Service-Led, Tech-Enabled Global Governance

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Annie: Hello, everyone. Welcome to today's webinar, "Service-Led, Tech-Enabled Global Governance." My name is Annie Triboletti. I will be getting things started today as your moderator.

So joining us today are John LaPalomento and Andrea Jonaitis. Andrea is one of our expert sales engineers, and John is a director of Global Subsidiary Management. So with that, I would like to welcome John and Andrea.

John: Annie, thank you very much. And Andrea, glad to have you here together working on this webinar today. For those of you around the world, good morning, good afternoon, or good evening. We're really thankful for you sharing your time today with us.

We're going to have a good one today because this is what I think people really want to hear. They want to understand CSC's solutions and CSC's technology when it comes to assisting you managing the rigors of international corporate governance.

Quick agenda, we're going to start with the introductions, which we just did. We're going to talk a little bit about CSC for those of you who are not familiar with us. Figure most of you are, but happy to spend a moment chatting about some of our recent changes here, great changes.

We're going to spend a quick second on the "General Counsel Barometer" report that Annie just mentioned. It's a great download. Everybody should download it. Give it a look. There's some great helpful information that does take into consideration the goals of our clients around the world.

We're going to talk a little bit about why Corporation Service Company is the right fit for so many clients around the world when it comes to managing your international corporate governance. Very specifically and most of the time upfront is going to be spent talking about CSC's centralized solution for corporate secretarial governance that we call Global Subsidiary Management. And then very valuably for everybody, Andrea is going to run us through a live demonstration of CSC's award-winning technology, CSC Entity Management, which works in concert with our solution.

We want to save plenty of times for questions. We love taking live questions from our audience. So please use the Q&A widget throughout. Don't wait till the end to ask questions. And it's very likely that I will take a pause and Andrea will as well to answer questions live and in the moment when we feel that they would be relevant for all of our attendees today. So hit that Q&A box hard. Anything that we don't get to during the call today, we'll be happy to have somebody reach out to you. And we always welcome questions here at CSC. We are a consultative service and solution. So when you have questions, never hesitate to hit us on email, pick up the phone, reach out to our general customer service team. We'll get you to the right folks to answer your questions when they come up.

A little bit about CSC. I think most of you on this call know who CSC is. We do go by CSC. Some of you know us as Corporation Service Company. We're an old company. We were founded in 1899. And so much of our legacy, especially early on, is as an American service provider. But make no bones about it. CSC has been working internationally for over 75 years.

Our recent, about three years ago acquisition, $3 billion acquisition of the Intertrust Group further bolstered our existing structure when it comes to our corporate secretarial services around the world. But this is not a new endeavor for CSC. In my 15 years here at CSC, I've spent the majority of that time working with our Global Subsidiary Management suite of services, developing that into the centralized and simplified solution it is today. Adding the Intertrust offices around the world gives us our own global presence in jurisdictions where we did not have local offices already. So that is a beautiful thing. And it also added additional I'll say adjacent services, such as payroll, accounting, and tax in jurisdictions where they were not services that we had previously offered those.

Some great stats on this page, and I think it's important to know. One of the things that are so fulfilling for me to see is the fact that we've grown to over 8,000 employees around the world. When I started here 15 years ago, we were talking about the fact that we were close to a thousand employees around the world. And the growth that I've seen, this is truly the golden age for CSC. Our growth is organic growth. We've grown by acquisition. We've grown by growing our own offices around the world. And personally, as an employee here for a while, I'm really proud of what we have around the world.

We're trusted by more than 90% of the Fortune 500, but we're also trusted by small and entrepreneurial organizations around the world as well. We work with 90% of the 100 Global Brands, some of the top global brands around the world, and over 10,000 law firms around the world. And we're really proud to count you in that mix if you're an existing client, and look forward to adding you to this chart if you're going to be coming on with us in the future.

So let's just talk a little bit quickly about, again, who we are and what CSC does, our purpose. We're really here to make business easy for our clients around the world. Whether it's our suite of U.S. registered agent and annual report services, our business license services, our digital brand management services around the world, so many of the new, as I had mentioned, adjacent services in the corporate and legal space, and of course what we're focused on today, our centralized Global Subsidiary Management service, these values are true throughout. We're here to act as a service company for our clients around the world.

Our technology is delivered or developed specifically to embellish and make our services more valuable, as opposed to just being a standalone technology like so many of our competitors do. We really do take a lot of pride in our teamwork around the world. Our offices around the world do not work independently. We work as one consistent organization around the world to make life easier for our clients. Whether you're dealing with our office in Singapore, our office in Japan, or our office in Germany, or our office in Wilmington, we want you to have a consistent experience and one that we do leverage our teams around the world.

Tenacity is probably the most defining trait of what we do. Our goal is to find the way to get the work done for our clients. If you are ever in a situation where maybe there's a team who needs to work with another team around the world, we're going to make sure that we pull out all of the stops to make sure we do so.

And in terms of being genuine, we really want our clients to trust what we do in a very truthful way. Our goal is never to just bill you hourly for every minute that we're working on your services. Not that law firms aren't important to what they do, but we're here to take an approach that is really an extension of you, an extension of your legal team, your finance teams, and make life easy.

A quick mention of our "General Counsel Barometer" report 2025. This is really to bring light to the goals of general counsel and working globally, right? This is not just a U.S. paper. I'm not going to spend much time here. I want you to download this report, read it, review it, ask questions. Come back to us and schedule appointments to chat more, and we'll look forward to that.

Some of the key findings on this report, though, that are important to share. Ninety-eight percent of our respondents said their organization plans to expand. It's a growing world. Our organizations with whom we work are constantly moving into new jurisdictions. In some cases, it's the first foray outside of the U.S. And in many cases, it's expanding into greater and new territories. And know that CSC is here to assist and make life easy for you. We offer services in over 145 jurisdictions around the world. So it's pretty rare that you come to us and we say, "Sorry, we can't help you." We're working almost everywhere.

Forty-six percent of our respondents plan to expand internationally. This number is a significant increase over the past decade. It's down a little bit from last year, in terms of a subset. But over the last decade, where international expansion was slow, it's really moving much faster than it is now.

So let's talk a little bit about why CSC may be the right fit for you. The benefits of using CSC's Global Subsidiary Management services, this is developed specifically with the goals of our clients in mind. Typically, in previous worlds, you would be working with different law firms in different jurisdictions and having inconsistencies around the world, paying in different rates, paying in different hourly rates and different currencies, different touchpoints, dealing with language barriers, dealing with just the nuances of managing things with different vendors around the world, different accounts receivable teams. It was a challenging mess.

CSC is going to centralize your workflows, centralize your data and document capture, and simplify your processes around the world. A centralized global presence. Now that's not to say that you're working with a single point of contact and that single point of contact is just trying to make things work in different jurisdictions. We're supported by our local offices in different jurisdictions that are going to bring jurisdictional expertise.

So from a fulfillment standpoint, we're fulfilling locally, but your communication, your conduit of information is happening centrally, happening centrally either in our Wilmington office or hubs for this service out of our London, England office in the UK or our Indian offices. If there's ever a need for direct support with our local offices, we can satisfy that as well. But clients come to us for centralization specifically. So we feel and our clients feel that that's where the value is, that centralized global presence.

World-class service, truly world-class service. We joke here at CSC that service is our middle name, and as cheesy as it is, it's very true and it rings through everything that we do. We're here with client orientation, and our goal is to make life simpler for you. This is a service I'll say of convenience more than anything, giving you a single point of contact close to or in your time zone, speaking your language, working in flat rate costs in U.S. dollars or other currencies around the world, and giving you that simplicity.

As I've already mentioned, jurisdictional expertise, our local folks in these jurisdictions around the world are drafting in the native language and providing dual language support, are taking on appointments, and able to give you the guidance that's necessary to be able to satisfy your corporate secretarial obligations around the world.

Industry-leading solutions, not just in terms of the service that I'm going to discuss, but very much so in concert with our technology that is built in a proprietary fashion to support our service and give our clients the kind of customization that is required to manage their data and documentation around the world.

Simplified administration. This is one that really comes into focus when you're employing our services. Gone are the days of juggling legal invoices. Gone are the days of calculating out or trying to calculate out expenses based on time spent services. And gone are the days of having multiple touchpoints around the world. We are truly going to simplify the way you administer your services around the world.

Talking a little bit about our delivery model, and I've already hinted at this, a single point of contact who is your trusted project manager. Now it's not a single point of failure because there's a full team of people behind this project manager. But there is indeed a project manager with whom you'll be on a first-name basis. You're going to have a friendly relationship. And they are there as an extension of you and an extension of your legal team. I like to think of them as the concierge for your corporate secretarial obligations. They're going to work with you through regularly scheduled contact, typically regularly scheduled conference calls.

Certainly understand I don't use the word "outsourcing" when describing these services. These services take interface. The great part about these services is that you're interfacing with one centralized team to make life easy for you. That project manager is going to be your single point of contact for your regularly scheduled obligations, such as annual general meetings, annual account filings, satisfying ultimate beneficial ownership filings and requirements, as well as changes that you may have to facilitate throughout the year. So if you have a director change that impacts 10 entities in 10 jurisdictions, that single point of contact is your one point of contact to manage that type of project.

From a fulfillment standpoint, of course, we're fulfilling through our local offices and partner offices around the world. So when it comes to drafting your Indian quarterly board of directors meetings and annual shareholders meeting, it's our Indian team that's doing that. When it comes to drafting your Australian solvency resolution, it's our Australian team that's doing that, with the local expertise that it takes to be successful in those regards. But all of that is managed. Your air traffic controller, if you will, is that central point of contact, your client manager.

We're going to talk a little bit about things in a chronologic fashion here today, starting with the onboarding of the Global Subsidiary Management services. The onboarding is essentially a three-in-one service. And I do call it a service. You'll find great value in the onboarding of these services. Now I will say that the onboarding, if anything takes a little bit of a lift, it's the onboarding, that our goal is to make it as seamless and simple as we possibly can, reducing your duplicative efforts that you would have if you were working with different firms in different jurisdictions.

The first step of the onboarding, and these are really happening concurrently, but I'll describe them one after the other, is a centralized collection of anti-money laundering due diligence and know your customer due diligence. If anybody has any questions about those acronyms, KYC and AML, reach out to us. I'm happy to spend some time, in an educational sense, to walk you through these needs. If anybody has any experience working outside of the United States, especially in banking or legal services, you will know the type of due diligence that is required in country for us as a fiduciary service provider to be able to prove who you are and that you are a good organization. The goal of this work is to make sure that ultimately the clients with whom we're working are not funneling money for a drug cartel or supporting a terrorist organization. And these are very important obligations that we have as a global service provider.

Now the problem with KYC is that it is a challenge. It is a pain to provide this documentation. Every other organization would have you working with their local German office to provide information and their local Indian office to provide information and their local Japanese office to provide information over and over again, duplicating your efforts. At CSC, we're going to centralize this process. You'll have a local manager who is working with you to satisfy information. If Susie Snowflake is a director on 20 entities in 20 countries, you're providing Susie's information one time, and we're applying it as is necessary, instead of sending it over and over again and scratching your head as to why the project is so challenging. So we're going to make this as simple a satisfaction project as we possibly can.

With great value comes our corporate health check. Our corporate health check project is an audit of all of your existing entities around the world based on the publicly available data at the business registry. So this is a project that CSC is doing for you, you're not doing for us. The corporate health check involves us pulling jurisdictional-specific data, addresses on file, the location of your physical minute books, or at least telling you where they're required to be stored, understanding current appointments, officer and director appointments, powers of attorney when they're publicly available, understanding jurisdictional numbers and identifications, understanding all of the dates and deadlines for your corporate secretarial obligations, and then calendaring all of that data in our technology. Andrea will show you that shortly.

Critically, we're going to understand any deficiencies that exist. So if an entity failed to file their annual accounts last year, or maybe there's a deficiency that is no fault of yours, perhaps you had a director change resolution that was filed maybe in COVID, when business registries were a mess, and maybe that documentation exists in your minute books but was never filed properly at the business registry level at their fault. We're going to sniff that out and understand where the remedial action should be taken. Of course, CSC is going to offer you those remedial actions if you wish us to follow through, or it's something that you can do so internally, but we're going to bring that off to the surface.

With the completion of the corporate health check is a pile of beautiful, clean, trustworthy data. All of this current data is going to be captured in our Entity Management technology. So we're not handing you a piece of technology that is empty and hollow. We're handing you something that is populated with all of your dates and deadlines from a calendaring standpoint, all of your current appointments from a managerial standpoint, and all of the high-level data at a jurisdiction level.

Of course, our technology is much more robust than just that. So you have options to migrate in current or historical documents, additional data points, capital ownership, the ability to report through all of that, which Andrea will show you shortly.

And very importantly, lastly with the onboarding services, are any changes for no additional cost that we're making to take on services. If we're taking on an appointment of ASIC agent in Australia, we're going to make that change of ASIC agent for no additional cost. If we're taking on a company secretary appointment in Singapore, we're going to make that change at no additional cost. If we're taking on a registered office appointment in Canada, we're going to do so, as you've guessed it, for no additional cost. So all of that is factored into the onboarding.

Now we're set up, in most cases, to make the onboarding of your entire portfolio at one time. But in many cases, in terms of I would say a portfolio of greater than 20 or 25 entities, it might make sense to split that into different phases. So we will certainly offer you some guidance with that.

In terms of timing, you can expect a time frame I would say between 8 and 12 weeks for the onboarding of entities per phase. But the albatross is that KYC and AML due diligence. So know that we are stuck in the mud until we get the completion of KYC due diligence sent our way. Again, if there are any questions, we're always happy to go into more detail there.

Turning the page from our onboarding services to our annual services, and this is really the meat and potatoes of our service here. I'll start with a quick discussion of our service that we call Annual Compliance Support, which is our foundation service. This would be commonly called corporate company secretary services or co-sec services. What we do really well and I think we do better than most is flexibility from jurisdiction to jurisdiction and entity type to entity type. Our goal is to encapsulate a core service that is based on different inclusions, that vary based on the jurisdiction, based on the entity type, and specific to the common practices and requirements of that jurisdiction.

What I can promise you we're not going to do is offer a service that is I'll say rigid in a bad way. We're not going to include an annual general meeting everywhere because the truth is in the UK or Cayman Islands, where there's no annual general meeting required, why would we charge you for that service that's not going to be carried out? Conversely, in India where you have quarterly board of directors meetings and an annual shareholders meeting, or in Spain where if you have a board of directors established greater than two directors, you have a requirement for quarterly meetings, we're going to include this in our core service for no additional cost. Where every other vendor will say, "Yeah, we've included the one meeting, but those four additional meetings are going to be billed at time spent," we understand the need. We bring that into focus. We include that in our flat rate service.

Annual Compliance Support generally speaking, and I'm painting with a very broad stroke here, is going to include the management of your minute books and shareholder registers, always digitally within our technology, but physically in country when we're appointed to do so as your registered office or corporate domicile. It's going to include the flexible management of your annual general meetings. For physical meetings, we're going to draft a notice and agenda and a pro-forma set of minutes to be used, everything in dual language with a standard English inclusion for no additional cost. If it's an annual resolution, we'll draft that resolution, facilitate the filings, and so on.

We're going to facilitate any of your filings that are due to the business registry. As Americans, we might use the term annual reports. These are your annual financials, your UK confirmation statement. These are your Indian Form 4 and Form 5. So the different registry filings that are due annually, we'll take care of the satisfaction of all of those and in many cases draft the supporting documents. The resolution of your board of directors approving your financials and facilitating that filing, the update of your minute books, and of course everything in dual languages.

In many jurisdictions, we're going to include specific appointments that just make sense in that jurisdiction. CSC is not going to charge you additional costs for your company secretary appointment in the UK because it's something that is really assumed that your corporate secretarial provider will be taking on. We're not going to charge you extra costs for your ASIC agent appointment in Australia, I might have used that as an example already, for your services that are being taken on there because, again, it's a service that is just assumed that we're going to include or at least facilitate as part of your services. What we're not going to do is bill you extra.

Still with the inclusions of Annual Compliance Support, we're going to include the monitoring for regulatory changes around the world, which is imperative that we make sure that we understand and you understand changes that might be happening, a new ultimate beneficial ownership requirement, a new company's act. We're going to make sure that we have you covered there.

Every document that we produce, file, and draft on your behalf is going to be automatically loaded and managed in our technology that Andrea is about to show you, CSC Entity Management. So that is more so than just a nice-to-have. It really becomes the delivery and organization method for all of the documentation that we produce for you around the world.

In addition to Annual Compliance Support, which I'll mention Annual Compliance Support predicated on flat rate costs in any currency almost that you choose. Typically U.S. dollars is favored. But whether you want to be billed in euro, billed pound sterling, billed in rupee, we can certainly support you with that.

You'll see differences in cost. It's much simpler managing an Ontario, Canada company than it is a Saudi Arabian company. So you will see different price points commensurate to the workload and cost of doing business in that jurisdiction.

There's a question here about the Gibraltar annual return. Yes, Michael, the Gibraltar annual return would be specific to Gibraltar and would be a standard inclusion in Annual Compliance Support. Great question.

In addition to our standard foundation of Annual Compliance Support services, you can add additional services where you have the need. You can opt to have CSC act as your registered office. Americans, don't confuse this with your U.S. registered agent services, right? Your registered office or corporate domicile, wherever legally permissible, you can take on that service where necessary. You can have CSC take on legal representative services for your branch registrations or foreign registrations where you have those needs. And of course, you can lean on us to satisfy resident director requirements where you have those needs. As a consultant, I'll always suggest that you use your own people to satisfy residency. But where you can't, CSC can take that on and make life simple for you.

In addition, I had mentioned some of the adjacent services that we provide, including accounting, payroll, bookkeeping, digital brand services, treasury management. There are so many things that we do. These services fall generally outside of the scope of Global Subsidiary Management and would be a direct engagement with our teams around the world, with the exception of payroll. Payroll is something that we manage centrally as well.

One of the key components of everything that we do through the Global Subsidiary Management service is the fact that your project manager is the backbone of all of this, the mouthpiece, the communication, and this also leverages our award-winning technology. So I'm so happy to introduce my friend and colleague Andrea Jonaitis, who's going to give us a quick overview of our technology. And I will say that this technology really commands a lot of attention. So don't think that you're limited to this quick overview of the technology. Reach out for a much more detailed view whenever you're ready. So I'm happy to introduce Andrea to our call.

Andrea: Thanks, John. I appreciate that. And I'm happy to share an individualized demonstration with anybody that is interested in seeing that. CSC really prefers to be a very tailored and specialized solution for you. So we are going to craft the perfect technology environment and the best service. And we are very unique in that we are not just a service company and not just a technology company but a pairing of both of those.

So as John highlighted, the Entity Management solution will be automated with the services that he just described. Anytime we do any type of corporate secretarial services, any U.S.-based services, like registered agent or annual reports, fund administration, any types of transactions, the data and documents will flow automatically into CSC's Entity Management solution.