Date of publication: 16 October 2025
Oleksandr Kamsha, Attorney at Law, Insolvency Receiver, Head of Dnipro Office
Source: Financial Club
On 2 September, the acquiring rules in Ukraine changed. The National Bank updated the Regulation on the Procedure for Issuance and Acquiring of Payment Instruments, but these are not just technical amendments. The regulator has changed its approach to accepting card payments in order to make settlements more transparent and better protect users. Oleksandr Kamsha, Attorney at Law, Insolvency Receiver, Head of Dnipro Office at Ilyashev & Partners Law Firm, explained how this will work in practice.
From now on, acquiring is only possible if there is a direct agreement between the acquirer and the seller. This means that all settlements must be made exclusively using the details specified in this agreement.
In other words, acquiring is considered to be the activity of a payment service provider who has a valid agreement with the recipient of funds and makes transfers from payers specifically on the basis of this agreement. Such transfers can be either individual or aggregated, but the main thing is that they must be made using the agreed details.
The regulator has also clarified several technical aspects of the work of acquirers. In particular, the acquirer is obliged to transmit payment instructions in accordance with the law and cannot engage more than one intermediary acquirer within a single transaction. In addition, acquirer’s agreements with the issuer now explicitly grant the right to accept payment cards from that issuer.
Mandatory terms and conditions have been separately introduced for agreements between acquirers and payment service providers for transferring funds without opening an account, in particular, the procedure for interaction, exchange of information, settlement terms and commissions.
What This Means for Technology Operators and Fintech
Payment service technology operators are companies that provide processing, clearing or other technological functions without attracting funds to their account, and traditionally do not act as acquirers or issuers. They operate under agreements with banks or payment institutions that have the appropriate licences.
Since acquiring is now only possible if there is a contract with the recipient of the funds, the activities of a technology operator that does not have such a contract do not fall under the definition of acquiring. In other words, without an agreement with the recipient, its settlement operations cannot be called acquiring within the meaning of the new changes.
Accordingly, after 2 September 2025, technology operators must not enter into separate agreements with sellers if they are not acquirers themselves. Their role remains auxiliary as they continue to operate on the basis of agreements with banks or payment institutions. However, if an operator actually organises transfers of funds from payers to sellers (e.g., aggregates payments) but does not have agreements with recipients, such activity may be recognised as a payment service for transferring funds rather than acquiring. In this case, the company will need an appropriate licence, for example, to transfer funds without opening an account.
The NBU has given businesses time to adapt until 2 January 2026. By this date, all companies that perform operations with signs of acquiring must obtain or extend their licence and bring their contracts into line with the new requirements.
The NBU’s Position and New Regulatory Requirements for Licensing
The National Bank notes that the updated rules should make settlements more transparent and increase consumer protection. Now, only companies that have direct contracts with recipients of funds can call their activities acquiring. The rest must operate according to the rules for transferring funds.
Thus, it is important for technology operators to work exclusively through licensed partners, i.e., banks or payment institutions. Direct contracts with sellers are unnecessary and technically impractical. At the same time, operators must ensure that their partners have valid licences for all necessary types of payment services. Otherwise, their activities may be considered illegal money transfers or an abuse of their licensing powers.
The NBU’s amendments to Resolution No. 164 formalise the concept of acquiring and clearly delineate the roles of payment market players. For technology operators, this means that they need to carefully review their contractual relationships with banks and sellers. The regulator expects that such steps will help reduce the number of shady payment schemes and increase user confidence in payment services.
