Multitude SE, an international development platform for financial technology, plans a relocation from Finland to Switzerland while maintaining its legal personality and without dissolution.
As Finnish law does not allow relocation directly from Finland to a country outside the European Economic Area, such as Switzerland, while retaining the company’s legal personality, the relocation is considered through Malta.
Therefore, the company has started investigations into the possibility of carrying out the relocation during the year 2024 in phases by first moving the company headquarters from Finland to Malta in accordance with Article 8 of Regulation (EC) No. 2157/2001 of the Council of 8 October 2001 concerning the constitution of a European company (SE), then the conversion of the company into a public limited company governed by the laws of Malta pursuant to Article 66 of the SE Regulation and finally an application for the registration of the company in Switzerland in accordance with the applicable Maltese and Swiss legislation.
No final decisions have been made regarding the relocation at this point and the relocation is subject to approvals by the Board of Directors and the General Meeting of Shareholders both while the company remains in Finland and after a possible transfer of the headquarters to Malta.
The investigation of the possibility of relocation is mainly carried out for reasons concerning the rights of the shareholders. Currently, trading in company shares is practically impossible for those of the company’s shareholders whose shares are directly registered in the Finnish central securities depository in their own name. For the remaining shareholders of the company, whose shares are held by nominees for and on behalf of the shareholders, it is unreasonably difficult to attend the General Meetings of Shareholders and exercise their shareholder rights at such meetings.
After the relocation, the aforementioned issues regarding shareholder rights could be resolved. Furthermore, while the company was originally founded in Finland by Finnish shareholders, its activities have since expanded significantly and the company is currently the parent company of a multinational group that operates around the world.
Switzerland is being explored as the final country of registration as Swiss residents own the majority of the company’s shares and since several new Swiss investors have become shareholders. Malta is being investigated as the provisional country of registration because Maltese law allows resettlement in Switzerland while maintaining legal personality, and because of the company’s pre-existing links to Malta through Multitude Bank plc, a wholly-owned subsidiary of the company. which is registered and operates as a credit institution under the laws of Malta.
Multitude had previously prepared, in 2021, a transfer of the headquarters under the SE Regulation from Finland to Germany, but later announced the postponement of this transfer. By investigating the relocation, Multid is no longer thinking about moving to Germany.