money transmitter licence payment: US state licence to engage in money transmission. Often the real gating item beside FinCEN. CoC and passport myths die on the state grid.
MPI / SPI / MC payment: Singapore Payment Services Act licence classes (e.g. major / standard payment institution, money-changing). Thresholds and activity lists decide the class — SPI at MPI volumes is a red flag. SG sources →
Open banking (AIS / PIS) payment: Account information (AIS) and payment initiation (PIS) services under PSD2 / UK open banking. Narrow permissions; partner contracts often terminate on change of control.
PSP payment: Payment service provider — loose commercial label. Map it to the local legal category (PI, EMI, MPI, CBUAE category, etc.) before underwriting.
PSD2 payment: EU Payment Services Directive — backbone for PI authorisation and open banking in the EEA. Evolving toward PSD3 / PSR; check national implementation for the file in front of you.

Crypto line

VASP crypto: Virtual asset service provider — FATF-era term still used in many national AML / licensing regimes (and pre-MiCA EU registers). Not identical to MiCA “CASP.”
CASP crypto: Crypto-asset service provider under MiCA — EU authorisation for listed crypto services. Passporting via notifications; not automatic from a legacy VASP stamp. MiCA guide →
MiCA crypto: Markets in Crypto-Assets Regulation (EU) 2023/1114 — EU framework for crypto-asset white papers, ART/EMT, and CASP authorisation.
ART / EMT crypto: Asset-referenced token / e-money token under MiCA. Issuers face authorisation, reserve, and disclosure rules separate from (but related to) CASP service authorisation.
Crypto-asset white paper crypto: MiCA-mandated disclosure document for many offers / admissions to trading — content rules plus, from Dec 2025, iXBRL filing format. Not a startup pitch PDF.
DPT crypto: Digital payment token under Singapore’s Payment Services Act. DPT service can sit inside the same PS Act licensing family as other payment services — check class and scope on MAS FID.
MLR crypto registration (UK) crypto: UK AML/CTF registration for in-scope cryptoasset business. Gateway, not FSMA product authorisation. Dual track: FSMA crypto regime incoming. UK sources →
BitLicense crypto: New York DFS virtual currency licence. Separate from FinCEN MSB registration and from other states’ MTLs.
VARA crypto: Dubai’s Virtual Assets Regulatory Authority — onshore VA licensing. Not the same as CBUAE payments or ADGM/DIFC free-zone regimes. UAE sources →
Travel Rule crypto: Obligation to transmit originator/beneficiary information with virtual-asset transfers (FATF-aligned). Shows up in AML programmes and banking friction — not a substitute for licensing status.
Grandfathering crypto: Transitional permission for existing VASPs while they seek MiCA CASP authorisation. Deadlines are member-state specific; “we’re grandfathered” expires.

Transfer & control

Change of control (CoC) transfer: Regulator approval or non-opposition when ownership/controllers cross thresholds. Often a condition precedent to closing — not a post-completion notice you can “fix later.”
Qualifying holding transfer: Ownership/control stake that triggers prior assessment (common EU pattern: 20/30/50% bands under MiCA Art. 83 and similar payment rules). Closing without clearance is the buyer’s problem.
Passporting transfer: Using a home authorisation to serve other EEA states via notification. UK post-Brexit payment firms do not keep an EU passport. MiCA CASP passport is notification-based — verify host filings.
FSMA Part XII transfer: UK change-in-control regime for many authorised firms (thresholds commonly 10/20/30/50%). Separate track from MLR crypto CoC if both apply.
Fit and proper / key persons transfer: Controllers, directors, and named function holders who must be approved or notified. Buying the entity without a post-close people plan can stall the permission even when CoC clears.
Reverse solicitation transfer: Claim that clients approached the firm so cross-border licensing does not apply. Narrow, fact-specific, and often oversold in decks — treat as a red flag until counsel maps the actual solicitation trail.