Entity: B2C2 OTC Ltd
For the Performance Year Ended: 31 March 2025
B2C2 OTC Ltd (the "Firm") is an investment firm authorized and regulated by the Financial Conduct Authority ("FCA"). Under the Investment Firms Prudential Regime (IFPR), the Firm is classified as a Non-SNI investment firm.
This disclosure is prepared on an individual (solo) basis in accordance with the requirements of MIFIDPRU 8. The Firm operates as a subsidiary within the wider B2C2 Group and utilizes group-wide infrastructure and resources to support its activities. The information provided is proportionate to the size and internal organization of the Firm, as well as the nature, scope, and complexity of its activities.
The purpose of this document is to allow stakeholders to assess the Firm's financial strength and provide insight into its culture regarding risk management, governance, and remuneration processes. These disclosures have been internally verified but are not subject to external audit.
The B2C2 OTC Ltd Board of Directors (the "Board") are ultimately responsible for the Firm's system of governance, internal controls, and risk management framework. It sets the Firm's strategic objectives and risk appetite, ensuring that the necessary financial and human resources are in place for the Firm to meet its objectives. The Board exercises direct oversight of all functions outsourced to B2C2 Ltd under formal intra-group service level agreements to ensure they align with the Firm’s regulatory obligations. The Board meets at least quarterly to review the Firm’s risk profile, capital adequacy, and operational performance. The Firm is required by MIFIDPRU 7.3.1R to establish a risk committee. Please see details of the Management Risk Committee below.
The Board delegate authority to various committees:
B2C2 OTC Ltd is committed to fostering a diverse culture. The Board recognizes that a diverse management body, supported by the wider B2C2 leadership team—incorporating a range of skills, experiences, and backgrounds—leads to better decision-making and business performance.
The Firm formally adopts the B2C2 Group Diversity, Merit and Equality Policy. This policy outlines our approach to merit, fairness, and equality of opportunity, ensuring a culture that values competence and capability while prohibiting unlawful discrimination.
In accordance with MIFIDPRU 8.3.1(4), the Firm’s objective is to ensure that diversity is a core consideration in the selection and appointment of members to the Board. While the Firm does not currently set specific numerical targets for Board composition due to its size, we aim to maintain a diverse candidate pool by leveraging the broader Group’s talent and recruitment frameworks. The Board remains committed to monitoring the evolution of its gender and background split as part of its periodic governance reviews.
In accordance with MIFIDPRU 8.1.1R, the following table lists the number of external executive and non-executive directorships held by members of the Board. This excludes directorships in organizations which do not pursue predominantly commercial objectives and those held within the same group.
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