# Post-exit data referral authority: a stage map | SourceX

Canonical: https://refer.sourcex.si/guides/who-can-authorize-an-introduction-after-a-portfolio-exit
Last updated: 2026-11-05

Once the sale closes, the acquirer's CEO decides for the company, and the fund's part shrinks to whatever relationships its people still have. Before closing, the company's own CEO still decides, and in a deal that must clear antitrust review the buyer should not be running the business yet. At every stage keep three questions apart: who holds the records, who can say yes to a licensing discussion, and whether anyone at the fund still has standing to ask.

For a VC portfolio operations lead an exit is not one moment. It is a run of stages, from the first call with a banker to the day the company's systems disappear into the buyer's, and authority, custody and the fund's standing each move at a different point in that run.

## Authority moves at closing; the records move later

Three things change during an exit, on three different schedules.

- **The yes moves at closing.** Until then, the company's CEO authorizes a licensing discussion, as at any other time. After it, SourceX's screening page is direct: once a company is acquired, the acquirer's CEO decides for it, not the former board.
- **The records move during integration.** On closing day the history usually still sits in the company's own systems. Months later it may have been migrated into the buyer's platforms, archived or switched off. Where it lands also depends on how the sale was structured, which [asset sales and stock sales](/compare/asset-sale-vs-stock-sale-data-ownership) handle differently.
- **The fund's standing fades in steps.** The board seat tied to the fund's shares goes with them, information rights end or shrink to whatever the deal documents preserve, and what remains is a set of personal relationships that weaken as people move on.

Confusing these is how most exit-stage mistakes happen: a former director treating a board-era relationship as authority, or a platform lead assuming that because the old systems still run, the old decision-makers still decide.

## Find the archive, then the person who can say yes

Before mapping anything, name three things for the company in question, with the date you checked:

1. **The records.** Which systems hold the company's operating history today, and whether a migration or retirement is planned. The company's operations or IT lead knows; the fund should not guess from old board decks.
2. **The authorizer.** Before closing, the company's CEO. After closing, the acquirer's CEO. In a formal insolvency process, the CEO alone may not be enough, because someone else may control the assets; [receiver, assignee and trustee authority](/compare/receiver-vs-assignee-vs-trustee-authority) compares those cases.
3. **The person who can ask.** Someone at the fund with a live relationship: the partner who held the board seat, the platform lead who worked with the founder, or nobody. A board seat gave the fund a voice in the boardroom, never the authority to open a licensing discussion, and SourceX's guidance treats what the fund learned from board packs as a reason to ask the CEO, never as material to pass along.

## The exit-stage authority map

Six stages from the fund's point of view, plus the case where the exit is a failure. Read across each row: custody, control and the fund's standing are separate columns because they move separately.

| Stage | Where the records are | Who says yes | The fund's standing | What the introduction does |
|---|---|---|---|---|
| 1. Sale being explored, nothing signed | The company's own systems | The company's CEO | Board seat, reporting and relationships | The CEO decides whether a conversation helps or distracts; the fund does not push it as exit value |
| 2. Letter of intent (LOI) with exclusivity signed | The company's own systems | The company's CEO; counsel reads the letter for limits on new commitments | Unchanged | Usually waits, or the CEO tells the buyer first; either is the CEO's call |
| 3. Definitive agreement signed, closing pending | The company's own systems, now in the buyer's diligence | The company's CEO, within the agreement's covenants; in a deal reviewed under the HSR Act the buyer should not take operational control before the waiting period ends | Board seat until closing | Only if the CEO and counsel are comfortable; the fund never routes the ask to the buyer |
| 4. Closed | The company's systems, now owned by the buyer's group | The acquirer's CEO | A relationship, if anyone still has one | A former director asks the person they know, who takes it to the acquirer's CEO |
| 5. Integration under way | Migrating into group systems; old systems scheduled to retire | The acquirer's CEO | A relationship, fading | Dated retirements are real timing: raise it before old systems go dark |
| 6. Residual ties: escrow, earn-out, rollover stake, or none | The buyer's group | The acquirer's CEO | An economic interest to disclose, or nothing | Check the fund's own conflict policy, and disclose any remaining stake to whoever is asked |
| Failure exit: wind-down, assignment, receivership or bankruptcy | Whoever controls the remaining assets | The CEO may not be enough; the controller of the estate decides | Usually none | Only through counsel and the estate's controller |

Stage 3 is the one people get wrong in both directions. Some treat the signed buyer as the new owner and send the ask there; others forget the buyer has any say. The U.S. antitrust agencies' note to the OECD on gun-jumping explains why the first is a mistake in a deal that must wait out an HSR review. In judging whether a buyer has acquired beneficial ownership too early, the agencies look at who bears the risk of loss or gain, "who makes decisions in the normal course of business," and who controls assets or contracts, and the note says: "A common way in which parties prematurely transfer beneficial ownership is by allowing the buyer to take operational control over the assets that are the subject of the acquisition." In January 2025 the FTC announced what it described as a record gun-jumping fine in a case where, according to the complaint, EP Energy let its buyers, XCL and Verdun, assume operational control over significant aspects of its day-to-day business before closing.

The practical reading for a referral is narrow: between signing and closing, ask the company's CEO, not the buyer. Whether the signed agreement requires the buyer's consent before the company takes on a new commitment is a question for the company's counsel, and the answer differs from deal to deal. The HSR waiting period applies only to certain acquisitions; letting the company decide for itself until closing is our recommendation for every sale, reviewed or not.

## Preservation duties and what moves at the transition

Exits can create their own reasons to keep records. If either side has an open or expected claim under the purchase agreement, counsel decides what must be preserved before anyone talks about licensing anything. Integration then brings the familiar retirement questions: what the archive will keep, when vendor copies are deleted and who signs off the scope.

None of these is the fund's call or the introducer's. The introducer's only job at this point is to know which stage the company is in, to name the authorizer for that stage, and to leave the records exactly where they are.

## An introduction in flight when the deal closes

Sometimes the introduction comes first and the exit second. The terms then work as written, and a few things change around them:

- **Credit is still decided from dated records.** Section 2 credits the earliest valid introduction of a company SourceX did not already know, inside the 90-day attribution window, once the company submits a verified application. The window does not stretch because a sale is under way.
- **The decision to continue passes to the acquirer's CEO.** The previous CEO's yes is history, not permission. A one-page note setting out where things stand, with three equal options, is laid out in [briefing a newly appointed CEO](/guides/how-to-brief-a-newly-appointed-ceo-about-an-existing-referral).
- **The group gets one floor, and no cap.** Inside the buyer's group, the USD 50,000 floor applies once, to the referred company's first qualifying transaction, however many group entities end up licensing; later qualifying transactions agreed within the 12-month Repeat Window pay 15%, as the [subsidiary floor guide](/guides/subsidiary-referral-reward-cap) explains.
- **Earlier contact by the buyer is an open point.** The terms do not say how the buyer group's own earlier dealings with SourceX bear on credit for a company it has just acquired. SourceX settles that in its duplicate review, case by case, and nobody should promise an answer in advance.

## Matching the route to the stage, or stopping

- **Stage 1, and the CEO wants it:** proceed through the CEO, who weighs the distraction against the sale.
- **Stages 2 and 3:** the default is to wait for closing unless the CEO and the company's counsel clear it.
- **Stages 4 and 5:** find a live path to the acquirer's CEO; if none exists, stop.
- **Stage 6:** disclose any economic interest the fund still holds before asking.
- **Failure exits:** only through counsel and whoever controls the estate.
- **At any stage, no one at the fund has a live relationship:** stop and record why.

Whoever submits signs the SourceX Channel Partner Agreement first, and submits only after the authorizer for the company's current stage has said yes.

## Two exits on the map (Illustrative)

Illustrative. Generic companies, invented facts, no outcome implied.

**A. Strategic sale, path still live.** A 280-person logistics software company left the portfolio when a supply-chain group bought it; the deal closed on 30 Jun 2026. Its founder now runs it as a business unit and reports to the group's CEO. The partner who held the board seat still speaks to the founder monthly. The founder hears the idea, takes it to the group CEO, and the group CEO agrees to a conversation. Stage 4: the introduction goes ahead; the once-per-company floor applies to the first qualifying transaction, and nothing caps what the group's entities go on to license.

**B. Signed, not closed.** A 120-person claims software company signed a merger agreement in September 2026, and the antitrust filing is pending. The platform lead wants to raise data licensing before the fund's board seat ends. The CEO prefers to wait, and the company's counsel points to a covenant requiring the buyer's consent for new material contracts. Stage 3: nothing happens until closing, and the route afterwards runs to the acquirer's CEO through whoever still knows the company's leaders.

## What an exit map cannot tell you

- **Deal documents differ.** Letters of intent, merger agreements and purchase agreements vary widely. The map tells you which question to ask at each stage, not the answer.
- **Not every deal is reviewed.** The gun-jumping material concerns transactions that must wait out an HSR review, which covers only certain acquisitions; where no waiting period applies, the company's own documents decide.
- **Relationships decay.** A founder who stays through an earn-out may leave when it ends, taking the fund's last live path along. Date every relationship you rely on.
- **Rights and demand are unknown.** Whether the company's records are its own to license, and whether any current program needs them, is settled only in SourceX's review.
- **Fund conflicts.** A fund with a remaining stake or an earn-out has an interest in the company's results, and its own policies on fees connected to former portfolio companies apply before any referral reward does.

**Methods note.** The map combines SourceX's program terms (version 2026-10-22.2, since replaced by version 2026-11-04) and screening guidance, which sets out who decides once a company is acquired and when the CEO alone may not be enough, with the FTC and DOJ note to the OECD on gun-jumping and the FTC's January 2025 announcement, all checked on 2026-10-27. Stage names and the two cases are Illustrative. It does not measure how often exited companies are introduced, accepted or paid; no such figures have been published.

## Next step

> **Refer a company. No cap on rewards.** Default reward on a company's first qualifying transaction: the greater of $50,000 plus 5% and 15% of Actual Supplier Payout, with no cap; further qualifying transactions first agreed within 12 months of the first Closing pay 15%. Eligibility and payment conditions apply, including the USD 100,000 Minimum Transaction, and a signed Schedule A or addendum can differ. A lead, meeting or signature alone does not trigger payment.

When the map shows who can say yes at the company's current stage and that person has agreed to a conversation, create your partner account through [registration](/register), test the company's confirmed facts against [who qualifies](/who-qualifies) and read the [program terms](/terms) first. Before an exit, [when to start preparing a portfolio company for exit](/guides/when-to-start-preparing-a-portfolio-company-for-exit) and the [exit planning timeline](/guides/exit-planning-timeline) set the earlier stages; after one, [data licensing after exit](/questions/data-licensing-after-exit) and [the questions to ask after an acquisition](/guides/the-referral-questions-to-ask-after-an-acquisition) cover the buyer's side. More portfolio guides are in the [guides hub](/guides).

Tracing authority through an exit is a referral question; weighing SourceX itself as an investment is a separate exercise, and anyone doing it can request investor materials through the [SourceX investor overview](https://sourcex.si/investors).

This article is for information only and is not an offer to sell or a solicitation of an offer to buy securities. Any offering by SourceX is made only to verified accredited investors through its offering documents.

## Sources

- https://refer.sourcex.si/terms
- https://refer.sourcex.si/who-qualifies
- https://www.ftc.gov/system/files/attachments/us-submissions-oecd-2010-present-other-international-competition-fora/gun-jumping_united_states.pdf
- https://www.ftc.gov/news-events/news/press-releases/2025/01/oil-companies-pay-record-ftc-gun-jumping-fine-antitrust-law-violation
- https://sourcex.si/investors