Global real estate consultancy Cushman & Wakefield is seeking approval from shareholders and a court to move its parent company from England to Bermuda to reduce its "administrative burden" and associated costs.
Cushman said in a regulatory filing made on Friday morning in the United States that it plans to "redomicile" to the British Overseas Territory. This would involve the parent company's domicile home address changing from Old Broad Street in London to the Caribbean island of Bermuda.
The company said the principal objective for the switch was to "facilitate shareholder value creation by reducing the administrative burden and associated costs of dual regulation in the US and the UK".
If approved, the domiciliation would also allow the parent company to align its corporate governance with the expectations of its largely US shareholder base "under the more adaptable and business-friendly corporate law of Bermuda", while allowing it to maintain a "stable corporate structure and capital flexibility", it said.
The firm said the move would have "little to no effect" on its operations and subsidiaries, stressing the decision was "not tax-driven" with its subsidiaries' tax residence remaining unchanged.
As a Bermuda company, Cushman will continue trading on the New York Stock Exchange and will continue to be governed by the US's Securities and Exchange Commission regulator, as well as NYSE rules and regulations, the company said, adding that it does not expect the domiciliation to result in any material changes to its offices, management team, board of directors or employee base.
"We remain committed to our businesses in the UK and the rest of Europe as a leading provider of commercial real estate services," Cushman & Wakefield said in the document.
Under English law, the move will have to be green-lit by both Cushman’s shareholders and the High Court of Justice of England and Wales. Cushman will hold a court-ordered meeting of its shareholders and a related general meeting.
Cushman said in the Form 8-K filing to the SEC that it expects to complete the domiciliation in the second half of this year. Michelle MacKay, the firm's CEO, said in a statement: "The change in jurisdiction of incorporation and other corporate governance proposals, such as the declassification of our board, demonstrate our continued commitment to pursuing opportunities for long-term value creation for our shareholders.
"These changes will reduce administrative burden, allow us to maintain a stable corporate structure and capital flexibility and enhance our corporate governance."