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misc.HOLDINGS

Governance · 04

The framework that governs how we own.

Misc Holdings operates under a board-led governance framework appropriate to a private holding company with concentrated ownership and operating subsidiaries across multiple regulated industries. This page summarises that framework; underlying policies are linked at the foot of the page.

01Entity
Legal name
Misc Holdings Ltd.
Entity type
Profit Corporation
Jurisdiction
Wyoming, U.S.A.
Filing identifier
2023-001206048
Date of formation
9 January 2023
Fiscal year end
31 December
Authorised shares
100,000 common · $0.01 par
Holding posture
Operating holding company
02Addresses

Principal office

228 Park Avenue South
PMB 37100
New York, NY 10003
United States

Registered agent

Legalinc Corporate Services Inc.
5830 E 2nd St, Ste 8
Casper, WY 82609
United States

Service of process should be effected on the registered agent above. Routine correspondence should be directed to the principal office.

03Board structure

The Board of Directors is the highest decision-making body of Misc Holdings Ltd. and is responsible for the long-term direction of the company, the approval of material transactions, and the appointment of officers.

The Board meets quarterly and additionally as required. A standing written-consent process supplements live meetings for time-sensitive resolutions. Minutes, resolutions, and committee reports are maintained in the corporate records held by the company secretary.

Director independence, related-party disclosure, and recusal protocols are governed by the Code of Conduct and the by-laws.

04Committees

Standing committees of the Board.

  1. 01

    Audit & Risk

    Financial controls, internal audit, enterprise risk register, external audit oversight.

  2. 02

    Compensation & Nomination

    Executive and director compensation, board composition, succession planning.

  3. 03

    Compliance & Conduct

    AML, sanctions, conflicts of interest, whistleblower channel, code of conduct enforcement.

  4. 04

    Investment & Capital Allocation

    Material investments, divestitures, intercompany capital movement, dividend policy.

05Operating principles

Six rules that shape how we govern.

  1. 01

    Independent operating control

    Operating subsidiaries are governed by their own boards. The holdco board does not direct day-to-day operations.

  2. 02

    Single capital authority

    All material capital decisions across the group flow through the holdco Investment Committee.

  3. 03

    Documented separation

    Intercompany transactions are documented at arm's length and subject to annual review.

  4. 04

    Right-sized disclosure

    Public communications follow a deliberate cadence; non-public information is rigorously controlled.

  5. 05

    Conflicts management

    Directors and officers disclose related-party interests; recusal is mandatory on conflicted matters.

  6. 06

    Books-and-records hygiene

    All board, committee, and shareholder records are maintained in accordance with Wyoming law.

06Public policies

Policies published in full.

  1. 01
    Anti-Money Laundering & KYC Policy
  2. 02
    PEP & Sanctions Screening Policy
  3. 03
    Privacy Policy
  4. 04
    Terms of Use
  5. 05
    Cookie Notice
  6. 06
    Legal & Regulatory Disclosures