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Fintech firm completes move to Bermuda domicile

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Rudolf Ferscha, Flow Traders non-executive director and chairman of the board (Photograph supplied)

A Dutch fintech firm with global ambitions has completed the set-up of a top holding company in Bermuda after 96 per cent of its shareholders voted in favour of the move.

Formerly Flow Traders NV, the top holding company of the global financial technology-enabled liquidity provider is now Flow Traders Ltd.

The announcement follows receipt of shareholder approval and the fulfilment of all regulatory and other customary closing conditions, the company said.

Flow Traders shares will continue to be listed on Euronext Amsterdam under the ticker Flow.

As part of the update to the corporate holding structure, Flow Traders confirmed that the Netherlands is its home member state for the purposes of Directive 2004/109/EC (the Transparency Directive) and in accordance with article 5:25a (2) of the Dutch Financial Markets Supervision Act.

In line with Bermuda law, Flow Traders Ltd has a one-tier board structure, comprising executive directors and non-executive directors.

Rudolf Ferscha is an independent non-executive director and chairman of the board.

Linda Hovius, Flow Traders non-executive director and chairwoman of the remuneration and appointment committee (Photograph supplied)

He is joined by Linda Hovius, independent non-executive director and chairwoman of the remuneration and appointment committee; Olivier Bisserier, independent non-executive director, chairman of the risk committee and chairman of the audit committee; January van Kuijk, non-executive director and chairman of the trading and technology committee; Roger Hodenius, non-executive director; Dennis Dijkstra, chief executive officer and executive director; Mike Kuehnel, chief financial officer and executive director; and Folkert Joling, chief trading officer and executive director.

Given the increased time commitment expected from a member of a one-tier board and taking into account her new executive and other non-executive roles, the company said, Ilonka Jankovich has stepped down as a member of the supervisory board.

Mr Ferscha said: “On behalf of the board, I would like to thank our shareholders for their overwhelming support with 96 per cent of votes cast in favour of the resolutions to update Flow Traders' corporate holding structure.

“We would also like to express our gratitude to the proxy advisers and shareholder representatives for their constructive engagement around establishing balanced solutions.”

He added: “Furthermore, we would like to take this opportunity to express our sincere gratitude to Ilonka for her significant contributions and highly valued support throughout her tenure. We wish her all the best in her future endeavours.

“The board has already initiated a search for a new independent non-executive director. We are focused on finding the most suitable candidate for this role and are committed to our recently enhanced diversity, equity and inclusion policy.”

When the proposed new holding structure was announced, Flow said the update enabled it to become more competitive as a global, next-generation liquidity provider, particularly in relation to regulatory capital management.

It added that different capital requirements would apply after the update of the holding structure, which are expected to expand Flow Traders’ strategic growth options.

Furthermore, it will create a more level playing field with global peers with respect to the regulatory capital framework, the company said.

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Published January 18, 2023 at 7:47 am (Updated January 18, 2023 at 7:47 am)

Fintech firm completes move to Bermuda domicile

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