Annual Report 2017
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One journey One Intertrust Annual Report 2017 Table of contents Management Board Report Supervisory Board Report At a glance 4 Report from the Supervisory Board 74 Message from David de Buck (outgoing CEO) 6 Remuneration 82 Welcome to our new CEO Stephanie Miller 9 Corporate Governance 88 Business 10 Additional information Service line feature: CORPORATES 16 Office locations 104 Strategy 22 Glossary 107 People 28 Service line feature: FUNDS 32 Financial Statements Corporate Social Responsibility (CSR) 38 Consolidated and Company Financial Statements 111 Consolidated statement of profit or loss 112 Shares 42 Consolidated statement of comprehensive income 112 Service line feature: CAPITAL MARKETS 46 Consolidated statement of financial position 113 Consolidated statement of changes in equity 114 Financial review 52 Consolidated statement of cash flows 116 The Netherlands 54 Notes to the consolidated financial statements 118 Luxembourg 56 Company statement of profit or loss 166 Cayman Islands 58 Company statement of financial position 166 Jersey 60 Company statement of changes in equity 167 Rest of the World 62 Notes to the Company financial statements 168 Service line feature: PRIVATE WEALTH 64 Other information 171 Compliance and Risk Management 68 Independent auditor's report 172 Statement by the Management Board 73 Annual Report 2017 3 At a glance At a glance Intertrust is a leading global provider of high-value trust, corporate and fund administration services across Europe, the Americas, Asia and the Middle-East. The Company delivers high-quality, tailored services to its clients with a view to building long-term relationships. Intertrust’s services offering consists of corporate services, fund services, capital markets services, and private wealth services. Since October 2015 Intertrust has been listed at Euronext Amsterdam. We facilitate investments and acquisitions globally through the Our structure incorporation, maintenance and liquidation of corporate, investment, finance and fund entities. By offering a Intertrust N.V. is the parent company of the Intertrust Group. comprehensive range of specialised administrative services, we Underlying subsidiaries of Intertrust N.V. in the various help to ensure a sound financial administration of entities and jurisdictions provide services to our clients. An overview of enable our clients to comply with applicable tax and regulatory significant subsidiaries owned by Intertrust N.V. can be found regimes. Our business services offering comprises: on page 163 of this report. Intertrust has a two-tier corporate structure. The Company is managed by the Management • Corporate services: setting up, structuring, managing and Board, which is responsible for Intertrust Group’s overall unwinding our clients’ corporate investment and finance management and performance, and for the implementation of structures. its strategy. The Management Board is supervised by the • Fund services: incorporation and administration of funds, Supervisory Board. We have implemented four service including real estate funds, private equity funds and hedge segments to align our services towards clients and business funds. partners: corporate services, fund services, capital markets • Capital markets services: setting up, structuring, managing services and private wealth services. Each segment is and unwinding securitisation and structured finance represented by a service line lead. transactions for issuers and originators. • Private wealth services: fund and trust formation for our The Management Board leads the Company and is supported private clients. by an Executive Committee, comprising Managing Directors representing the Netherlands, Luxembourg, Cayman Islands, Our history dates back to 1952, when the foundation was laid Jersey, Rest of the World and Human Resources. The Executive for what has now become Intertrust. Committee reports to and advises the Management Board on commercial and operational matters in relation to our offices Intertrust operates in 28 countries across Europe, the Americas, across the globe. Each office is headed by a Managing Director Asia and the Middle East through a network of 39 offices and supported by a management team, who are responsible for employs more than 2,500 people. Intertrust is among the managing the operations in their respective jurisdictions. leading trust, corporate and fund services providers in the Netherlands, Luxembourg, Cayman Islands and Jersey. We put our clients and employees at the heart of our business. The quality and expertise of our local employees is key to our ability to provide clients with premium value-added services and to build long-term client relationships. 4 Annual Report 2017 Facts & figures 2017 At a glance 2,500+ 485.2 ~50,400 Professionals EUR million Client entities Revenue Clients include 185.1 52% 39 EUR million of the Top 50 of Offices Adjusted EBITA the Fortune Global 500 Clients include 28 38.2% 88% Countries Adjusted EBITA margin of the Top 50 of the Private Equity International 300 Intertrust worldwide Americas Europe Asia & Middle East Bahamas Belgium China Brazil Cyprus Dubai British Virgin Islands Denmark Hong Kong Canada Finland Japan Cayman islands Germany Singapore Curaçao Guernsey United States Ireland Jersey Luxembourg Norway Spain Sweden Switzerland The Netherlands Turkey United Kingdom Annual Report 2017 5 Message from David de Buck (outgoing CEO) Message from David de Buck (outgoing CEO) One journey, one Intertrust To all our stakeholders I would like to begin by expressing my thanks to you for your trust and confidence in us. We reported a solid performance in 2017 and made good progress on achieving our strategic objectives. Full year results Stringent regulation vital Our full year results were at the high end of our revised In 14 of the 28 countries where we have offices, our industry is guidance for 2017. Revenue grew 4.4% on an underlying basis regulated. We continue to maintain an ongoing dialogue with to EUR 485.2 million and the adjusted EBITA margin amounted regulators to ensure we stay at the forefront of our industry. to 38.2%. In November, we announced a share repurchase We believe that our industry should be regulated in all key programme of up to EUR 50 million which we expect to be markets and we promote a more stringent regulatory oversight. completed in the course of 2018. In line with our dividend We actively discuss with regulators how to further improve the policy and as a reflection of our confidence in the financial quality of our sector. As an example, we are pleased to see that strength of the Company, we will pay a total dividend of a selection of our proposals for more stringent regulation for EUR 0.61 in 2017 of which EUR 0.28 was paid as interim the trust sector in the Netherlands is included in the draft ‘Wet dividend. toezicht trustkantoren 2018’ ("Trust Supervision Act"). Change brings opportunities Ongoing expansion With Intertrust’s well diversified client portfolio and our Intertrust acquired the remaining part of our Spanish structured presence in 28 key jurisdictions, we are able to navigate our finance business, which was held by Azcona, doubling the size clients through the ever-changing regulatory landscape. One of our Madrid office to a total of 63 employees. As the change has been particularly beneficial to us: additional integration of Elian continued, synergies were achieved reporting requirements mean more work is now required to according to our business plan and we significantly boosted our keep our clients’ entities in good standing by, for example, funds and capital markets capabilities, contributing to our supporting clients with mandatory UBO registrations. In overall performance. The remaining key “to-do” is IT addition, legislative changes enabled us to expand our service integration, which will be completed mid-2019. offering helping us, for instance, to obtain a licence from Luxembourg’s regulator CSSF to provide AIFM services. 6 Annual Report 2017 Message from David de Buck (outgoing CEO) Management changes New “service line” approach In 2017, we announced changes to the Management Board. While we continue to execute our current strategy, we are We have broadened it with the appointment of CCO Henk increasingly organising ourselves around our four service lines: Pieter van Asselt to represent the commercial side of the corporates, funds, capital markets and private wealth. This business. We also appointed Hans Turkesteen as interim CFO transformation enables us to provide consistently outstanding and member of the Executive Committee to replace CFO services to current and potential clients, and makes our service Maarten de Vries who decided to leave the Company to pursue expertise more easily available globally. In a series of Q&As a new opportunity outside Intertrust as of 2018. Following my featured in this Annual Report, each service line leader explains decision to not seek another four-year term as CEO of how this approach is benefitting clients (see pages 16, 32, Intertrust, Stephanie Miller has been appointed as new CEO as 46 and 64). of January 2018. We are pleased to see that we are able to attract such highly qualified and reputable individuals. “Our new service line approach gives us better opportunities to provide consistently “With a new leadership team in place, outstanding services to current and potential Intertrust is well positioned to continue as a clients.” leading global provider of trust, corporate and fund services.” Annual Report 2017