We have a long-term horizon, we continued to recruit new team members, and our data centers run remotely. Variable remuneration, if awarded, will at all times not exceed the fixed to variable remuneration ratios as provided in the Remuneration Regulations. As of December 31, 2020, the Supervisory Board is composed of four members — Piero Overmars (Chairman), Delfin Rueda Arroyo, Joep van Beurden and Pamela Joseph. “What I truly see when I walk through our offices? Upon each sale, appropriate notifications shall be made via the AFM register. The Supervisory Directors of Adyen are insured under an insurance policy taken out by Adyen against damages resulting from their conduct when acting in their capacities as supervisory directors. The Management Board is collectively responsible for the overall management, which includes, among others, developing and executing Adyen’s strategy and risk management policy, and setting and achieving Adyen’s objectives. Adyen aims to be risk aware without being unduly risk averse. ”. During the Annual General Meeting held on May 26, 2020, the General Meeting granted the Management Board – subject to the Supervisory Board’s approval – the authority to issue ordinary shares or to grant rights to subscribe for ordinary shares for a term of 18 months as of May 26, 2020 for up to 10% of the total number of shares issued at the time of the General Meeting for any purpose. However, Adyen applies a higher proportion of one-half, which follows from a previous arrangement with Adyen’s shareholders before its IPO in 2018.. 9 For the full version of the Dutch Corporate Governance Code 2016 please refer to www.mccg.nl. For 2020, CapEx were 3% of net revenue, 14% down from 2019, primarily due to the low cost of operating the single platform. These businesses will avoid being hampered by the complexity in business operations that so often comes with growth — such as adding additional payments channels, or expanding into new regions. In 2020 there were no employees to whom total annual remuneration (including employer pension contributions and any severance payments made) of EUR 1 million or more was awarded. Ant Group (Chinese: 蚂蚁集团; pinyin: Mǎyǐ jítuán), formerly known as Ant Financial and Alipay, is an affiliate company of the Chinese Alibaba Group.The group owns China's largest digital payment platform Alipay, which serves over one billion users and 80 million merchants, with total payment volume (TPV) reaching CN¥118 trillion in June 2020. The Nomination and Remuneration Committee consists of three (3) Supervisory Directors as determined by the Supervisory Board. Adyen obtained the Visa Inc. shares as the result of its previous holding in Visa Europe, which subsequently was acquired by Visa Inc., which resulted in amongst others Adyen being issued shares of Visa Inc. as consideration for the acquisition. It came into effect on January 28, 2020. Adyen has the right pay mix in place to mitigate short-term orientation and contribute to the long-term performance of the company. Previously, he served as CEO of CSR Plc. We offer a wide range of trainings for all employees, including career development trainings, an international exchange program that actively encourages people to work across Adyen offices in order to gain experience and train across teams, geographies, and cultures, and the Adyen Sales Academy, which aims to further train sales staff across the regions wherein we are active. Absorbing new hires into the Adyen culture was naturally more difficult in a working-from-home environment. The Articles of Association provide that the Supervisory Board must consist of three or more individuals, with a maximum of five persons. Frequent or persistent availability, connectivity, or performance issues could cause current or potential merchants to believe that its systems are unreliable, leading them to switch to a competitor or to avoid Adyen's products and services, potentially harming Adyen's reputation and brand permanently. The Supervisory Board supervises and advises the Management Board. 36. Uncertainty about global and regional economic events and conditions, including the economic impact from an uncontrolled spread of infectious diseases, may result in shoppers and merchants postponing spending, which could have a material adverse impact on the demand for Adyen's products and services, including a reduction in the volume and size of transactions on its payments platform. Adyen did not see a material increase in counterparty credit risk due to the COVID-19 pandemic. In industries such as retail, hospitality, and quick-service restaurants, merchants can no longer afford to have only one option. ET by Emily Bary To ensure Adyen proactively identifies and effectively mitigates integrity risks that may affect its business, including to account for evolution with respect to the product offering, the markets in which Adyen operates and the general growth as a business, a systematic integrity risk analysis (SIRA) is performed on an ongoing basis. In line with the revised Dutch Corporate Governance Code, Adyen performed a scenario analysis and back-test on Management Board remuneration. Adyen does not only need to comply with laws and regulations in the jurisdictions in which it operates, but also with laws and regulations with worldwide application. Adyen is a licensed credit institution, which means that any appointment of a Managing Director must be approved by the Dutch Central Bank (the DNB). Scope 1 emissions are emissions from sources owned or controlled by us — such as refrigerants used to heat or cool our offices. Stay on top of the future of financial technology. Prevention of fraud starts with the SIRA to identify potential fraud risk scenarios. This Committee supervises the provision of the Company’s financial information. Should the General Meeting wish to suspend or remove a Supervisory Director other than in accordance with a proposal of the Supervisory Board, such suspension or dismissal needs to be adopted by a majority of two thirds of the votes cast representing more than half of the Company's issued capital. Adyen has a low appetite for risk forthcoming from its tax obligations. At Adyen, inclusion means more than just acceptance. Adyen uses COSO's Internal Control – Integrated Framework (2013) as a reference for its design, implementation, and evaluation of control activities as part of a system of internal control. ”. Issuing meets various merchant needs, as it gives them the ability to issue cards for a variety of uses cases, either online, in-app, and in-store. He also holds an MBA from the Wharton School, University of Pennsylvania (USA). Taking advantage of opportunities created by the Second Payment Services Directive (PSD2) with particular focus on new Strong Customer Authentication requirements to reduce fraud within the financial system. Although the current situation could be likely to persist for a longer time, Adyen is comfortable growing the company in this environment going forward with the online efforts to safeguard the unique culture. Inappropriate behavior generally refers to insufficient compliance with relevant rules or regulations, internal policies, and/or the Adyen Formula. As such Adyen avoids short-term focus and incentives for all staff that is considered to have a material impact on our business, including the Managing Directors, thereby contributing to the long-term performance and value creation of the company. Adyen's and its partners' IT systems may be vulnerable to physical and electronic breaches, computer viruses and other attacks by cyber-criminals, internet fraudsters, employees or others. Following the positive assessment of the Supervisory Board and as part of continuous improvement, points for follow up are proposed, and include: The Financial Statements for the year ended December 31, 2020, were prepared by the Management Board and approved by the Supervisory Board. The Supervisory Board shall make one or more nominations to the General Meeting in case a Managing Director is to be appointed. Feb. 27, 2020 at 11:52 a.m. Throughout the world these privacy laws are evolving and continuously changing. Delfin Rueda Arroyo serves as CFO and Vice-Chair of the Executive Board and Management Board of NN Group, and is a member of the Supervisory Board of Allfunds Bank S.A.U. In 2020, the Diversity, Equity, and Inclusion (DEI) committee was founded, which helps with identifying key areas to improve from a DEI perspective. Adyen has no appetite for not being able to meet its payment and collateral obligations without affecting daily operations. Of these, sales and marketing expenses were €39.6 million, up 23% from €32.3 million for 2019 as we continue to invest in brand awareness and lead generation across regions. Changes in strategy and willingness to assume risks or external developments may result in an updated risk appetite, which is ultimately bound by Adyen’s risk capacity. Adyen promotes and safeguards the key elements of its culture through the Adyen Formula. The Supervisory Board By-Laws set out rules regarding the composition, responsibilities and objectives of the Supervisory Board. The Annual General Meeting of 2020 was held on May 26, 2020. The Management Board has performed a company-wide risk assessment and described the principal risks facing the Company in relation to its risk appetite in the section ‘Risk factors’ of this Annual Report. The Corporate Risk and Internal Control team supports the Management Board and Risk Committee with its risk oversight, management of the risk framework, setting of the relevant risk management policies, risk appetite, and independent monitoring of key risks, limits, and controls. On February 12, 2021, Caoimhe Keogan was appointed as Adyen’s fifth Supervisory Director. The Audit Committee meets as often as required for a proper functioning of the Committee. Therefore, the low interest rates do not impact Adyen’s revenues. Furthermore, the Committee discussed reports from internal and external auditors, reviewed the Annual Report, the H1 and H2 Shareholder Letter including the relevant press releases and the Q1 2020 and Q3 2020 Trading Updates, and discussed the overall internal control environment. He was reappointed for a period of 4 years, ending January 2024. These workstreams work with our merchants in a co-creative manner and are thus able to efficiently prioritize their needs. However, Adyen is exposed to interest rate risk in the banking book in relation to its high-quality liquid assets: cash held at central banks and government bonds held to maturity. We operate a global, scalable tax framework which aims to support the business in its growth, while simultaneously allowing us to be in control of our tax position. In 2020, Adyen implemented a centralized contract management tool to improve visibility into who the company is globally doing business with and monitor compliance with the policy. The composition of the Supervisory Board is such that members are able to act independently of one another, the Management Board and any particular interest and allows for properly carrying out all Supervisory Board tasks, including staffing of committees. Caoimhe Keogan holds a degree in Occupational Psychology from Queen’s University Belfast (UK). The Supervisory Board now consists of 40% women. Adyen wants to build an ethical and sustainable business and therefore actively mitigates risks that could negatively affect the Adyen reputation or brand. It came into force on 28 January 2020 and Adyen Singapore received its license as a Major Payment Institution under the PSA for cross-border money transfer services on the same day. The highly available platform is designed to withstand individual telecommunications, systems and datacenter instance failures. Adyen therefore actively manages its risks to protect and grow the company. Figure 2 Best practice provision 4.3.3 of the Code, which provides that the general meeting of shareholders of a company not having statutory two-tier status (structuurregime) may pass a resolution to cancel the binding nature of a nomination for the appointment of a member of the Management Board or of the Supervisory Board and/or a resolution to dismiss a member of the Management Board or of the Supervisory Board by an absolute majority of the votes cast. The composition and number of members of the Committee provide for sufficient capacity to carry out the supervisory functions. Capital expenditure: We aim to maintain a sustainable capital expenditure level of up to 5% of our net revenue. 5 Adyen’s definition of Integrity Risk also includes the related concept of conduct risk. The “Payment Gateway Market Research Report by Type – Global Forecast to 2025 – Cumulative Impact of COVID-19” report has been added to … Seeing your colleagues every day in the office is great, and in future situations I will think back of the past year and remind myself how lucky we are. Going forward, Adyen may require additional funding to respond to business opportunities or unforeseen circumstances and may decide to engage in equity or debt financings or enter into credit facilities for other reasons, and may not be able to secure any such debt or equity financing or refinancing on favorable terms in a timely manner, or at all. Adyen is exposed to foreign exchange risk on its assets and liabilities denominated in currencies other than the functional currency, including certain contract assets, its holding of Visa Inc. shares and the assets and liabilities of its subsidiaries. The table below reflects the equity position directly or indirectly held by the Managing Directors as per December 31, 2020, 2019 and 2018: Shareholdings (aggregate number of Shares and/or Depositary Receipts, 16 2020 vesting until May 31, 2020 (termination date). In 2019, we have become a carbon neutral company by offsetting all CO2 emissions from our activities since foundation. This could lead to, amongst other things, a leakage of merchants' data, damage related to incursions, destruction of documents, inability or delays in processing transactions, and unauthorized transactions. As of 2018, Adyen does not award variable remuneration to the Managing Directors. Refer to the ‘Social Responsibility’ section for more information on our sustainability efforts. The Adyen Formula leads how we recruit, grow, and retain colleagues around the world. In 2020, Adyen has continued to develop and refine principle-based policies, supported by globally applicable scalable procedures, to combat misuse of the financial system and build scalable compliance solutions to meet Adyen’s regulatory obligations as a financial institution. The Management Board has instituted a Risk Committee to support them with risk management oversight. As part of the ongoing maturity of Adyen’s compliance program, an independent second line compliance monitoring team was established in 2020, and focused on the development and maintenance of data-driven monitoring tools to provide oversight on the implementation of integrity risk controls in a scalable and technology-led manner. In setting up and maintaining our governance structure we are guided by Dutch statutory requirements, the Dutch Corporate Governance Code (the Code), European Banking Association (EBA) Guidelines on Internal Governance and international best practices. Additionally, Piero Overmars and Joep van Beurden committed not to sell, transfer or otherwise dispose of any Shares and/or Depositary Receipts, during the term of their appointment. Adyen observes the laws and regulations applicable to the company, which includes the remuneration regulations as provided in the Act on Remuneration policy Financial Undertakings (Wet beloningsbeleid financiële ondernemingen) and the EBA Guidelines on Sound Remuneration Policies (EBA Guidelines) (the Remuneration Regulations). Per December 31, 2020, Adyen’s Management Board is composed of the following members (the Managing Directors): Each Managing Director has duties related to their specific area of responsibilities and expertise. Whenever fraud is suspected or reported, an internal investigation and/or external investigation is conducted and corrective actions are taken. In line with this approach and our values, we do not seek refuge in tax havens and when making decisions we consider the spirit of the law. In accordance with the three-lines-of-defense model, teams within the second line of defense are mandated with an independent position from which to monitor and advise on the implementation of integrity risk controls within Adyen. As such, responsible tax behavior is an essential element of our sustainability strategy. If Adyen is unable to provide enhancements and new features that achieve market acceptance or keep pace with rapid technological developments and evolving industry standards, its business could be materially and adversely affected. Governmental support and monetary programs have cushioned some of the impact for a portion of Adyen’s merchants up to now, but for some of them the end of the survival horizon may come in view. Adyen accepts that competition could increase as it seeks to increase market share, thereby potentially reducing profit margins, but not at all cost — if pricing is not sustainable, then it will not pursue a deal. Gaps in internal controls could negatively impact the accuracy of our financial and management reporting. This principle of joint responsibility is reflected in the three-lines-of-defense model employed as part of Adyen’s governance framework and promoted openly by both tiers of the Board — tone starts at the top. Adyen typically refrains from public policy advocacy on tax, nor engages in any lobbying activities related to tax. It is a challenge to estimate the impact of transition risk on Adyen’s business model. “ My apartment used to be my refuge, but now that it’s also my place of work, I go for daily walks and make the streets and parks of Amsterdam my new refuge. 2 South Pole has calculated Adyen's GHG footprint for 2019 and 2020 following the "The Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard - Revised Edition' and the complementary 'Corporate Value Chain (Scope 3) Accounting and Reporting Standard' procedures and principles. Other risks, facts, or circumstances not presently known to Adyen or that Adyen currently deem to be immaterial, could individually or cumulatively prove to be significant and could have a material adverse effect on Adyen's business, results of operations, financial condition, and prospects. The top-down, company-wide risk assessment is complemented by bottom-up risk assessments. Regulation allows Adyen to continually improve the quality of processes, sharpen thinking and explore and develop new product opportunities. However, the pandemic has not ended yet and it is uncertain how the consequences of prolonged lockdowns will manifest itself over the upcoming years. Culture is a key aspect of risk management. The changes could also create boundaries to us. The decline in these volumes stabilized quickly, while online retail and digital goods volumes accelerated after global lockdown restrictions went into effect. All Managing Directors have entered into a service agreement (overeenkomst van opdracht) with Adyen N.V. effective as of the date of the listing of Adyen, whereby Kamran Zaki is currently assigned to Adyen Inc. The background, knowledge and expertise of each Supervisory Director adds to the Board’s effectiveness, enabling it to fulfil its duties in the Company’s best interest. 2020 figures. The week that the news of the pandemic broke through into the mainstream feels like a long time ago now. The most innovative financial services providers with the BI list of top fintech startups and financial technology companies. The outcomes of the assessment have been discussed with the Supervisory Board and the Management Board. Adyen has low appetite for failure to comply with the card network rules or the deterioration in its relationships with the card networks for any other reason, which could result in the restriction, suspension, or termination of Adyen's own licenses, or use of sponsoring banks’ licenses. We value skills, regardless of where they have been honed. Risk appetite defines the amounts and types of risk Adyen is willing to accept in pursuit of its objectives. A follow-up general security introduction, which addresses privacy and confidentiality policies, must be completed within two months of start date. Adyen's remuneration policy is in line with the Remuneration Regulations. Piero Overmars holds an MBA from Nyenrode Business University. Changing sentiment regarding climate issues, in the communities in which we operate, could lead to reputational risk. We don’t do pre-set career paths at Adyen. The total remuneration received by the Supervisory Board in 2020 amounted to EUR 292,705 (2019: EUR 240,000). At Adyen, we understand that the trust we have been given by our customers to process personal data is essential to our business. During this crisis, we focus on our merchants’ problems, on our team’s mental health and getting out of this as a stronger team — no matter when that end date will come. When a proposal to amend the Articles of Association is made to the General Meeting, the intention to propose such resolution must be stated in the relevant notice convening the General Meeting. Vendors and supply chain dependencies could negatively impact Adyen’s operations and security of data, systems, and services. Only natural persons may be appointed as Supervisory Director. Adyen’s tax team is well embedded in the organization to engage with (external) stakeholders and address any views and/or concerns. We actively support these bottom-up initiatives, as this is how most initiatives originate at Adyen — from the company-wide strategy on down. Capitalizing on evolution in the industry: Our strength is in our speed and ability to react to market developments that can help our merchants due to the way our technology and teams are structured. This product feature enables our merchants’ shoppers to carbon compensate for the purchase of goods at checkout, providing a simple way for shoppers to support sustainability projects. Adyen accepts that entering and operating in markets with some macroeconomic volatility could lead to financial losses. The Risk Committee keeps the Management Board informed of the observations, recommendations, and deliberations on findings regarding risk management and internal control.
Wex Fleet Card Fees, Tampa Bay Lightning Prediction, Bitcoin Price Prediction January 2021, Leica Vario-elmar-r 80-200 Mm F/4, Greenlight Hot Pursuit Series 39, Fast Test At Gibraltar Airport, How To Buy Usdt In Malaysia,