A GLOBAL MULTI-ASSET FINTECH INNOVATOR
DRIVEN BY PROPRIETARY TECHNOLOGY
ANNUAL REPORT 2024
STRATEGIC REPORT
2024 Highlights and Key Achievements 2
Group at a Glance 4
Chair’s Statement 5
Chief Executive Officer Review 8
Strategic Roadmap 12
US Futures Market Position 14
Cutting-edge Mobile Offering 16
Best-In-Class Technology 18
Large, Established Customer Base 19
Business Model 20
Key Performance Indicators (“KPIs”) 22
Key Stakeholder Relationships 24
ESG Approach 26
Report on the Task Force on Climate-Related
Financial Disclosures (“TCFD”) 33
Group Chief Financial Officer Review 38
Group Tax Policy 40
Risk Management Framework 42
Going Concern and Viability Statement 48
GOVERNANCE
Governance at a Glance 50
Chair’s Introduction to Governance 52
UK Corporate Governance Code
Compliance Statement 53
Board of Directors 54
Governance Report 58
Shareholder Engagement 64
Report of the Nomination Committee 65
Report of the Audit Committee 70
Report of the Regulatory & Risk Committee 77
Report of the ESG Committee 80
Report of the Remuneration Committee 83
Directors’ Remuneration Report 90
Directors’ Report 100
Corporate Law 102
Directors’ Responsibility Statement 104
FINANCIAL STATEMENTS
Independent Report of the Auditors 106
Consolidated Statement of
Comprehensive Income 110
Consolidated Statement of Financial Position 111
Consolidated Statement of Changes in Equity 112
Consolidated Statement of Cash Flows 113
Notes to the Consolidated Financial Statements 114
FURTHER INFORMATION
Advisors 134
Contents
All charts and graphs contained in this Annual Report are graphical
representations of the underlying data to which each chart or graph
relates and have been included to aid interpretation of such data and
are therefore included for illustrative purposes only.
Plus500 Ltd. (“Plus500”, the “Company” or, together with its
subsidiaries, the “Group”) is a global multi-asset fintech group
operating proprietary technology-based trading platforms.
Visit investors.plus500.com
for more information
Plus500 Ltd. 2024 Annual Report | 1
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FINANCIAL HIGHLIGHTS
$768.3M
Revenue
1
$342.3M
EBITDA
2
45%
EBITDA Margin
$890.0M
Cash balance at year end
OPERATIONAL HIGHLIGHTS
118,010
New Customers
3
254,138
Active Customers
4
$3,023
ARPU
5
$1,456
AUAC
6
2024 HIGHLIGHTS AND KEY ACHIEVEMENTS
2024 highlights
Average Deposit per
Active Customer
reached a record high
of c.$12,000 in FY 2024”
1
Revenue is comprised of trading income and interest income.
2
Revenue (trading income and interest income) minus operating
expenses plus depreciation and amortisation.
3
Customers depositing for the first time.
4
Customers who made at least one real money trade during the period.
5
Average Revenue Per User.
6
Average User Acquisition Cost.
Plus500 Ltd. 2024 Annual Report | 2
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Diversification strategy driving
global success
+
Plus500 made excellent strategic, operational and
financial progress in FY 2024 and delivered further
progress against its strategic objectives, reflecting
the increasingly diversified nature of its global
operations
+ Group revenue increased by 6% year-on-year to
$768.3m, EBITDA increased by 1% to $342.3m and
basic Earnings Per Share (“EPS”) increased by 13%
to $3.57
Outstanding customer KPIs driven
by long-term strategic thinking
+ Total number of New Customers grew by 30% to
118,010 and Active Customers grew by 9% to 254,138,
driven by the Group’s marketing technology
capabilities and initiatives
+
Plus500’s increasingly diversified operations, both
geographically and by product, strengthen its
competitive advantages and enable it to drive
customer growth
Track record of significant shareholder
returns maintained
+
During FY 2024, Plus500 announced $360.5m of
total shareholder returns, comprising share
buyback programmes of $210.0m and total
dividends of $150.5m, reflecting the Group’s robust
financial position, high profit margin and cash
generative business model
+
Additional shareholder returns of $200.0m were
announced in February 2025, comprising share
buyback programmes of $110.0m and total
dividends of $90.0m
Key achievements 2024
Excellent progress delivered in the
US futures market
+
Strong progress made in the US futures market. For
example, the US business onboarded a record
number of New Customers, processed significantly
higher volumes of trades and further established
the Group’s position in this market
+
In FY 2024, the non-OTC* business as a whole,
which includes share dealing and futures,
represented c.10% of total Group revenue, c.15% of
New Customers and c.36% of total customer
deposits, highlighting its growing importance to
the Group
New clearing membership and
additional regulatory licence secured
+
In January 2025, the Group secured a clearing
membership with ICE Clear US, part of
Intercontinental Exchange Group (“ICE”), among
the world’s largest operators of exchanges and
clearing houses for listed derivatives
+ Also, in January 2025, the Group obtained a new
regulatory licence in the UAE from the Securities
and Commodities Authority (“SCA”), enabling
further expansion in the local market through an
enhanced product offering and tailored marketing
initiatives
Strategic progress underpinned by
growth in new markets
+
In January 2025, Plus500 launched its multi-asset
offering for the Japanese market comprising new
OTC products based on Indices, Equities and ETFs
+
In the UAE, alongside the additional regulatory
licence, the business continued to tailor its
operations to cater to local preferences by
launching new products
* Over-the-Counter (“OTC”)
Plus500 Ltd. 2024 Annual Report | 3
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OUR PURPOSE OUR STRATEGY OUR VALUES
To enable trusted and
intuitive access to
financial opportunities
for our customers
+ Across devices and
platforms
Through best-in-class
proprietary technology
+ Across the globe
Through global scale with
localised services
+ Across financial
instruments
Through a broad range
of innovative products
Plus500’s strategy is
to continue to develop
its position as a leading
global multi-asset
fintech group by:
+ Deepening engagement
with customers
+ Expanding its offering
in existing markets
+ Entering new markets
+ Launching new products
Plus500 is well positioned
to access a range of
significant growth
opportunities
+ Strive for excellence
Offering a best-in-class
technology
+ Customer-centric
approach
Customers are at the
centre of decision-making,
to ensure high service
levels
+ Committed to operating
sustainably and
responsibly
Plus500 is focused on
carrying out a range of
sustainability initiatives
to deliver tangible value
for stakeholders
+ Unique organisational
culture
Plus500 operates an
entrepreneurial and
high-performance
organisational culture
to empower employee
development
GROUP AT A GLANCE
A global multi-asset
fintech innovator
Plus500 is a global multi-asset fintech group operating proprietary
technology-based trading platforms. It offers customers a range
of trading products, including OTC, share dealing, as well as futures
and options on futures
Plus500 is listed on the London Stock Exchange (“LSE”) and is a
constituent of the FTSE 250 Index and the STOXX Europe 600 Index
Read more on pages 26 to 32Read more on pages 12 to 15Read more on pages 5 to 11
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Introduction
Plus500 once again delivered excellent strategic, operational and
financial progress in FY 2024. The successful development of the
US futures businesses continued, the Group expanded its
geographic reach and introduced new products for customers.
Whilst delivering this excellent progress, the Group maintained its
robust financial position and announced shareholder returns of
$360.5m in FY 2024.
This is my fourth Annual Report as Chair and I am personally more
motivated and excited than ever to be part of Plus500. The Board
of Directors of Plus500 (the “Board”), and the Executive Management
team, remain committed to delivering the strategic roadmap
initiatives successfully for the benefit of all stakeholders. But, our
success would not be possible without colleagues across the Group
and I would like to thank everyone for their relentless focus on our
collective ambitions during the year.
Strategic and operational progress
delivered in FY 2024
The Group delivered excellent strategic and operational
progress during the year, which I am extremely proud of. Plus500
made great progress towards its strategic initiatives which include
accessing new markets and developing new products and services
for its customers.
During FY 2024, Plus500’s futures businesses, which includes its B2B
(Institutional) and its B2C (Retail) offerings, cemented their place
in the important US futures market. Both number of customers and
trade volumes grew significantly versus the prior year. They also
introduced innovative new products and services, such as ‘Plus500
Cosmos’ which is a new, innovative client portal serving B2B
customers.
As of 31 December 2024, Plus500 had over 30 million customers
registered on its platforms and is one of the largest online providers
of proprietary OTC trading platforms globally. The Group’s
infrastructure is highly scalable and can cater to increasing
numbers of new customers and new operating geographies as
the Group expands its global footprint.
Supported by an extremely strong
financialposition
The successful delivery of strategic progress is only made possible
by the support of a strong and robust balance sheet. In FY 2024,
Plus500 delivered an excellent financial performance and this was
not only enabled by its strong financial position but also by its
proprietary technology and compelling competitive advantages.
Reflecting the Board’s confidence in the outlook for the Group,
further shareholder returns totalling $200.0m were announced in
February 2025, which included dividends of $90.0m and share
buyback programmes of $110.0m, in addition to the $360.5m of
shareholder returns announced previously during FY 2024.
Delivering strategic growth and innovation
Since its IPO in 2013, Plus500 has established an enviable track
record of growth and innovation. Over the medium term, the
Group’s strategic roadmap aims to deliver new products, enter
new markets, expand the Group’s existing operations and further
deepen engagement with customers. The Group made excellent
progress against these strategic ambitions during the year and it
will continue to focus on executing these during 2025 and beyond.
CHAIR’S STATEMENT
Plus500 is focused on delivering
its strategic initiatives
In FY 2024, Plus500 delivered further excellent
progress. Our strategic roadmap objectives
are clear and we are working to deliver them
effectively. As we continue to build on our
strong foundations, the Board and I look
to2025andbeyondwithconfidence.”
Prof. Jacob A. Frenkel
Chair of the Board
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CHAIR’S STATEMENT CONTINUED
The Board remained focused on high
standards of corporate governance
Corporate governance remained a key focus for the Board during
FY 2024 and I am delighted with the progress we made in several
important areas, including our strategic goals.
At our Extraordinary General Meeting (“EGM”), held on 8 January
2024, shareholders approved several Non-Executive Director
appointments.
Shareholder engagement
In 2024, Plus500 significantly expanded its shareholder outreach
programme, placing a stronger emphasis on corporate
governance. Guided by the Board’s shareholder engagement
strategy, our Chair, Prof. Jacob A. Frenkel, alongside David Zruia
(CEO), Elad Even-Chen (CFO) and Owen Jones (Head of Investor
Relations), conducted in-person meetings with key shareholders
who together represented a significant percentage of the
Company’s shareholder register.
These sessions provided a valuable platform to gather feedback
and views, while engaging in meaningful discussions on key
corporate governance matters. Overall, the Company believes
that it has a better understanding of shareholders’ views and that
the feedback received from shareholders was supportive.
As Plus500 is committed to take into account this valuable feedback
and to incorporate it where feasible, the Board will continue to take
shareholder views and feedback into consideration as part of its
approach to maintaining high governance standards and
continuing to deliver long-term value for all stakeholders.
For further details, please refer to our Governance Report on page
50 and, in particular, the Report of the Remuneration Committee
from page 83 onwards.
Plus500 is committed to sustainability
andinclusivityacrossitsfinancialtrading
products and services
Plus500’s objective is to provide trusted and intuitive access to
financial products. It seeks to achieve this by offering a broad range
of financial products, aligning its global scale with its locally tailored
offering, all of which are powered by a best-in-class proprietary
technology stack.
Providing access to financial markets via the Group’s intuitive,
secure and user-friendly platforms is core to Plus500’s purpose.
Equally important is the Board’s commitment to customer care,
protection and support. Plus500 also places great emphasis on
employee welfare, well-being and career opportunities throughout
the Group, and is firmly committed to maintaining an environment
of equality and inclusion. During FY 2024, the Group continued to
be involved in the local communities in which it operates, and to
support employees’ volunteering activities. Also during the period,
the Group made several donations worldwide, both monetary and
in-kind, to support local communities and causes.
Consistent track record
of growth and delivery,
supported by our
long‑term, high‑value
customer base
Proprietary technology
is Plus500’s key source of
competitive advantage
Plus500 is diversified
across its product
portfolio and global
geographic footprint
Growth supported by
organic investments
and targeted bolt‑on
acquisitions
Robust financial position
with a significant cash
balance and no debt
since inception
Attractive and
sustainable
shareholder returns
through dividends
and share buybacks
THE PLUS500
INVESTMENT CASE
Our purpose is being delivered
by a clear investment case
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Regulatory compliance in focus
The Group maintains a highly robust, customer-centric approach
to compliance, supported by our expertise in the relevant global
regulatory standards and our team’s long-standing relationships
with the regulators in the markets and industries in which we
operate. We also have the relevant technological skills and
capabilities to ensure that we can efficiently react with speed to
any regulatory changes that occur. This approach has continued
to deliver consistent results and has helped to support its
performance since Plus500’s inception.
With an established global regulatory network managed by its
regulated subsidiaries, the Group remains well positioned to cater
for the regulatory framework across the markets in which it
operates.
Established track record of
shareholder returns
The Board has a clear capital allocation framework, based on the
ongoing assessment of the availability of excess capital going
forward, to ensure there continues to be an optimal balance
between shareholder returns, investments in future growth and in
driving business continuity over the long term. In particular, and
aligned to this framework, the Board will continue to ensure that
appropriate levels of capital are maintained for working capital
and other factors to drive future growth. During FY 2024, Plus500
announced $360.5m of total shareholder returns, comprising share
buyback programmes of $210.0m and total dividends of $150.5m.
In addition, in February 2025, additional share buyback
programmes and dividends were announced as part of the Group’s
FY 2024 preliminary results totalling $200.0m, comprising buyback
programmes of $110.0m and total dividends of $90.0m.
Since the Company’s IPO in 2013, Plus500 has continued to deliver
attractive returns to shareholders of approximately $2.5bn in
aggregate through dividends and share buybacks, including the
returns announced in February 2025.
It is this approach to capital allocation that has delivered a total
return to shareholders of approximately 6,000% since Plus500 listed
on the LSE in 2013 up to 31 December 2024. This positioned Plus500
as the best performing share in the FTSE All-Share Index on a total
return basis over that time frame*, which is a remarkable
achievement.
I look forward to updating our valued shareholders regarding the
Group’s further progress during 2025 in next year’s Annual Report.
Prof. Jacob A. Frenkel
Chair of the Board
23 March 2025
* Based on Bloomberg TSR of FTSE All-Share Index between FY 2013 to FY 2024
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Plus500 has established a track record of
consistently delivering strategic, operational
andfinancialprogress,andtheFY2024
results underscore the Group’s strong
performance at delivering its strategic
ambitions.”
David Zruia
Chief Executive Officer
CHIEF EXECUTIVE OFFICER REVIEW
Excellent progress enabled by cutting‑
edge technology, a clear strategy and
financial strength
Plus500 has transformed into a global
multi-assetfintechgroupwithsuperior
proprietary technology
In recent years, as guided by its strategic roadmap, Plus500 has
expanded and diversified its global operations to become a
provider of market infrastructure services and proprietary trading
platforms in the US futures market, as well as trading platforms
across OTC markets and share dealing. Today, the Group offers a
wide variety of products and services across its OTC, share dealing
and futures offerings. It operates in more than 60 countries and
has over 30 million customers registered on its platforms globally.
Plus500’s competitive advantages are well-established. These
include its proprietary technology, its portfolio of 14 global
regulatory licences, its cash generative business model and its
extremely strong balance sheet. The Group’s strong financial
position enables it to invest both organically and inorganically to
drive further growth and innovation.
In FY 2024, the non-OTC business as a whole contributed
approximately 10% of total Group revenue and approximately 15%
of New Customers, which highlights the growing importance of
these businesses to the continued success and future growth of
the Group. Non-OTC customer deposits in FY 2024 were $1.1bn,
representing approximately 36% of total customer deposits on a
Group level.
Innovative approach drives product
development and customer retention
Plus500 is a technology company at its core and it is this
technological superiority which forms one of the Group’s key
competitive advantages. The Group’s proprietary technology
provides a host of benefits from how responsive Plus500 can be to
changes in its markets to how quickly it can incorporate customer
feedback and introduce innovative new products such as ‘Plus500
Cosmos’ for B2B futures customers in the US.
In addition, over recent years, the Group has invested significantly
in its customer retention technologies to great effect. As a result,
67% of FY 2024 OTC revenue was generated by customers who have
been trading with Plus500 for more than three years. In addition,
the Group’s focus on higher value customers across its acquisition
channels has resulted in further progress across major operational
KPIs, including the Average Deposit per Active Customer.
Plus500 has established a formidable track
record of shareholder returns since IPO
Since the Company’s IPO in 2013, Plus500 has continued to deliver
attractive returns of capital to shareholders of approximately
$2.5bn through dividends and share buybacks, including the returns
announced in February 2025, having generated significant levels
of cash from operations of approximately $3.5bn over that time
frame.
It is this approach to capital allocation that has delivered a total
return to shareholders of approximately 6,000% since Plus500 listed
on the LSE in 2013 up to 31 December 2024. This positioned Plus500
as the best performing share in the FTSE All-Share Index on a total
return basis over that time frame, which is a remarkable
achievement and another testament to the Group’s excellent track
record of consistent outperformance.
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FY 2024 at a glance
Plus500 delivered excellent strategic, operational and financial
progress during FY 2024. The Group’s ability to deliver consistent
strategic progress, coupled with attractive, compounded
shareholder returns year after year, forms the basis of its strong
investment case and is a key driver for why Plus500 was the best
performing share in the FTSE All-Share Index on a total return basis
since it listed on the LSE in 2013 to the end of 2024. In order to keep
delivering for shareholders, throughout FY 2024, Plus500 invested
in its proprietary technology and sophisticated marketing initiatives
to drive customer acquisition and expand its global operations.
FY 2024 saw the Group deliver excellent progress against its
strategic roadmap objectives which include expanding into new
markets, developing new products and deepening engagement
with customers. In recent years, Plus500 has evolved from being a
technology company with a leading OTC offering into a diversified,
multi-asset global provider of market infrastructure services and
proprietary trading platforms, offering a wide range of technologies
which provide access to various financial trading products and
services in the futures and options on futures markets, as well as
the Group’s share dealing platform.
During the year, Plus500 continued to invest in its marketing
technology capabilities and in its efforts to deepen engagement
with customers through new localised offerings and customer-
centric initiatives dedicated to improving customer service and
the provision of an enhanced trading experience. Plus500 operates
global trading platforms coupled with a strong localised approach,
leveraging its proprietary technology and dedicated customer
support framework. For example, retail traders in Japan and the
UAE now have access to localised offerings and the Group plans
to execute the same strategy in new additional markets.
Plus500’s people drive its
collective success
The organisational culture at Plus500 is unique, highly collaborative
and places the customer at the heart of the decision-making
process. Employee welfare is critical to ensure that the Group’s
products and services are delivered effectively and consistently
to our customers around the world. Therefore, Plus500’s
management teams worked tirelessly during FY 2024 to recruit and
retain the best employees in order to provide the best customer
service and achieve the Group’s collective ambitions. I would like
to thank everyone across Plus500 for their hard work and dedication
during the year.
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With our proprietary technology,
financial strength, extensive global
portfolio of regulatory licences and
customer base of over 30 million
registered customers worldwide,
Plus500 is extremely well positioned
for 2025 and beyond.”
Outstanding customer KPIs and excellent
customer growth driven by a long-term
strategic approach
Plus500’s increasingly diversified operations, both geographically
and by product, strengthen its competitive advantage of class-
leading technology to drive its global success. During FY 2024, the
Group’s strong foundations delivered meaningful operational
progress. This included excellent growth in New Customers and
Active Customers driven by the Group’s marketing technology
capabilities and initiatives. The Group also had continued success
in attracting and retaining higher value customers, demonstrated
by growth in the Average Deposit per Active Customer of 17% year-
on-year to approximately $12,000, and total customer deposits
amounted to $3.0bn during FY 2024, which are both record levels
for the Group.
The opportunity in the US futures market
remains extremely compelling for Plus500
For Plus500, the US futures market represents a multi-year growth
opportunity. As the Group further establishes its operations in this
market, leveraging its superior technology to disrupt the industry,
it aims to unlock a sizeable earnings opportunity in the medium to
long term for both the B2B (Institutional) and B2C (Retail) businesses.
Plus500’s performance in the US futures market during FY 2024
stemmed from its proprietary technology, innovative approach
and best-in-class customer service. Its strong operating results
illustrate just how successful the business has been in establishing
itself in this market. Both number of customers and trade volumes
grew significantly versus FY 2023 and the pipeline of new
institutional customers remains substantial.
As of 31 December 2024, the futures business held approximately
$350m of customer segregated funds which represents growth of
approximately 20% versus 31 December 2023.
The Group has also recently secured a clearing membership with
ICE Clear US, part of ICE Group, among the world’s largest operators
of exchanges and clearing houses for listed derivatives. This
important clearing membership will allow Plus500 to expand its
clearing offering to customers. The Group will continue to work
towards expanding the number of its global clearing memberships
and licences, both in the US and globally, during FY 2025 and
beyond.
UAE business secured an additional
licence from SCA
In January 2025, the Group secured a new regulatory licence in the
UAE from the Securities and Commodities Authority (“SCA”), taking
its global portfolio of regulatory licences to 14. These licences are
a source of significant value to Plus500 as they are scarce, difficult
to obtain and require substantial time and effort. In addition, they
raise the barriers to entry for the industry as a whole. The new
licence marks an important step, as it allows Plus500 to expand its
marketing initiatives and acquire customers more widely in the
region, as well as to expand its local product offering from OTC to
also include share dealing, futures and options on futures over
time.
Multi-asset OTC platform for retail
customers in Japan
Plus500’s localised trading platform for the Japanese retail market
continued to perform well and further established itself with
customers during the year. In January 2025, it launched its multi-
asset offering for the Japanese market comprising new OTC
products based on Indices, Equities and ETFs. This is an important
and exciting milestone for the Group in a strategically important
market, which has the potential to drive structural growth over the
medium to long term.
Expansion and regulatory licence
opportunities for FY 2025
In FY 2025, the Group will continue to assess opportunities to grow
its portfolio of regulatory licences and clearing memberships,
focusing on North America and Asia, both organically and through
bolt-on acquisitions.
Plus500 continued to localise its existing
OTC operations in main territories
The Group continued to place great emphasis on improving its
existing OTC market operations during FY 2024, which is a key part
of its strategic roadmap objectives. This included introducing
localised financial instruments for customers in key territories, as
well as aligning with new payment methods in response to market
dynamics and customer feedback, while also introducing new
onboarding features.
CHIEF EXECUTIVE OFFICER REVIEW CONTINUED
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Deeper customer engagement drives
present and future growth
The Group has over 30 million customers registered on its trading
platforms globally, which provides a significant source of latent
value. In FY 2024, the Group focused on deepening its engagement
with its customers.
The Group also offers a significant level of customer support and
service capabilities via its dedicated support teams who can be
contacted on a multi-channel basis. Premium customers also
have dedicated account managers. The Plus500 ‘Trading
Academy’ provides information and webinars for customers to
learn and improve their trading strategies and ‘+Insights’ provides
OTC customers with a significant amount of real-time trading
information and analytics based on the activities of other Plus500
OTC customers.
Outlook
Plus500 is extremely well positioned to capitalise on both short-term
market conditions and the medium to long-term structural growth
trends in its end markets. Over the short term, its increasingly
diversified offering and intuitive trading platforms allow customers
to access a wide variety of products, services and features across
multiple markets.
Over the medium to long term, the Group’s strategic roadmap will
see it expand into new markets, launch new products and services
for customers and deepen its engagement with customers. These
strategic ambitions will be aided by inorganic growth, where
applicable, and will enable the Group to continue to deliver
attractive and compounding shareholder returns. Plus500 has
strong foundations and well-established competitive advantages
which will help to grow the depth and reach of its operations
substantially.
In recent years, Plus500 has established itself as a provider of
market infrastructure services and trading platforms in the highly
attractive and important US futures market, whilst continuing to
expand and improve its global OTC business. The Group will
continue to invest in attractive opportunities, that includes both
organic and inorganic initiatives, to drive growth and innovation
for the benefit of future years.
David Zruia
Chief Executive Officer
23 March 2025
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Since the Company’s IPO in 2013, Plus500 has generated:
STRATEGIC ROADMAP
Our purpose, strategy
and key differentiators
Our purpose is to enable trusted and intuitive access to financial
opportunities for our customers, across a wide range of financial
instruments, geographies and devices
Our position as a global multi-asset fintech group is
well‑established and is supported by four key differentiators
1
Our superior
proprietary technology
2
Our established
track record
Plus500’s proprietary technology remains its
fundamental competitive advantage, enabling the
Group to respond with agility and speed to customer
requirements, fast-emerging market developments
and regulatory changes. The development of this
technology enables Plus500 to build upon a proven
reputation for innovation and a market-leading
technological capability.
Plus500 has built a long track record of financial
performance, with 19% CAGR in revenue since IPO year
2013, and an average annual EBITDA margin of c.55%
over that time. The Group has remained debt-free
since inception and continues to be highly cash
generative over that time.
* Based on Bloomberg TSR of FTSE All-Share Index between FY 2013 to FY 2024
Best performing share in the FTSE All-Share
Index on a total return basis*
$3.5BN
Cash from operations
$2.8BN
Accumulated net profit
$2.5BN
In shareholder returns
Now part of the STOXX Europe 600 Index
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
Read more on pages 18 to 19 Read more on pages 38 to 40
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Operational strength driving strong outcomes:
3
Our leadership,
colleagues and culture
4
Our flexible
business model
Plus500’s operating track record and technological
development are a testament to the quality of its
people. The Group has fostered a high-performance
organisational culture. This has been led by a highly
skilled management team, with specialist expertise
and experience in technology.
Plus500’s agile, customer-centric business model, with
its unique edge in attracting and retaining customers
through multiple channels, strong brand and
continued focus on customer care and protection,
has ensured that Plus500 has consistently delivered
an attractive marketing Return on Investment (“ROI”)
over time.
$3.0bn
Customer deposits,
with Average Deposit
per Active Customer
of c.$12,000
88%
OTC revenue
generated from mobile
or tablet devices
67%
OTC revenue derived
from customers trading
with Plus500 for over
three years
KEY OPERATIONAL
DRIVERS
OPERATIONAL
OUTPUTS
Deeper engagement
with our
customers
Our proprietary
technology
Major focus on product
development
Continued investment
in our people
Read more on pages 26 to 32 Read more on pages 20 to 21
Plus500 Ltd. 2024 Annual Report | 13
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The opportunity in the US futures market
remains extremely compelling for Plus500
As the Group further establishes its operations in this market,
leveraging its superior technology to disrupt the industry, it aims
to unlock a sizeable earnings opportunity in the medium to long
term for both the B2B (Institutional) and B2C (Retail) businesses.
Plus500’s performance in the US futures market during FY 2024
stemmed from its proprietary technology, innovative approach
and substantial financial resources. Its strong operating results
illustrate just how successful the businesses have been in
establishing themselves in this market. Both the number of
customers and trade volumes grew significantly versus FY 2023
and the pipeline of new institutional customers remains substantial.
US FUTURES MARKET POSITION
Plus500 has established itself
in the US futures market
For Plus500, the US futures market represents a multi‑year
growth opportunity
During FY 2024, the Group delivered excellent progress in the US
futures market, with both the B2B (Institutional) and B2C (Retail)
businesses performing extremely well, driven by its proprietary
technology, innovative approach and best‑in‑class customer service
Strong performance across both the Institutional and Retail
businesses in the US futures market
Significant growth
in customer
segregated funds, with
approximately $350m
as of 31 December 2024
Launched ‘Plus500
Cosmos’, an innovative
customer portal which
includes portfolio
monitoring, risk
management and
treasury management
Secured clearing
membership of ICE Clear
US, part of ICE Group,
in addition to the CME,
Eurex and MGEX
‘Omni-set solution’
available for the first
time for US futures
retail customers
Fully holistic, technology-
based platform for retail
traders with a record
number of new
customers onboarded
in 2024
Updated ‘T4-Pro‘ trading
platform with enhanced
trading tools and wider
product offering
B2B (Institutional)
offering
Execution, clearing
& order routing
B2C (Retail)
offering
‘Plus500 Futures’
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As of 31 December 2024, the futures business held approximately
$350m of customer segregated funds which represents growth of
approximately 20% versus 31 December 2023.
The Group recently secured a clearing membership with ICE Clear
US, part of ICE Group, among the world’s largest operators of
exchanges and clearing houses for listed derivatives. This important
clearing membership will allow Plus500 to expand its clearing
offering to customers. The Group will continue to work towards
expanding the number of its global clearing memberships and
licences, both in the US and globally, during FY 2025 and beyond.
US B2B (Institutional) business
launched ‘Plus500 Cosmos’
Plus500 owns a regulated Futures Commission Merchant (“FCM”)
which serves as a provider of market infrastructure services,
including brokerage-execution and clearing services, for
institutional customers in the futures and options on futures market.
It holds clearing memberships with some of the largest clearing
houses globally including the CME, ICE and Eurex.
During the first half of the year, Plus500 launched ‘Plus500 Cosmos’,
a new, innovative client portal serving B2B customers. It provides
Introducing Brokers (“IBs”) and institutional customers with an
intuitive and easy-to-use platform with a variety of different
functions, including position monitoring and collateral
management services. This innovation represents a significant
development for customer service in this market and its
development has been made possible thanks to Plus500’s market-
leading technology and commitment to best-in-class operations
and customer service. Since its launch, the customer feedback
has been extremely positive.
US B2C (Retail) business onboarded
a record number of customers
during FY 2024
FY 2024 marked the first full year that the ‘Plus500 Futures’ trading
platform has been live for retail customers in the US. Since its launch,
in H2 2023, it has quickly established itself and gained good traction
with customers. The uniqueness of ‘Plus500 Futures’ is its ‘omni-set
solution’, which allows customers to onboard, deposit and trade
through one platform, end-to-end. The B2C business onboarded
a record number of customers during FY 2024, which reflects the
strength of its trading platform, products and services.
During the period, ‘T4-Pro’, the Group’s futures trading platform
aimed at more professional traders, was also updated to include
enhanced trading tools, a wider product offering and options on
futures.
During FY 2025, the businesses will continue to further establish
their growing positions and new products and services will be
introduced for customers. The futures business will also continue
to assess opportunities to expand into new international markets.
Holistic technological solutions
A variety of technological solutions to support customers trading futures and options on futures
‘T4‑PRO‘
‘PLUS500 FUTURES’ ‘PLUS500 COSMOS’
Plus500 Ltd. 2024 Annual Report | 15
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of
of all customer OTC trades took
place on mobile or tablet devices
Plus500 continues to lead
the way in mobile and tablet
interface accessibility
of OTC revenue generated through
mobile and tablet offerings
88%
84%
CUTTING‑EDGE MOBILE OFFERING
Intuitive and reliable
product offering with a
mobile-first approach
Plus500’s leading mobile offering provides
customers with a seamless trading experience
across mobile devices
Plus500’s leading mobile offering
across devices
Plus500 is a market leader in the mobile trading space and this
position is enabled by its proprietary technology.
A core part of the Plus500 customer experience is how well the
Group’s trading platforms are supported on mobile and tablet
devices.
Plus500 has designed and developed a unique system architecture
and mobile product offering, supported by its proprietary
technology. This allows the Group to provide customers with a
reliable, robust and seamless trading experience across mobile
devices, tablets and web.
Every customer interaction is designed to have the same look and
feel, irrespective of how the customer accessed the platform. This
provides a more consistent trading experience for the customer.
Reflecting this, 88% of OTC revenue in FY 2024 was generated
through mobile and tablet devices, and 84% of all customer OTC
trades took place on such devices.
The uniqueness of ‘Plus500 Futures’ is its ‘omni-set solution’, which
allows customers to onboard, deposit and trade through one
platform, end-to-end. ‘T4-Pro’, the Group’s futures trading platform
aimed at more professional traders, was also updated to include
enhanced trading tools, a wider product offering and options
on futures.
Plus500 will continue to focus and invest in innovation in the mobile
and tablet space to provide a best-in-class trading experience.
Leading mobile offering across devices in FY 2024
Plus500 Ltd. 2024 Annual Report | 16
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Supported by proprietary
technologies
CRM, Marketing Machine, Retention
Machine, Localisation, Education, Risk
Management, Cashier
Trading platforms across
operating systems
Webtrader; iOS (Mobile & iPad);
Android (Mobile & Tablets)
Diverse product offering
Plus500 is a market leader for the mobile-first customer
Plus500 Ltd. 2024 Annual Report | 17
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BEST‑IN‑CLASS TECHNOLOGY
Plus500 as a fintech
innovator with superior
proprietary technology
Plus500 continued to invest in its technology in order
to drive future growth
Proprietary technology is our key enabler
Plus500’s proprietary technology supports all aspects of its
operations, from marketing technology to products and risk
management. Its integrated system architecture ensures that all
domains work together seamlessly, creating a more robust and
reliable trading platform for customers.
Marketing and customer acquisition
Plus500’s marketing technology ensures that online marketing
campaigns achieve an optimal level of ROI. The marketing
technology includes artificial intelligence characteristics and its
optimisation process is made as a result of its big data capabilities.
This helps Plus500 to drive customer acquisition, activation,
retention and long-term monetisation
Diverse product offering globally
Plus500 offers a wide variety of global financial instruments to
customers across OTC, futures, options on futures and share
dealing in more than 60 countries and in 30 languages. This diverse
product and geographic offering allows customers to tailor and
adapt their trading strategies. It is the Group’s unique system
architecture that provides a robust, reliable and secure trading
experience.
Risk management is embedded within
the Group’s processes
With the Group’s global operating base, and with the number of
customer trades increasing to approximately 56 million in FY 2024,
risk management controls are imperative. Therefore, the Group’s
trading and risk management functions are critically important to
the successful running of the business. The Group’s proprietary risk
management system incorporates real-time functionality risk
management systems and trading threshold triggers to enable
an efficient risk management position.
This focus on risk management is further reinforced by the
Company’s continued investment in the development of its
technology. The Company actively invests in transforming its
systems architecture to further embrace cloud-native principles,
fostering agility, scalability and efficiency to align with evolving
customer requirements and industry best practices.
Plus500 Ltd. 2024 Annual Report | 18
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0-6 months
4%
8%
21%
32%
35%
88%
7-12 months
1-3 years
3-5 years
5+ years
>1 year
0-6 months
4%
8%
21%
32%
35%
88%
7-12 months
1-3 years
3-5 years
5+ years
>1 year
OTC revenue split by
customer tenure in
FY 2024
Focus on higher value customers and
customer retention
The Group has more than 30 million customers registered on its
trading platforms globally, reflecting the scale of the Group’s global
operations and popularity of its robust, intuitive trading platforms.
Plus500 offers customers over 2,500 financial instruments across
its product offering of OTC, futures, options on futures and share
dealing. This diverse offering enables customers to adapt their
trading strategies and exploit trading opportunities.
Plus500 is committed to inclusive access
to financial markets and trading products
Plus500’s objective is to provide trusted and intuitive access to
financial products. It seeks to achieve this by offering a broad range
of financial products, aligning its global scale with its locally tailored
offering, all of which are powered by a best-in-class proprietary
technology stack.
Superior technology and innovative
approach drive customer retention
Plus500 is a technology company at its core and its technological
superiority forms one of the Group’s key competitive advantages.
The Group’s proprietary technology provides a host of benefits
from how responsive Plus500 can be to changes in its markets to
how quickly it can incorporate customer feedback and introduce
new offerings.
In recent years, the Group has invested significantly in its customer
retention technologies to great effect. As a result, 67% of FY 2024
OTC revenue was generated by customers who have been trading
with Plus500 for more than three years. In addition, the Group’s
focus on higher value customers across its acquisition channels
has resulted in further progress across major operational KPIs,
including the Average Deposit per Active Customer.
LARGE, ESTABLISHED CUSTOMER BASE
Significant latent value in
Plus500’s global registered
customer base of over 30 million
Longevity of Plus500’s OTC customer base
Significant increase in
longevity of Plus500’s
customer base
OTC customers trading with
Plus500 for >3 years
(% of total OTC revenue)
Long-term
customer relationships
A key value driver for Plus
500
Retention initiatives
Including Premium Service
Product diversification
Enables continued customer
longevity
40%
59%
67%
2022 2023 2024
Significant increase in
longevity of Plus500’s
customer base
OTC customers trading with
Plus500 for >3 years
(% of total OTC revenue)
Long-term
customer relationships
A key value driver for Plus500
Retention initiatives
Including Premium Service
Product diversification
Enables continued customer
longevity
40%
59%
67%
2022 2023 2024
Plus500 Ltd. 2024 Annual Report | 19
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BUSINESS MODEL
Creating value for
our stakeholders
Financial position and capacity
The Group has built a strong financial track record,
maintaining a debt-free balance sheet since inception,
with a lean and flexible cost structure and consistently
high levels of cash generation.
Read more on pages 38 to 40
Corporate reputation
Plus500 is a constituent of the FTSE 250 Index and the
STOXX Europe 600 Index. The Group has a long track
record of strong operational and financial performance,
supported by its market-leading and technology-based
trading platforms.
Read more on pages 2 to 11
Regulators
The Group ensures that it remains in compliance with
relevant global regulatory standards.
Read more on page 25
People
The Group attracts and retains talented people to
drive ongoing optimisation and management of
its technology and its ability to attract and
retain customers.
Read more on pages 26 to 32
Technology
Plus500 operates robust and agile trading platforms
which are based on its proprietary, market-leading
technology.
Read more on pages 16 to 18
Service providers
Plus500 has strong and strategic relationships with a
range of service providers to support its commercial
efforts and business initiatives.
Read more on page 25
Responding to customer
requirements
Customer-centric approach
Embedded in the Group’s culture, ensuring
a best-in-class customer experience, enabled by
ongoing technological development of Plus500’s
trading platforms.
Aligned to relevant regulatory
requirements
Enables continued customer care and protection,
through educational and training features.
With a clear purpose
and strategy
Our purpose is to enable trusted and intuitive access to
financial opportunities for our customers, across an
increasingly broad range of financial instruments,
countries and devices, and to drive our continued
progress as a global multi-asset fintech group.
Supported by
Comprehensive risk management
A Group-wide proprietary risk management system that
incorporates real-time functionality risk management
systems and trading threshold triggers to reduce risk.
Sound governance
Plus500’s Board is comprised of diversified and highly
experienced individuals with extensive knowledge across
multiple disciplines, in particular financial services
and technology.
Our significant competitive
advantages enable consistent
delivery of value for our stakeholders
Resources and
relationships
How we create
and maximise
value
Plus500 Ltd. 2024 Annual Report | 20
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$768.3M
Revenue
$342.3M
EBITDA
$3.57
Basic earnings per share
94%
Operating cash conversion
$345.2M
Shareholder returns paid
$3.0BN
Total customer deposits
Value created
in FY 2024
Key stakeholders
Customers
Customers enjoy highly rated, robust and scalable,
user-friendly trading platforms, which are tailored for
mobile usage. Plus500 also provides customers with
an extensive range of educational materials and
customer protection features.
People
The Group offers rewarding professional
opportunities for its people to achieve long-term
development and career progression.
Regulators
The Group engages with regulators to ensure the
integrity of the industry remains robust, contributing
to roundtable discussions within the industry and
holding regular dialogue with global and regional
regulators.
Shareholders
Plus500 has delivered attractive returns to its
shareholders through ordinary and special dividends
and share buybacks. Total returns in dividends and
share buybacks since IPO in 2013 amount to
approximately $2.5bn, including those announced in
February 2025.
Service providers
The cooperation and collaboration of the Company
with its service providers deliver value and synergy.
Communities
Helping the communities in which we operate with
monetary and in-kind donations, as well as support
and volunteering activities.
Plus500 Ltd. 2024 Annual Report | 21
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KEY PERFORMANCE INDICATORS (“KPIs”)
Measuring our performance
The Group’s KPIs benchmark its performance
and ability to drive Return on Investment (“ROI”)
over time
Financial KPIs
$768.3M
Revenue
$768.3m
$726.2m
2024
2023
What is it
The Group’s revenue comprises of Customer Income
1
, interest
income and Customer Trading Performance.
2
Why we measure it
Revenue is a measure of the Group’s ability to maximise the
strength of its offering.
Read more on pages 38 to 40
$342.3M
EBITDA
$342.3m
$340.5m
2024
2023
What is it
EBITDA is defined as revenue (trading income and interest
income) minus operating expenses plus depreciation and
amortisation.
Why we measure it
EBITDA is a measure of the Group’s profitability.
Read more on pages 38 to 40
1
Revenue from OTC Customer Income (customer spreads and overnight charges) and from non-OTC Customer Income (commissions from the
Group’s futures and options on futures operation and from ‘Plus500 Invest’, the Group’s share dealing platform).
2
Gains/losses on customers’ trading positions.
Plus500 Ltd. 2024 Annual Report | 22
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Non-financial KPIs
254,138
Active Customers
254,138
233,037
2024
2023
What is it
Active Customers are customers who have made at least one
trade using real money on one of the Group’s trading platforms
in the relevant period.
Why we measure it
This measure reflects the level of customer activity on the
Group’s trading platforms during the relevant period. It is an
indicator of how successful the Group is in attracting and
retaining customers, with a view to delivering sustainable
revenue and profits.
Read more on pages 38 to 40
$3,023
Average Revenue
Per User (“ARPU”)
$3,023
$3,116
2024
2023
What is it
ARPU is calculated by dividing the revenue by the number of
Active Customers in the relevant period.
Why we measure it
This measure helps to provide an understanding of the average
revenue generated per active customer. This helps us to identify
and optimise our customer acquisition strategies to deliver an
attractive ROI over time.
Read more on pages 38 to 40
118,010
New Customers
118,010
90,944
2024
2023
What is it
New Customers are customers who have deposited into their
trading account for the first time.
Why we measure it
This metric tracks the number of New Customers the Group
attracts. This helps us to understand the success of our
technological capabilities and effectiveness of marketing
initiatives.
Read more on pages 38 to 40
$1,456
Average User Acquisition
Cost (“AUAC”)
$1,456
$1,489
2024
2023
What is it
AUAC shows the average cost of attracting a new customer
and is calculated by dividing our total marketing expenses by
the number of New Customers in the relevant period.
Why we measure it
AUAC is a reflection of the marketing cost of recruiting New
Customers in the relevant period.
Read more on pages 38 to 40
Plus500 Ltd. 2024 Annual Report | 23
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KEY STAKEHOLDER RELATIONSHIPS
Proactively engaging
with our stakeholders
The Group aims to develop long-lasting relationships
with its key stakeholders. The feedback and insights
of the Group’s key stakeholders are taken into
consideration as part of the Board’s discussions
and decision-making
Customers
Why we engage
We aim to ensure that Plus500 continues to provide a
consistent, best-in-class service to its customers and that
the Group continues to listen to customers about their
requirements and interests. This approach helps Plus500
retain existing, and attract new customers. In addition,
customer care and protection is maintained through
various educational tools and risk management features.
How we engage
Plus500 has an omni-channel customer-centric approach.
We provide 24/7 customer support, which is available in
multiple languages across a number of channels.
We also provide customers with a range of educational
and technological training tools to support them with their
trading activities, including the ‘Trading Academy’ and a
free demo trading account where applicable.
In addition, we conduct customer surveys to better
understand their views on Plus500’s services, so that we can
continue to innovate and develop our products, based on
customer feedback. As an example, based on customer
feedback, the Group launched ‘+Insights’, a big-data,
analytical tool designed to provide its OTC customers with
access to real-time and historical trends, based on the Group’s
registered customer base.
Key focus areas
+ Consistent level of service delivery;
+ Continued 24/7 customer service availability;
+
Further expansion of a range of educational and training
tools;
+ Provision of embedded risk management features to
ensure customer care and protection is maintained;
and
+
Ongoing customer surveys to ensure we remain
cognisant of customer requirements and ideas.
People
Why we engage
Organisational culture and employee welfare and well-
being are critical in ensuring that our services are delivered,
through the ongoing development of our technology by
our people, on a consistent, long-term basis. With this in
mind, the Group regards its talented and committed people
around the world as its key asset to enable its technology
and services.
How we engage
The Group undertakes regular evaluation processes for our
people and provides competitive reward packages to
attract and retain high-quality people. We encourage our
people to participate in training, learning and development,
and make them aware of possible career progression
opportunities within the Group.
We provide our people with a dynamic work environment,
with high-quality office facilities, including a new HQ office
building during 2024, and the opportunity to engage in a
number of social activities and community engagement
programmes.
One of our Non-Executive Directors, Steve Baldwin, is the
workforce engagement representative on the Board who
provides a channel through which our people can also
share their views directly to the Board, informing the Board’s
approach to supporting improvements in organisational
culture.
Key focus areas
+ Consistent internal communication on developments
within the Group and across our industry;
+
Continued opportunities for training, learning,
development and career progression; and
+
Continued communication of people matters to
the Board.
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Regulators
Why we engage
Regulatory oversight is an integral part of the Group’s
business, as its regulated subsidiaries retain operating
licences and are supervised by various regulators around
the world. Regulatory compliance procedures are
constantly reviewed and enhanced, with a culture of
compliance embedded within the business, including
open and constructive communication with relevant
regulatory bodies.
How we engage
The Group communicates with regulators on an ongoing,
constructive and open basis and participates in a number
of regulators’ coordination groups. In addition, we
contribute to public consultations issued by regulators on
relevant industry matters.
Key focus areas
+
Continued monitoring of, and compliance with,
appropriate laws, relevant regulatory standards and
industry best practices;
+
Rapid implementation of regulatory changes, driven by
our proprietary technology; and
+
Ongoing communication with, and support of, regulators
in current markets where the Group is operating and in
jurisdictions where the Group may operate in the future.
Communities
Why we engage
It is important to Plus500 to support and engage with its
local communities and, with this in mind, the Group
continued to invest in various initiatives during FY 2024.
How we engage
The Group participates in a number of projects to support
and assist local communities and charities. These include
ongoing monetary contributions and the provision of
resources and equipment to a number of charities, non-
profit organisations, community centres and
disadvantaged families in local communities.
The Group also maintains strategic partnerships and
alliances with community partners, including our ongoing
collaboration with top-tier academic institutions, for
example the ‘Technion – Israel Institute of Technology’,
through which we participate in several innovation and
entrepreneurship initiatives.
Key focus areas
+ Continued financial donations;
+
Ongoing supply and provision of resources and
equipment;
+
Further employee engagement in local community
projects; and
+
Continued focus on strategic partnerships with top-tier
academic institutions.
Shareholders
Why we engage
Plus500 aims to provide fair, balanced and understandable
information to investors and shareholders, to ensure their
continued support of the Company. Maintaining a close
connection to its shareholders through clear and
transparent dialogue continues to be a major focus for
Plus500. The Company continues to seek ways in which to
enhance its relationship with investors.
How we engage
An open dialogue with investors is achieved through
meetings, results presentations, Capital Markets Day events,
conference attendance and group events, such as the
Annual General Meeting (“AGM”). In addition, the Company
produces a variety of investor-focused materials, including
annual reports, news published on the Regulatory
News Service and investor presentations. These are
available on our dedicated Investor Relations website
(investors.plus500.com).
Key focus areas
+ Ongoing transparent dialogue with investors;
+ Open lines of communication for shareholders;
+
Regular collection of investor feedback and
dissemination to the Board; and
+
Executive Management participation in investor-focused
events and activities.
Service providers
Why we engage
Plus500 works with various service providers, including
payment processors and marketing providers, who support
the Group with various activities.
How we engage
We build strong partnerships with service providers through
an open dialogue to ensure we can develop long-term
valuable relationships.
Our relationships with our service providers include the
ongoing review and monitoring of their performance levels,
to ensure that the Group is achieving quality and value from
its partnerships. Ultimately, this helps to build mutually
beneficial relationships with our service providers.
Key focus areas
+ Ongoing dialogue with our service providers;
+
Continued fair treatment of service providers in our
dealings with them; and
+
Consistent focus on innovation and new initiatives to
help deliver enhanced value from service provider
partnerships.
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ESG APPROACH
Environmental, Social
and Governance (“ESG”)
The Group remained focused on its key ESG priorities, in
particular customer care and protection, as well as
employee well-being, welfare and development
Introduction
The Group remains committed to operating responsibly and
sustainably in all aspects of its business, carrying out a range of
ESG initiatives to deliver tangible value for its stakeholders.
The Group’s core ESG values are:
+ Creating long-term value for our stakeholders;
+ Putting our customers first by leading the industry in which we
operate and by delivering innovative, high-quality products;
+ Maintaining a dynamic and creative work environment for
our people around the world, which promotes diversity and
equal opportunity, protects human rights and eliminates
discrimination; and
+
Minimising any impact of the Group’s operations on the
environment.
The Group’s key ESG priorities are:
+ Leadership and governance;
+ Customer care and protection;
+ Organisational culture;
+ Cyber security; and
+ Systems infrastructure.
This section of the Annual Report outlines the Group’s progress in
each of these areas in FY 2024, and provides comprehensive
disclosure in relation to the Task Force on Climate-Related Financial
Disclosures (“TCFD”) on pages 33 to 37.
Plus500 continues to take steps to mitigate the risks associated
with each of these priority areas, supported by ongoing
engagement with key stakeholders. The Key Stakeholder
Relationships and Risk Management Framework sections on pages
24 to 25 and 42 to 47, respectively, of this Annual Report outline in
more detail how the Group is mitigating these risks.
Leadership and governance
Since its IPO in 2013, Plus500 has evolved significantly as it
transitioned from AIM to the Main Market of the LSE. Over that period,
the Company has maintained its ongoing commitment to adhering
to high standards of corporate governance. Under the leadership
of Prof. Jacob A. Frenkel, Plus500’s Chair for the past four years, the
Company’s commitment has further strengthened and we have
evolved our corporate governance structure materially.
Plus500 makes significant effort to remain in compliance with
relevant governance requirements, in particular ensuring the
appropriate Board composition and diversity, and maintaining a
remuneration policy for directors and executives which is aligned
to the long-term interests of shareholders.
In addition, the Board remains aware that it must continue to attract
and retain high-quality members and Executive Management
leadership, to ensure the Group continues to deliver a consistently
strong operational performance and achieve its strategic
objectives.
More details on the Board’s approach to governance, covering
each of these priority areas, can be found in the Governance Report
of this Annual Report, on pages 58 to 63, with biographies of Board
members on pages 54 to 57.
Plus500 Ltd. 2024 Annual Report | 26
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Customer care and protection
Customer care and protection, in particular ensuring customers
remain protected from, and well informed of, the inherent risks
involved with trading, remains a high priority for the Group, in-line
with global regulatory requirements in this area.
Measures such as negative balance protection and maintenance
margin protection on the Group’s OTC trading platform remain
important and have been embedded in Plus500’s trading platforms
since its inception, and are now integrated across many regulatory
regimes around the world.
The Group provides an educational portal which includes the
‘Trading Academy’ as part of its commitment to supporting
customers by providing them with access to knowledge and skills.
This educational initiative encompasses an informative eBook and
videos relating to capital markets and trading, among other topics.
This offering aims to equip customers with valuable insights and
risk management tools to maximise their user experience. By
fostering a culture of continuous learning, Plus500 provides its
customers with the resources needed to make informed decisions
and navigate the complexities of the financial markets confidently.
This commitment to education fosters a relationship built on trust,
loyalty and support.
In addition, a free demo account is available on an unlimited basis
for the Group’s OTC and ‘Plus500 Futures’ customers, while
sophisticated risk management tools are provided free of charge
for customers to manage leveraged exposure, including measures
such as stop losses.
The Group upholds a strong, customer-focused commitment to
compliance, backed by its proficiency in global regulatory
standards and established connections with regulators in the
markets and industries in which it operates. The Company
possesses the technological expertise and capabilities necessary
to promptly adapt to any regulatory changes efficiently.
Organisational culture
Plus500 operates an entrepreneurial and high-performance
organisational culture to empower ongoing improvements in
employee development, attraction and retention, through training,
learning, community engagement, welfare, well-being and career
development. This ultimately ensures the delivery of a consistent
level of high quality products and services for customers.
Employee satisfaction survey
During the year, Plus500 carried out an employee engagement
survey, covering all Group employees. The survey was well-received
and had a response rate of approximately 80%.
The survey aimed to identify strengths, weaknesses and challenges
to enhance employee engagement and organisational
effectiveness. The main areas of strength, as identified in this survey
were: management effectiveness and responsiveness;
approachable managers; flexibility in the working environment;
clear manager expectations; and good work-life balance. Plus500’s
employees also expressed that they would recommend Plus500
as a workplace.
The survey results will guide strategic initiatives to further improve
employee satisfaction and drive organisational growth, ensuring
that feedback is actively addressed in alignment with Plus500’s
commitment to continuous improvement.
Employee development
The Group’s headquarters and R&D centres are in Israel, a major
global hub for technology and innovation, where there is a skilled
and educated workforce which is highly trained in all elements of
technological development. Plus500 has fostered an
entrepreneurial and high-performance organisational culture
that reflects Israel’s innovation-driven environment. The Group has
replicated this cultural mindset in each of its global subsidiaries.
This organisational culture has created a working environment
which supports ongoing improvements in employee development,
through training, learning and career progression. As such, Plus500
has formal structures in place to identify and promote internal
talent. It continually reviews its identified internal talent and ensures
opportunities for training, skill enhancement and leadership
development. The Company also provides financial support for
academic studies of talented employees, including contributions
toward tuition fees for degree programmes. Additionally, it provides
flexibility in work schedules to accommodate study days.
Plus500 provides training and development for its employees. This
includes workshops and lectures for managers and employees,
such as sessions by renowned external speakers, Board member-
led lectures, and employee participation in workshops,
conferences, and forums focused on technology, innovation and
soft skills.
The Group carries out annual performance evaluations for all
employees, to help continue their development and meet their
career aspirations within the Group.
The Group provides a range of generous benefits for all employees
and enables them to participate in its success through competitive
reward packages, alongside share-related benefits that are linked
to the financial and operational performance of Plus500.
In 2024, Plus500 launched its first ever Bootcamp training
programme for talented graduates of leading academic
institutions. The selection process was rigorous and the chosen
graduates were rewarded with full-time roles preceded by an
intensive training programme covering a broad range of
technologies and their application within the Company, as well as
the Company’s internal development processes.
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The Group remained dedicated to
the health, safety and well-being of
its people and aims to continually
provide them with optimal working
conditions to support a healthy, safe
and balanced working environment.”
ESG APPROACH CONTINUED
Employee health, safety and well-being
The Group is particularly dedicated to the health, safety and well-
being of its people and aims to continue to provide them with
optimal working conditions to support a healthy, safe and balanced
working environment.
Furthermore, to help drive even greater employee satisfaction, the
Group provides gifts and merchandise to its employees worldwide
to celebrate such events as public holidays, birthdays, weddings
and parenthood. The Group also holds annual employee events,
with various departments arranging regular ‘family days’ and team
events across its global operations. There were no employee
fatalities in FY 2024, nor in any of the prior two fiscal years.
The Group’s approach to equal
opportunity, protecting human rights
and employee diversity
Plus500 is committed to maintaining high ethical standards and
protecting human rights across its operations and supply chain.
The Company’s Human Rights and Modern Slavery Statement
pursuant to Section 54 of the UK Modern Slavery Act 2015, can be
found on the Company’s website. In FY 2024, the Group continued
to monitor and track potential human rights and modern slavery
issues, as part of its overall compliance risk management
programme. There were no incidents of modern slavery or human
rights abuses across the Group’s operations. The Group has not
carried out any major redundancy programmes (defined as more
than 10% of the Group’s workforce) in the last three fiscal years.
The Group is committed to equal opportunity in employment and
to creating, managing, valuing and promoting diversity and
eliminating discrimination in its workforce. The Group maintains
an Equality, Diversity and Inclusion Policy with respect to candidate
selection processes, hiring, promotion, compensation, training
and assignment of responsibilities, termination or any other aspect
of the employment relationship.
The Group is also committed to equality and fairness to all and
does not provide less favourable facilities or treatment on the
grounds of characteristics such as age, disability, gender, gender
reassignment, marriage and civil partnership, pregnancy or
maternity, race, ethnic origin, colour, nationality, national origin,
religion or belief, sex or sexual orientation, educational, professional,
cultural and socio-economic backgrounds, political opinion,
sensitive medical conditions and trade union membership.
Plus500’s people come from diverse backgrounds and the Group
ensures that all employees, both prospective and current, are given
access to equal opportunities. All employees, whether they are
part-time, full-time or temporary, are treated fairly and with respect.
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The Group is committed to achieving the purpose of its Equality,
Diversity and Inclusion Policy by:
+ Creating a secure and positive working environment:
–
free of bullying, harassment, victimisation and unlawful
discrimination in which individual differences and the
contributions of all staff are recognised and valued;
–
that promotes and encourages all staff to treat everyone
with dignity and respect; and
–
that promotes equality, diversity and inclusion. This includes
training managers and all other staff about their rights and
responsibilities under this policy throughout the period of
their employment;
+ Not tolerating, and taking seriously, complaints of any form of
intimidation, bullying, harassment, victimisation or unlawful
discrimination by staff, customers, suppliers, visitors, the public
and any others in the course of the Group’s work activities and
to take appropriate action where breaches of this policy arise;
+ Making training, development and progression opportunities
available to all staff, who will be helped and encouraged to
develop their full potential, so their talents and resources can
be fully utilised to maximise the efficiency of the organisation;
+ Encouraging anyone who feels they have been subject to any
form of discrimination outlined in this policy, or otherwise, to
raise their concerns in a timely manner so the Group can take
appropriate action; and
+
Reviewing the Group’s employment practices and procedures
when necessary to ensure fairness is maintained at all times
and to ensure that they take account of any changes in any
relevant local law.
The Equality, Diversity and Inclusion Policy is monitored and
reviewed annually by the Board, with the assistance of the
Nomination Committee and the ESG Committee, to ensure that
equality, diversity and inclusion are continually promoted in the
workplace.
The Group’s organisational culture and mindset has helped to drive
employee attraction and retention and has ultimately led to the
Group’s innovation and technological excellence.
More information on the Equality, Diversity and Inclusion Policy can
be found on page 68 of this Annual Report. This policy can also be
found on the Company’s website.
Gender representation
46%
54%
Female
Male
633 employees
as at 31 December 2024
The Group is committed to the progression of its talented women,
with female representation across the Group remaining relatively
strong.
Plus500 believes that diversity across the Board and the Group is
an important element in maintaining competitive advantage and
effective governance, as well as mitigating the risk of a “group think”
culture.
The table below details gender representation as at 31 December
2024.
FEMALE MALE TOTAL
Board
1
3 (38%) 5 (62%) 8
Senior
management
2
17 (40%) 25 (60%) 42
All employees 290 (46%) 343 (54%) 633
1
Ms. Anne Grim stepped down from the Board after completing her term
as an Independent Non-Executive Director in January 2025.
2
Senior management includes Executive Management and the first
layer of management below.
Reporting table on sex/gender representation (as at 31 December 2024)
NUMBER
OF BOARD
MEMBERS
1
PERCENTAGE OF
THE BOARD
NUMBER
OF SENIOR
POSITIONS ON
THE BOARD
(CEO, CFO, SID,
AND CHAIR)
NUMBER IN
EXECUTIVE
MANAGEMENT
2
PERCENTAGE
OF EXECUTIVE
MANAGEMENT
Female 3 38% 1 1 13%
Male 5 62% 3 7 87%
1
Ms. Anne Grim stepped down from the Board after completing her term as an Independent Non-Executive Director in January 2025.
2
This includes two Executive Directors who were also counted as part of the Board members.
Plus500 Ltd. 2024 Annual Report | 29
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ESG APPROACH CONTINUED
Ethnicity representation
Reporting table on ethnicity representation (as at 31 December 2024)
NUMBER
OF BOARD
MEMBERS
PERCENTAGE OF
THE BOARD
NUMBER
OF SENIOR
POSITIONS ON
THE BOARD
(CEO, CFO, SID,
AND CHAIR)
NUMBER IN
EXECUTIVE
MANAGEMENT
1
PERCENTAGE
OF EXECUTIVE
MANAGEMENT
White British or other White
(including minority-White groups) 6 75% 2 4 50%
Mixed/Multiple Ethnic Groups 2 25% 2 3 37%
Asian/Asian British 0 0 0 0 0
Black/African/Caribbean/Black British 0 0 0 0 0
Other ethnic group, including Arab 0 0 0 1 13%
Not specified/prefer not to say 0 0 0 0 0
1
This includes two Executive Directors who were also counted as part of the Board.
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Cyber security
Ensuring the Group’s technology remains highly secure and
resistant to privacy breaches, especially regarding operational
personal information and data, is a key priority for Plus500.
The Group’s Head of Cyber Security, reporting to the Chief
Technology Officer, manages and oversees the organisation’s
information security programme, developing and implementing
a comprehensive security strategy, managing risks, ensuring
compliance with relevant regulations and standards, and fostering
a robust security culture.
Plus500 conducts regular cyber security training for all Group
employees worldwide, as well as to its Board members. Regular
internal cyber security assessments and audits are in place while
external ones are being conducted as necessary. Plus500 also has
a policy, plan and procedure for disaster recovery in place.
The Group’s production environment is hosted by a third-party
supplier that adheres to the highest security standards, including
ISO/IEC 27001 for Information Security Management and SOC 1-3,
demonstrating a strong commitment to operational security.
Data protection
Plus500 maintains a data protection policy which, among others,
outlines the data retention practices which aim to ensure that: (i)
access permissions, inter alia, to personal data, are granted in a
restricted manner to personnel on a need to know basis, as well as
being periodically monitored; and (ii) personal data is retained for
as long as required for the purpose of its processing or during any
applicable statutory retention period, and is subsequently erased
without undue delay.
Moreover, Plus500 implements appropriate technical and
organisational measures to ensure the security of processed
personal data and to protect such data against any accidental or
unlawful destruction or loss, alteration, unauthorised disclosure or
access. The data protection policy also contains a commitment
to require third-party service providers, which process personal
data on behalf of Plus500, to comply with applicable data
protection legislation.
Plus500 has clear governance structures in place for privacy
management and its data protection practices include: (i) annual
mandatory privacy training for applicable Group employees; (ii)
regular privacy analysis and risk assessments to mitigate risks
derived from processing of personal data; (iii) a formal incident
response procedure which includes several steps, including
reporting, analysing, responding and reviewing any data breaches
that might occur; and (iv) various data protection procedures,
including endpoint protection, network segregation and user
access reviews.
Systems infrastructure
Maintaining a robust systems infrastructure with embedded risk
management, high scalability, availability and resilience remains
crucial to ensure that Plus500’s customers receive a consistent
high level of service.
This commitment is further reinforced by the Company’s continued
investment in the development of its technology. The Company
actively invests in transforming its systems architecture to further
embrace cloud-native principles, fostering agility, scalability and
efficiency to align with evolving customer requirements and
industry best practices.
The strength of the Company’s systems has ensured that its
platforms consistently deliver the required capacity to support
significant volumes of activity.
Anti-bribery and corruption
As a company listed on the Main Market of the LSE, Plus500 is subject
to the UK Bribery Act 2010 and, as a company incorporated in Israel,
it is also subject to anti-bribery and anti-corruption regulation
under applicable Israeli law.
Plus500 operates a zero-tolerance approach to bribery and
corruption. The Group’s Anti-Bribery Policy aims to ensure it
conducts all business in an honest and ethical manner while acting
professionally and fairly with integrity in business dealings and
relationships.
This policy applies to all individuals working for the Group, at all
levels and grades, as well as consultants, contractors, trainees,
seconded staff, homeworkers, casual workers and agency staff,
volunteers, interns, agents, sponsors, or any other person
associated with Plus500, or any of its subsidiaries or their
employees, wherever located. This policy covers:
+ Bribes;
+ Gifts, hospitality and expenses;
+ Facilitation payments;
+ Third-party suppliers or agents;
+ Client entertainment and benefits;
+ Money laundering;
+ Obstruction of justice;
+ Political contributions; and
+ Charitable contributions.
The prevention, detection and reporting of bribery and other forms
of corruption are the responsibility of all employees of the Group.
All individuals are required to avoid any activity that might lead to,
or suggest, a breach of this policy and to raise any concern, should
they have any, to the Company Secretary, who shall keep these
concerns strictly confidential. Internal control systems and
procedures are subject to regular audits to provide assurance that
they are effective in countering bribery and corruption.
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ESG APPROACH CONTINUED
Training on the Anti-Bribery Policy forms part of the induction
process for all of the Group’s new recruits. All of the Group’s
employees receive relevant training on how to implement and
adhere to all aspects of the policy.
The Anti-Bribery Policy and its implementation is reviewed on a
regular basis, and annually at Board level, to ensure that Plus500
conducts all of its business in an honest and ethical manner.
Plus500 prohibits contributions, whether in cash or in-kind, and
involvement of any kind in support of any political parties or
candidates. In addition, in order to avoid any criminal offence and
to protect the Group’s reputation, it is important that the Group
does not become involved with third-party criminal activities. To
this end, the Group continues to ensure that it does not receive
funds relating to criminal activities which could be associated with
money laundering (the activity of taking the proceeds of criminal
activity and disguising the origin, identity and destination of this
illicit money through a series of transactions).
Plus500’s donations
As a global group, Plus500 has made a decision to create a
framework for making charitable donations worldwide, both
monetary and in-kind. Plus500’s Donations Committee comprises
of workforce volunteers, which oversee the planning and
performance of relevant activities, with meetings occurring on a
quarterly basis. The Group CEO and the Chief People Officer are
both members of this Committee, and it is chaired by the
Group CEO.
During FY 2024, supervised by the Group’s Donations Committee,
the Group made cash donations to various community projects
and non-profit organisations including to women and children at
risk, children and adults with special needs, students with financial
difficulties as well as to a youth support programme and a number
of education support and enrichment programmes for deprived
and vulnerable children in local communities. In addition, the Group
donated IT equipment and clothing to various charities and local
community initiatives.
Community engagement and
philanthropy
The Group encourages its people to get involved and contribute
in their local communities. Workforce social initiatives are
supported by Plus500’s Donations Committee.
Plus500 fosters community engagement activities worldwide,
which not only contribute to a better society but also deepen
employees’ pride in Plus500.
During 2024, the Group supported employees to volunteer. The
Group aims to continue to carry out its recent employee-volunteer
community initiatives during paid working hours in the local
communities in which it operates, and to expand the level of in-kind
contributions.
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REPORT ON THE TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES (“TCFD”)
The Group is committed to managing its environmental impact,
resulting from the energy usage relating to the maintenance of
the Group’s IT infrastructure and the operation of its network of
offices around the world. As a technology business, Plus500 does
not carry out any industrial activity, is not involved in anything which
would emit environmentally harmful substances and has a
relatively low environmental impact. However, as the Group aims
to ensure that it conducts appropriate and necessary actions to
minimise the impact of its infrastructure and operations on the
environment, it has made the following commitments to:
+ Protect the environment;
+ Reduce waste, as well as water, energy and resource use;
+ Monitor the Group’s environmental performance;
+ Provide environmental training for employees; and
+
Ensure that office services are sourced from providers that share
these commitments.
Plus500 received no environmental fines or penalties in FY 2024,
nor in the prior two fiscal years.
Streamlined energy and carbon reporting
The table on page 37 outlines the Group’s energy and emissions
output over the last two years, particularly in relation to Scope 2
emissions, which have been calculated using a location-based
calculation method based on the Greenhouse Gas Protocol (the
Group does not emit any Scope 1 emissions, given the nature of its
business).
The two factors within the Group’s business with the most significant
potential environmental impact, in relation to emissions, are:
+
The maintenance of Plus500’s technology infrastructure, in
particular the management of the various data centres and
servers that are owned or leased by the Group around the world;
and
+ The Group’s global office network.
In FY 2024, total electricity consumption and expenditure increased
compared to FY 2023 mainly due to the expansion of the Group,
resulting in a higher number of employees and offices around the
world, and the growth of the business.
The Group has made a commitment of becoming carbon
negative and net zero for Scope 1 and Scope 2 emissions by 2030.
This commitment will be supported by a number of activities,
including looking for opportunities to improve the efficiency
and performance of its servers and third-party data centres.
The Group continues to investigate ways to measure its Scope
3 emissions and, when finalised, the Group will report on these
Scope 3 emissions, including them in future disclosure and,
potentially, incorporating them into the Group’s emissions targets.
The Group is also making strides in reducing its direct emissions
by shifting from data centres to the cloud, and is actively working
on strategies to reduce the impact this shift to the cloud has on its
Scope 3 emissions.
Minimising our
environmental impact
Plus500 will continue the dialogue with its key suppliers in relation
to its Scope 3 emissions and as part of its vendor management
process will stress the importance of working with vendors that are
managing their environmental impact.
The Group has adopted an Environmental Policy, which can be
found on the Company’s website.
The following pages cover Plus500’s governance of climate change,
the integration with overall risk management, strategy in managing
climate-related issues and opportunities, and the metrics to
measure progress towards our targets, in recognition of the
requirement for mandatory climate-related disclosures arising
from the requirements of the UK Listing Rule 6.6.6R(8), by including
climate-related financial disclosures consistent with the TCFD
recommendations and recommended disclosures as detailed in
‘Recommendations of the Task Force on Climate-related Financial
Disclosures’, 2017, with additional guidance from ‘Implementing
the Recommendations of the Task Force on Climate-Related
Financial Disclosures’, 2021.
The Group has a net zero target for Scope 1 and Scope 2 emissions
by 2030 or earlier. In turn, the Group recognises the requirement to
develop a transition plan inclusive of value chain emissions,
consistent with the UK Government’s net zero commitment by 2050,
but the Group has yet to fully quantify its Scope 3 emissions.
Governance
Board level
The Board has overall responsibility for climate change
management, including oversight of climate-related risks and
opportunities, as with all matters which impact the strategy, risk
management, vision and direction of the Group. ESG matters,
including climate change, are discussed more than once a year
at Board meetings and the Board receives training on sustainability
issues that have the potential to impact the businesses, whenever
necessary.
The Board is supported and informed on climate-related issues
via the ESG Committee, which ensures that any potential impacts
of climate change are incorporated into the review of Group
strategy, business plans and risk management. The ESG Committee
was established in 2020 and is chaired by Steve Baldwin, an
Independent Non-Executive Director. The ESG Committee monitors
progress against the Group’s ESG approach and priority areas, and
is responsible for externally reporting these elements.
The ESG Committee meets at least twice a year, as outlined in the
ESG Committee Terms of Reference, and provides updates to the
Board at least annually. In FY 2024, the ESG Committee met three
times.
Progress against the Group’s net zero targets and its climate-
related risks and opportunities is monitored and overseen by the
Board, based on information (progress and metrics as outlined
below) received from the ESG Committee. For example, in March
2024, the Group’s HQ office moved to a new, more energy efficient
building which is Leadership in Energy and Environmental Design
(“LEED”) certified. Moving to the new office premises demonstrates
Plus500’s continued efforts to drive energy efficiency and
environmental design.
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Management level
As a member of Plus500’s ESG Committee, David Zruia, the Group
CEO, is responsible for management-level climate change
oversight. The ESG Committee receives input from Executive
Management but is predominantly supported by the Company’s
internal ESG working group. The ESG working group was established
in 2021 to assist the ESG Committee in monitoring and reviewing
ESG risks and opportunities. The ESG working group comprises the
Company Secretary and Head of Investor Relations, who work with
a specialist ESG consultancy for external guidance.
The ESG Committee receives reports on ESG risks, including climate-
related risks, identified through the Group’s Risk Management
Framework and, with support from the ESG working group,
determines the nature and potential impact of climate-related
risks and opportunities facing the Group in achieving its purpose
and strategic objectives. The ESG Committee subsequently advises
the Board, when necessary, on current and future strategies
regarding climate-related risks and opportunities.
Risk management
Plus500’s climate-related risk management is integrated into the
Group’s overall Risk Management Framework. All climate-related
risks are assessed in the same manner as other Group risks, so that
their relative significance is comparable. The Group’s Risk Register
categorises all existing and emerging risks, including climate-
related risks, with the register covering the likelihood of the risk
occurring and the degree of the potential impact. Climate-related
risks and opportunities relevant to the Group were identified with
the help of external consultants, CEN Group, in collaboration with
senior management. All risks are assessed on a 5x5 matrix
incorporating an assessment of both impact and likelihood, which
allows for the prioritisation of risks.
Risk impact (materiality) is defined by the table on page 35.
Risk likelihood is defined under five categories: Slight, Not Likely,
Likely, Highly Likely and Expected.
Risk mitigation factors for all risks, including climate-related, are
included in the Risk Register and this combined view determines
the approach for managing climate-related risks (e.g., mitigation,
accept or control). ESG-related risks are reviewed annually to reflect
new and developing areas in the operating environment which
might impact business strategy and include the ongoing
refinement and quantification of risks over time. Internally, the cost
of mitigation is described (where possible) along with an
explanation of how this is derived. The Regulatory & Risk Committee
meets at least three times a year, with all Board members receiving
risk and compliance reports on a monthly basis.
Strategy
Time horizons for the climate-related risk assessment have been
chosen on the basis that they encompass our emissions reduction
targets and as climate change impacts tend to materialise in the
longer term; short (0 to 3 years), medium (2027-2032), or long term
(2033-2042). Climate change has had observable effects on the
environment and at Plus500 we realise climate change may
present both risks and opportunities to the business.
As an asset-light technological business, Plus500’s overall climate
risk exposure is limited. For example, our only potential physical risk
exposure identified using toolsite analysis conducted by a third-
party consultant who used Location Risk Intelligence (flood risk in
Haifa, Israel) is considered to be extremely limited and very unlikely
in reality, and is mitigated by established home working procedures
and insurance recovery in the event of natural disasters. Transition
risks were analysed but deemed limited.
The Group has used scenario analysis to improve understanding
of how different climate outcomes may affect the behaviour of
risks, and thereby improve the resilience of the business to climate
change. Three climate-related scenarios have been selected,
looking forward to our long-term time horizon of 2040:
+
Net Zero 2050 (“NZE”)
1
outlining a pathway for the global energy
sector to achieve net zero CO
2
emissions by 2050, which limits
the global temperature rise to 1.5°C by 2100, with 50% probability.
This scenario is included as it informs decarbonisation pathways
used by the Science-Based Targets initiative (“SBTi”).
+
Stated Policies (“STEPS”)
1
outlining a combination of physical
and transitions risk impacts as temperatures rise by 2.5°C by
2100, with 50% probability. This scenario is included as it
represents a midway path with the trajectory implied by today’s
policy settings.
+ RCP 8.5
2
where global temperatures rise between 4.1-4.8°C by
2100. This scenario is included for its extreme physical climate
risks as the global response to mitigating climate change
is limited.
The Group has analysed and quantified how each climate-related
risk and opportunity behaves under the three scenarios in-line with
definitions for risk impact outlined above. When taken in aggregate,
the conclusion is that the Group’s exposure, risk mitigation
strategies, strategy, disclosure and net zero ambition provide
financial resilience and strategic robustness to climate change
with the Group’s overall climate-related risk exposure being “Minor”.
A fundamental change to the business strategy or financial
planning resulting from the impact of climate change is not likely
to be required through to 2040 and there are no effects of climate-
related matters reflected in judgements and estimates applied in
the financial statements as a result. The Group will continue to
develop this analysis as new data is made available both internally
and externally and the Group will continue to monitor climate
exposures and action plans through the Group’s Risk Management
Framework. The opportunities identified continue to be developed
in-line with the Company’s strategy and objectives.
1
IEA (2024), “World Energy Outlook 2024”, IEA, Paris.
2
IPCC, 2014: “Climate Change 2014: Synthesis Report. Contribution of Working Groups I, II and III to the Fifth Assessment Report of the
Intergovernmental Panel on Climate Change”.
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Risks
Two key climate-related risks have been identified:
1. Risk to Plus500 not meeting its Scope 1 and 2 Net Zero and
Carbon Negative Targets
Plus500 has clear targets associated with climate change and a
continual obligation to report to external stakeholders to provide
evidence of the Group’s ongoing commitment to this area. However,
some aspects of the delivery against this plan are reliant on third
parties. At present, the only source of operational emissions for the
Group are within Scope 2 (electricity purchased), where the ability
to decarbonise electricity supply may be hindered by the pace of
renewable energy adoption by the Group offices’ landlords. The
location of some sites may have more limited options for renewable
energy. Failure to meet the defined net zero targets may cause
reputational damage, dissuade potential investors, or result in
greater costs due to the introduction of carbon pricing.
Assuming the successful completion of the Group’s near-term
target of reducing Scope 1 and 2 emissions to net zero by 2030, the
risk presented by potential carbon prices on our residual emissions
under all time periods and all scenarios is “Minor”. The Group
typically operates with short-term leases, making it feasible to
move operations in areas where it is difficult to find renewable
energy contracts with landlords.
SCENARIO
PLUS500 SCOPE 2 RESIDUAL
EMISSIONS (TCO
2
E)
2024 2030 2040
STEPS No internal action
(grid decarbonisation only) 306.7 224.5 123.7
Net Zero by 2030 306.7 0 0
NZE No internal action
(grid decarbonisation only) 306.7 150.5 4.2
Net Zero by 2030 306.7 0 0
2. Carbon pricing in the value chain
The cost of carbon and the number of countries adopting carbon
price mechanisms is expected to rise as businesses are made
more accountable for their energy use and carbon emissions. If
Plus500’s suppliers come under carbon pricing mechanisms this
could result in suppliers passing on the added cost from the carbon
tax. The following table shows the International Energy Agency’s
(“IEA”) forecasts for carbon pricing under NZE and STEPS scenarios.
While quantification is reliant on a full Scope 3 footprint analysis,
Plus500’s current assessment of this risk is “Minor”.
CARBON PRICE ESTIMATES (US$/T)
Scenario – STEPS 2030 2040
EU* 140 149
Scenario – NZE
2030 2040
EU* 140 205
* Used as global estimate.
Identified key climate-related risks
RISK 1. RISK TO PLUS500 NOT MEETING SCOPE 1 AND 2
NET ZERO AND CARBON NEGATIVE TARGETS
2. CARBON PRICING IN THE VALUE CHAIN
Type Transition
(market and reputation)
Transition
(current and emerging regulation)
Area Own operations Upstream
Primary potential financial impact Potential impact on revenue and/or
cost of capital
Higher costs associated with energy
and other inputs
Time horizon Medium/Long term Medium term
Likelihood Not likely Highly likely
Impact Minor Minor
Location or service most impacted Group Purchased goods and services
Climate risk impact
IMPACT MINOR LOW MEDIUM HIGH CRITICAL
Financial impact X < $9m
1% from cash
$9m < X < $20m $20m < X < $35m $35m < X < $50m 15% from
EBITDA ($51m)
or 10% from
cash ($89m)
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Opportunities
Two key climate-related opportunities have been identified:
OPPORTUNITY 1. ENERGY SAVINGS 2. RENEWABLE ENERGY
Type Resource efficiency Energy source
Primary potential financial impact Decreased costs Decreased costs
Time horizon Medium term Medium term
Likelihood Highly likely Expected
Impact Minor Minor
Location Group Group
KPI Total Group energy consumption (kWh) Proportion of global electricity from
renewable sources (%)
1. Energy savings
Decreasing energy consumption and increasing energy efficiency
may decrease outgoing costs, contribute to our net zero target
and mitigate against any future carbon pricing. This will have the
emergent benefit of further mitigating the impact of Risk 1 outlined
on page 35. As the Group’s offices are leased, the strategy to realise
this opportunity will partly involve engagement with landlords to
introduce energy saving measures. Implementing best practice
in energy management in current offices will also be a factor in
reducing consumption. In March 2024, the Group’s HQ office in Haifa
moved to a new office location in a sustainable and innovative
building. The new building is LEED certified. LEED is the world’s most
widely used green building rating system. LEED certification provides
a framework for healthy, highly efficient, and cost-saving green
buildings, which offer environmental, social and governance
benefits. LEED certification is a globally recognised symbol of
sustainability achievement. Moving to the new office premises
demonstrates Plus500’s continued efforts to drive energy efficiency
and environmental design.
2. Renewable energy
Transitioning to renewable energy sources (self-generation, power
purchase agreements or Renewable Energy Certificates (“RECs”))
can help in reducing market-based Scope 2 emissions to zero. As
office locations are not owned, the most likely routes for the Group
are to negotiate with landlords for the supply of renewable energy
or to utilise RECs. Given the typically short-term nature of the Group’s
leases and energy requirements of a services-based business,
investment in self-generation would likely be unfeasible.
Plus500 Ltd. 2024 Annual Report | 36
Financial statementsStrategic report Governance
REPORT ON THE TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES (“TCFD”) CONTINUED
Metrics and targets
Plus500 has a clear target to be net zero for Scope 1 and Scope 2
emissions by 2030 or earlier, which is ahead of the UK government’s
commitment to net zero by 2050 and which brings plans for our
operating emissions within the science-based pathway of limiting
global warming to 1.5°C. The Group reports its Scope 1 and Scope
2 greenhouse gas emissions, calculated in-line with the
Greenhouse Gas Protocol and discloses total energy consumption.
In-line with the risk and opportunities identified, the Group assesses
the proportion of global electricity from renewable sources.
While acknowledging the TCFD recommendations to integrate an
internal carbon price into Group processes, the risk assessment
process has highlighted that at this point, climate-related risks are
financially immaterial to Plus500 and therefore deemed
unnecessary to implement. However, it may be used in assessing
any future large capital expenditure and investment activities.
Additional metrics that monitor the climate-related risks and
opportunities, such as upstream and downstream Scope 3
emissions, are being considered for future reporting.
Streamlined energy and carbon reporting
FY 2024 FY 2023
ENERGY CONSUMPTION (KWH) UK
GLOBAL
(EXCL UK)
GROUP
TOTAL UK
GLOBAL
(EXCL UK)
GROUP
TOTAL
Total Group energy consumption (kWh) 22,788 776,679 799,467 25,639 732,195 757,834
FY 2024 FY 2023
GHG EMISSIONS (TCO
2
E) UK
GLOBAL
(EXCL UK)
GROUP
TOTAL UK
GLOBAL
(EXCL UK)
GROUP
TOTAL
Total Scope 1 (tCO
2
e) 0 0 0 0 0 0
Total Scope 2 (tCO
2
e) 4.7 302.0 306.7 5.3 331.0 336.3
Total Scope 1 & 2 (tCO
2
e) 4.7 302.0 306.7 5.3 331.0 336.3
Intensity measure (Group turnover $m) 768.3 726.2
GHG Emissions Intensity Ratio
(per Group turnover $m) 0.40 0.46
Plus500 Ltd. 2024 Annual Report | 37
Financial statementsStrategic report Governance
During FY 2024, the Group continued to invest
in and pursue its strategic roadmap
objectives which include expanding into new
markets, launching new products, improving
existing market operations and deepening
engagement with customers.”
Elad Even-Chen
Group Chief Financial Officer
Introduction
In recent years, as guided by its strategic roadmap, Plus500 has
expanded and diversified its global operations and has established
a global presence supported by a portfolio of regulatory operating
licences. Today, the Group offers a wide variety of financial
instruments across its OTC, share dealing and futures platforms. It
operates in more than 60 countries and provides a localised trading
experience for customers which is enabled by the Group’s market-
leading, proprietary technology and focus on best-in-class
customer service. These strong fundamentals provide ongoing
support for the Group as it seeks to execute against its strategic
roadmap ambitions of market expansion, product innovation and
deepening its engagement with customers.
FY 2024 was another excellent year for Plus500, including $360.5m
of total shareholder returns being announced, which culminated
in the Group’s shares becoming constituents of the prestigious
STOXX Europe 600 Index in January 2025, reflecting the strength of
the business.
Strategic business development
The Group also delivered excellent strategic progress on a number
of fronts during FY 2024, including expanding its geographic
footprint, introducing new products and services and deepening
its overall engagement with customers. During FY 2025, the Group
will continue to focus on these strategic pillars, which will be
supported by organic and inorganic investments.
In the US futures market, the Group continued to focus on growing
its customer base and invested significant resources during FY 2024
to do so. The Group’s operations in this market are supported by
its proprietary technology, best-in-class customer service, Plus500’s
‘omni-set solution’ and clearing memberships with the likes of CME,
Eurex and ICE.
As a result, the B2C (Retail) business onboarded a record number
of New Customers during the year, reflecting the strength of its
trading platforms, products and services. Plus500’s B2B
(Institutional) business delivered significant growth and launched
‘Plus500 Cosmos’, a proprietary and innovative customer portal
providing access to a range of functionalities, including portfolio
monitoring, treasury services and risk management.
GROUP CHIEF FINANCIAL OFFICER REVIEW
Strong FY 2024 results reflect
Plus500’s strategic strength
and diversification
$768.3M
Revenue
(FY 2023: $726.2m)
$342.3M
EBITDA
(FY 2023: $340.5m)
45%
EBITDA margin
(FY 2023: 47%)
$3.57
Basic EPS
(FY 2023: $3.17)
Plus500 Ltd. 2024 Annual Report | 38
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In January 2025, the Group secured a clearing membership with
ICE Clear US, part of Intercontinental Exchange Group (“ICE”), among
the world’s largest operators of exchanges and clearing houses
for listed derivatives. Additional clearing memberships will be
targeted for FY 2025.
In January 2025, the Group obtained a new regulatory licence in
the UAE from the SCA, enabling further expansion in the local market
through an enhanced product offering and tailored marketing
initiatives.
Also in January 2025, Plus500 launched its multi-asset offering for
the Japanese market comprising new OTC products based on
Indices, Equities and ETFs. This is an important and exciting
milestone for the Group in a strategically important market, which
has the potential to drive structural growth over the medium to
long term.
Revenue, EBITDA, net profit and EPS
Revenue in FY 2024 was $768.3m (FY 2023: $726.2m), comprising
trading income of $711.6m (FY 2023: $674.3m) and interest income
of $56.7m (FY 2023: $51.9m). EBITDA for FY 2024 was $342.3m (FY
2023: $340.5m) equating to an EBITDA margin of 45% (FY 2023:
47%). The Group identified opportunities during the course of FY
2024 to invest more in its marketing technology capabilities in
order to drive customer acquisition and build the foundations for
meaningful growth in future years. Net profit in FY 2024 was
$273.1m (FY 2023: $271.4m) and basic EPS was $3.57 (FY 2023: $3.17).
Cost base
The Group’s cost base continued to be positively weighted towards
variable costs during FY 2024. This enables the Group to retain
flexibility, while investing in its long-term technological capabilities,
and to protect its margins. For FY 2024, 70% of the Group’s costs
were variable (FY 2023: 70%).
Total SG&A expenses were $432.2m for FY 2024 (FY 2023: $389.8m).
The main elements were marketing technology investments of
$171.8m (FY 2023: $135.4m), payment processing costs of $39.4m
(FY 2023: $40.0m), employee benefits and other related expenses
of $123.9m (FY 2023: $94.3m) and commissions and fees of $47.0m
(FY 2023: $31.2m).
Investing to attract and retain higher value
customers
Plus500 continued to invest in strategic markets and products to
attract higher value customers during FY 2024. AUAC was $1,456 in
FY 2024 (FY 2023: $1,489). The Group continues to expect that AUAC
will rise steadily over time, in-line with the Group’s strategy to focus
on higher value customers. The Group’s customer profile evolves
towards higher value, long-term customers as it attracts customers
to new trading products and in new geographies. Plus500’s
technological marketing capabilities are the ones to enable the
Group to lead this space and to provide long-term returns on
investments.
Reflecting this focus on customer values and retention efforts,
customer longevity has increased significantly in recent years. In
FY 2024, 88% of OTC revenue was derived from customers trading
with Plus500 for more than a year, 67% for more than three years
and 35% for more than five years. For context, in FY 2019, just 11% of
OTC revenue was derived from customers who had been trading
with Plus500 for more than five years, which illustrates the significant
progress the Group has made in improving customer relationships.
Net financial expenses (income)
Net financial expenses (income) were ($1.1m) in FY 2024 (FY 2023:
$0.2m), driven mainly by FX gains and losses as the Group manages
its exposure to a range of operating currencies versus the US dollar.
A substantial portion of the Group’s cash is held in US dollars in
order to reduce the impact of currency movements on financial
expenses over time.
Corporate tax
The Company’s status as a Preferred Technological Enterprise
(“PTE”), as accredited by the Israeli Tax Authority (“ITA”) under the
tax regime in Israel, was extended for the financial years 2022, 2023,
2024, 2025 and 2026, subject to the Company complying with the
conditions of the Law for the Encouragement of Capital
Investments, 5719-1959 (“Investment Law”). Consequently, the
Company’s corporate tax rate for each of these years will be
reduced from 23% to 12% and the withholding tax rate applicable
for dividends will be reduced from 25% to 20%, subject to the
Company complying with the conditions of the Investment Law.
For further information, see notes 3 and 10 to the Consolidated
Financial Statements.
Balance sheet and cash generation
As of 31 December 2024, total assets on the Group’s balance sheet
were $991.8m (FY 2023: $1,004.7m), with equity of $644.3m (FY 2023:
$699.8m), representing approximately 65% of the balance sheet
(FY 2023: approximately 70%). The Group has remained debt-free
since inception, and had a cash and cash equivalents balance at
the end of FY 2024 of $890.0m (FY 2023: $906.7m).
This robust financial position is supported on an ongoing basis by
the Group’s technology-enabled, cash generative business model
and lean cost base which allows the Group to invest in its people
and its capabilities with a focus on medium- to long-term returns.
Operational overview
The Group delivered a strong operational and trading performance
against its key metrics during FY 2024, enabled by its continued
focus on attracting and retaining higher value customers.
The Group onboarded a total of 118,010 New Customers during the
year (FY 2023: 90,944), equating to an increase of 30% year-on-year,
reflecting its investment in its multi-channel approach to customer
acquisition. This improved performance also reflects the expansion
of the Group’s businesses in the US futures market and wider
strategic investments in its technological marketing capabilities.
Customer deposits grew once again during the year, with the
Average Deposit per Active Customer reaching approximately
$12,000 (FY 2023: approximately $10,300), highlighting the level of
confidence that customers have in Plus500 and the Group’s
ongoing focus on higher value customers. Total customer deposits
in FY 2024 increased to $3.0bn (FY 2023: $2.4bn), which are both
record levels for Plus500.
The number of Active Customers during FY 2024 increased by 9%
to 254,138 (FY 2023: 233,037), thanks to the Group’s customer
retention, monetisation and activation technologies.
ARPU reached an annualised level of $3,023 in FY 2024 (FY 2023:
$3,116), which highlighted the depth of the Group’s product offering,
the high-quality nature of its trading platforms and the benefits of
its ongoing focus on its customer retention technologies.
Plus500 Ltd. 2024 Annual Report | 39
Financial statementsStrategic report Governance
We will continue to invest in growth
opportunities, both organically and
inorganically, that align with the
Group’s strategic roadmap
objectives of market expansion,
product growth and improved
customer retention.”
Shareholder returns
Since its IPO in 2013, Plus500 has returned approximately $2.5bn to
shareholders through dividends and share buybacks, including
the $200.0m announced in February 2025.
Plus500 has delivered a total return to shareholders of
approximately 6,000% since it listed on the LSE in 2013 up to
31 December 2024. This positioned Plus500 as the best performing
share in the FTSE All-Share Index on a total return basis over that
time frame, which is a remarkable achievement and another
testament to the Group’s excellent track record of consistent
outperformance.
The Company’s shareholder returns policy is to return at least 50%
of net profits to shareholders through share buyback programmes
and dividends on a half-yearly basis, with at least 50% of this
distribution being made by way of share buybacks. The Board will
also consider executing special share buybacks, or other
distributions, on a half-yearly basis, dependent on fiscal year results
as well as on investment and growth opportunities. This shareholder
returns policy applies to net profits on a half-yearly basis and is
based on a 23% corporate tax rate, for both interim and final
distributions.
The Company returned $345.2m to shareholders during FY 2024,
comprising $195.0m in share buybacks and $150.2m in dividends.
Plus500 announced additional shareholder returns of $200.0m in
February 2025, comprising share buyback programmes of $110.0m
and total dividends of $90.0m. These programmes commenced
following the completion of the previous share buyback
programme of $110.0m, which was announced on 19 August 2024.
These new shareholder returns emphasise the Board’s continued
confidence in the prospects for Plus500 and reflect the extremely
robust financial position of the Group.
Presentation of currencies
The Consolidated Financial Statements are presented in US dollars,
which is the Group’s functional and presentation currency. Foreign
currency transactions and balances in currencies different from
the US dollar are translated into the US dollar.
Elad Even-Chen
Group Chief Financial Officer
23 March 2025
Group Tax Policy
The Group actively seeks to comply with both the spirit and
the letter of all relevant taxation laws and regulations where it
operates, and it is committed to a transparent and open
approach to reporting on tax. The Group’s policy is to file all tax
returns on time, and to pay tax as it falls due. The Group has a
low risk tolerance for uncertain tax positions in the jurisdictions
in which it operates and does not undertake any aggressive
or unreasonable tax planning schemes for the purpose of tax
avoidance, and broadly aims to align tax payments to revenue
generation. The Group does not knowingly help others avoid
their tax obligations.
During FY 2020, Plus500 Ltd. became one of the first companies
to receive approval from both the ITA and the Israeli Innovation
Authority (“IIA”) under the new tax regime in Israel, recognising
the Company as a PTE and as “an enterprise which promotes
innovation”. At the beginning of July 2020, Plus500 Ltd. received
an approval from the IIA that, together with the tax ruling
received from the ITA in May 2019, recognises Plus500 Ltd. as a
PTE. In January 2022, the Company’s status as a PTE, as
accredited by the ITA under the tax regime in Israel, was
extended for the financial years 2022, 2023, 2024, 2025 and
2026. Consequently, the Company’s corporate tax rate for
each of these years will be reduced from 23% to 12% and the
withholding tax rate applicable for dividends will be reduced
from 25% to 20% subject to the Company complying with the
conditions of the Investment Law. Also see note 3 and note 10
to the Consolidated Financial Statements.
All intra-Group transactions are required to be priced on an
arm’s-length basis in accordance with the Group’s internal
transfer pricing policies which reflect internationally accepted
transfer pricing standards and local tax laws, which are also
approved by leading international accounting firms. Taxation
is a regular agenda item for the Audit Committee, which meets
at least four times a year, and reports to the Board. Tax
compliance risks are managed through the Group’s
Governance Framework, overseen by its Audit Committee,
and supported by the Group Chief Financial Officer.
GROUP CHIEF FINANCIAL OFFICER REVIEW CONTINUED
Plus500 Ltd. 2024 Annual Report | 40
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Plus500 Ltd. 2024 Annual Report | 41
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RISK MANAGEMENT FRAMEWORK
A rigorous risk framework
Assessing and managing our risks
The Group maintains a robust, customer-centric approach to the
management and control of risks, which is fully embedded within
the Group’s technology and its day-to-day operating procedures.
Furthermore, the Group has a comprehensive risk mitigation plan,
which helps to control exposures and provide robust solutions. This
plan includes a range of measures, such as corporate policies,
operating rules, systematic reporting, external audits, internal
audits, self-assessment and continuous monitoring by the
Regulatory & Risk Committee, the Board and the Executive
Management.
Risk Management Framework
The financial, market and regulatory environments in which Plus500
operates inherently expose it to a number of strategic, financial,
operational, regulatory and ESG-related risks. The Group recognises
the importance of understanding and managing these risks and
has determined levels of risk that it believes are efficient. Policies
and procedures have been developed within a robust risk
management framework that attempts to minimise various risks,
including market risk.
The Group aims to ensure its risk exposures are aligned with its risk
appetite across its product portfolio. This is supported by real-time
monitoring technology which is embedded in the Group’s trading
platforms. The Group continues to test a more holistic, automated
hedging capability and will provide information on this approach,
if and when it is implemented.
This overall approach aligns the Group’s interests with its customers,
with a particular focus on customer care and protection and
customer experience, helping to deliver a more stable revenue
stream over time, given the consequently lower level of top-line
volatility. The Group continues to expect that revenue contribution
from Customer Trading Performance will be broadly neutral
over time.
Plus500 monitors trading levels and exposure limits (for example
by customer, instrument and asset class), and credit risk is limited
by having all OTC customers’ accounts pre-funded. The Group also
offers negative balance protection and a margin close-out policy
to all of its OTC customers on a global basis.
Governance
The role of the Board
The Board is ultimately responsible for the risk strategy, having
developed a Risk Management Framework, which is regularly
reviewed and assessed by the Board, particularly with regards to
principal and emerging risks.
The Board believes that the robust, technology-driven
risk management systems of the Group are a key competitive
strength and an important factor in its revenue generation. The
implementation of the risk strategy is delegated to management
under the more detailed supervision of the Regulatory & Risk
Committee.
The role of the Regulatory & Risk Committee
The Regulatory & Risk Committee receives updates from
management on risk, compliance and regulatory issues and
reviews the related internal systems. This Committee also receives
monthly reporting packages relating to risk and compliance.
The Regulatory & Risk Committee is responsible for reviewing
relationships with the regulatory authorities and reviewing the
adequacy and quality of the Group’s systems and procedures for
compliance with relevant regulatory requirements where the Group
is regulated and in other jurisdictions where the Group has a
significant market presence. The Regulatory & Risk Committee also
has responsibility for reviewing the Group’s most significant risks
to the achievement of strategic objectives and reviewing the
Group’s risk management policy.
Lines of defence
Within the Risk Governance Framework, three lines of defence are
created through:
+ Front-line risk management processes;
+ Regulatory compliance; and
+ Independent assurance provided by internal audit.
First line of defence
The first line of defence consists of front-line risk management
processes operated within the day-to-day trading activities of the
Group’s business.
There are three elements to the management of day-to-day OTC
trading risk:
a. Financial Risk Limitation Policies
The Group has developed proprietary risk management systems
that incorporate various real-time financial risk limits.
b. Trading Limits
i. Customer limits
Monetary limits are placed on a customer’s:
(a) Exposure to any single instrument;
(b) Aggregate open positions as a whole; and
(c) Aggregate deposit amounts.
Customer limits are determined with reference to, among other
things, a customer’s credit score, trading history, location and
other due diligence results.
ii. Group limits
Monetary limits are also placed on the Group’s exposure to
individual instruments. These limits are set according to, among
other things, the asset class, the size, the liquidity and the beta
(volatility) of the underlying instrument. In each case, when these
limits are reached on our trading platforms, it automatically
ceases to accept new trades from the relevant individual or on
the underlying instrument until exposure levels fall below the
relevant threshold(s) or threshold(s) are reviewed and amended.
c. Hedging
To further manage risk, the Group has a hedging approach in
place, including targeted hedging in certain circumstances.
This approach would, in extremis, mitigate exposure of the Group
as a whole beyond certain thresholds.
Plus500 Ltd. 2024 Annual Report | 42
Financial statementsStrategic report Governance
Second line of defence
A strong compliance function is in place in all of the Group’s
regulated subsidiaries. The Board continues to develop the Group’s
compliance policies in-line with each of the regulatory
environments in which the Group’s product offerings are available.
Third line of defence
The third line of defence, independent assurance, is provided by
internal audit.
The role of the internal auditor is to examine, among other things,
the Company’s compliance with relevant law and orderly business
procedures. In accordance with the Israeli Companies Law 5759-
1999 (the “Companies Law”), the internal auditor is appointed by
the Board on the recommendation of the Audit Committee, which
also oversees the internal auditor’s work plan, monitors its activities
and assesses its performance. Pursuant to the Companies Law,
the internal auditor may not be: (1) a person who holds more than
5% of the Company’s outstanding shares or voting rights; (2) a
person who has the power to appoint a Board member or the Chief
Executive Officer of the Company; (3) an officer or Board member
of the Company; (4) a relative of any person described above; or
(5) a member of the Company’s independent accounting firm, or
anyone acting on its behalf.
In 2022, the Board appointed Kost Forer Gabbay & Kasierer
(EY Israel), a member firm of Ernst & Young, as the Company’s
internal auditor.
Compliance with relevant regulations is also provided by local
advisors in the main territories that the Group operates in, and
advice on the regulatory regime is considered when planning new
licence applications or sourcing acquisitions.
Internal controls
The Board has overall responsibility for the Group’s systems of
internal control and for monitoring their effectiveness. Although no
system of internal control can provide absolute assurance against
material misstatement or loss, the Group’s systems are designed
to provide the Board with reasonable assurance that issues are
identified on a timely basis and dealt with appropriately.
The Group’s key internal financial control procedures include:
+ A review by the Board of actual results compared with budget
and forecasts;
+ Reviews by the Board of year-end forecasts;
+
The establishment of procedures for acquisitions, capital
expenditure and expenditure incurred in the ordinary course of
business;
+ The appraisal and approval of proposed acquisitions outside
of the ordinary course of business by the Board;
+
The detailed budgeting and monitoring of costs incurred in the
development of new products;
+
A review of day-to-day management controls and test of
operating effectiveness of key controls;
+ An annual review of the internal controls system;
+
A regular review of risk limits, with a view to conducting targeted
hedging to reduce market risk, as and when appropriate;
+
The reporting to, and review by, the Board on changes in
legislation, regulatory requirements and practices within the
sector, as well as accounting, regulatory and legal
developments pertinent to the Group; and
+
The appointment of experienced and suitably qualified staff to
take responsibility for key business functions to ensure
maintenance of high standards of performance.
Risk assessment and review
The Board confirms that it has completed a robust assessment of
the Company’s principal and emerging risks. The Board continues
to assess emerging risks but has not identified any emerging risks
that were not already captured as principal risks through the
Group’s comprehensive risk assessment process, carried out in
FY 2024, in accordance with Provision 28 of the Code. Principal risks
are considered those that would threaten its business model, future
performance, solvency or liquidity. These are outlined below and
further details of financial risks and their management are set out
in note 25 to the Consolidated Financial Statements.
The comprehensive risk assessment process identified certain
risks which were narrowed down into major risks monitored by the
Executive Management and the Regulatory & Risk Committee, then
further consolidated into ten principal risks closely monitored by
the Board.
Throughout FY 2024 and up to the date of this Annual Report, the
Board has reviewed the effectiveness of the Group’s internal
controls system. As a result of this review, the Board considers that
the measures that have been, or are planned to be, implemented,
complement the Group’s risk management framework and are
appropriate to the Group’s circumstances. The measures cover all
controls, including financial and operational controls and
compliance with relevant laws and regulations.
Plus500 Ltd. 2024 Annual Report | 43
Financial statementsStrategic report Governance
RISK DESCRIPTION MANAGEMENT AND MITIGATION
BUSINESS AND STRATEGIC RISKS
Legal and
jurisdictional risk
The risk that changes in the legal and regulatory
frameworks in which the Group currently operates
could adversely affect its performance
+ Diversification of jurisdictions in which the Group’s product
offerings are available
+ Ongoing monitoring of legal and regulatory developments
and taking necessary actions to remain compliant with any
changes to applicable legal or regulatory frameworks
Regulatory risk Regulatory changes could result in one or more
of the Group’s product offerings becoming less
profitable, restrictions on the products’ marketing,
or a ban on the product offerings in one or more
of the jurisdictions in which the Group operates
+
Ongoing monitoring of market and regulatory sentiment,
developments and advice from compliance functions on
actual and possible future changes and taking remedial
action
+ Maintaining an open and robust dialogue with regulators
+ Continuing to make efforts and investment to diversify the
Group’s product portfolio and broaden its geographic
footprint
Customer care
and protection
risk
The risk that a lack of customer care and
protection could negatively impact customer
welfare, particularly in relation to compliance with
relevant regulations on these issues
+ Continued efforts to educate and inform customers of the
inherent potential risks involved in trading, through required
risk disclosures, educational features and by offering an
unlimited and free demo account for OTC and ‘Plus500
Futures’ customers
+ Negative balance protection has been an ongoing feature
of the Plus500 OTC platform since inception. This guarantees
that maximum losses of all customers are limited to the
amount within their account
+
Other risk management features, including margin close-out
policy, are also embedded within Plus500’s technology
+
‘Trading Academy’ and ‘+Insights’ to provide customers with
valuable information
+ Assessment of potential customers prior to and during the
completion of the onboarding process
RISK MANAGEMENT FRAMEWORK CONTINUED
Plus500 Ltd. 2024 Annual Report | 44
Financial statementsStrategic report Governance
RISK DESCRIPTION MANAGEMENT AND MITIGATION
FINANCIAL RISKS
Business risk
The risk of a commercially adverse impact on the
business resulting from:
+
The Group’s strategic decision-making failing
to seize business opportunities or react to
changes in the market. This risk may result in
damage or loss, financial or otherwise, to the
Group as a whole
+
The risk that a third-party organisation on
which the Group relies significantly will
inadequately provide or fail to deliver its
outsourced activities or contractual
obligations to the standard required
+ Robust governance, challenge and oversight
+
Managing the Group in-line with the agreed strategy, policies,
risk appetite and periodic reviews of such assumptions
compared to developments in the markets, business and
regulation
+
Developing redundancies for material services provided by
third parties by having secondary providers and alert
systems, as well as automated processes to operate
redundancies
+ Due diligence performed on service providers
+
Service level agreements in place and regular monitoring of
performance
+
Input from best-in-class advisors involved in decision-making
processes of strategic developments and initiatives
Market risk The risk of exposure to the market
Market risk is mainly comprised of the following
factors:
+ Price movements
+ Foreign currency exposures
+
The Group manages market risk by balancing natural
hedging and the Group’s risk tolerance. Market risk is
mitigated by:
–
The Group’s proprietary technology platforms which
enable real-time position monitoring and alerts to help
the Group constantly manage market exposure and adjust
its controls
–
Defining daily/weekly/monthly Group market risk limits for
each financial market or instrument
–
If predetermined limits are exceeded, the Group takes
appropriate actions to reduce exposure
–
Targeted hedging is conducted on a limited basis, as
appropriate
Credit risk The risk of clients or counterparties failing to fulfil
contractual obligations and/or settlements
resulting in financial loss, specifically:
Client credit risk:
Leveraged trading in the OTC business can result
in client trading losses exceeding available funds
in their account (mainly due to sharp market
movements); such losses are absorbed by the
Group (negative balance protection has always
been offered to all the Group’s OTC customers, in
all markets and across all underlying assets)
Institutional credit risk:
The risk that financial counterparties will not meet
their obligations, risking both client and Group
assets
Client credit risk:
For retail customers, the Group has a “no credit” policy in which
OTC customers can only fund their accounts from their own
resources, with all accounts being pre-funded. Customers can
set a wide range of loss risk mitigation tools such as alerts and
stops features
Institutional credit risk:
The Group engages only with prominent, highly ranked and
well-established financial institutions for the holding of its own
assets and in order to meet its regulatory obligations to
safeguard client money in segregated accounts. The Group
periodically reviews its engagements with such financial
institutions to make sure they continue to operate within the
applicable standards and also diversify the Group’s assets
across those financial institutions to reduce risk
Liquidity risk
The risk that there is insufficient available liquidity
to meet the financial liabilities of the Group
The Group utilises liquidity forecasts to identify potential risks.
These forecasts incorporate the impact of all applicable liquidity
regulations in force in each jurisdiction and other hindrances to
the free movement of liquidity around the Group. Key issues
affecting the Group’s liquidity are discussed by the Board
Plus500 Ltd. 2024 Annual Report | 45
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RISK DESCRIPTION MANAGEMENT AND MITIGATION
OPERATIONAL RISKS
Operational risk
The risk of enduring losses resulting from
inadequate or failed internal processes due to
people, failed technology deployment, adoption
and innovation, external events (such as natural
disasters, major utilities or infrastructure failure,
etc.), or the inability to attract and maintain
competent staff which the Group requires for
operational purposes
+
Business and regulatory sign-off of processes and
procedures to ensure business efficiency and regulatory
compliance
+
Invest in system development to improve process automation
+
Monitoring, quality checks and robust analysis of
performance to identify errors, inefficiencies, underlying
causes and mitigation plans
+
Centralised operations – to enable rapid implementation of
business innovation, adjustments to business and regulatory
changes, monitoring and maintaining high standards and
cost-efficient structure
+
Centralised technical operations, to ensure Group-wide
monitoring, issue handling and analysis
+ Unified IT strategy focused on performance and growth
+
Continuous development efforts towards operational risk
framework to ensure risk recognition and timely control
+
Recruitment of highly competent employees and
development of employee retention programmes, with
enhanced staff training and oversight
+
The Group has a clear business continuity plan, ensuring
quick recovery and cover for both IT and operational aspects
(connectivity, Distributed DoS Attacks, unresponsiveness of
server, etc., as well as external events) and each one has an
emergency plan and contacts in place
RISK MANAGEMENT FRAMEWORK CONTINUED
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RISK DESCRIPTION MANAGEMENT AND MITIGATION
OPERATIONAL RISKS CONTINUED
Information and
data security risk
The risk of loss of technology services caused by
network disruption and loss of systems, data and
failure to restore services of a third-party in a
timely manner resulting in the Group’s inability to
offer its services
The risk of loss or misuse of individuals’ personal
information provided to the Group
+
Operate multi-layered delivery, security and mitigation
solutions
+
Continuous investment in increased functionality, scalability,
capacity and responsiveness of systems to monitor, react
and prevent cyber attacks
+
Continuous real-time monitoring of incoming and outgoing
network activity
+
Constant monitoring of systems performance and controls
+
Selective software design methodologies and testing
regimes
+
A robust Group IT policy that sets out strategic, stability,
security and performance standards as well as backup
processes to enable service availability in the event of failures
+
Privacy as culture – creating awareness among employees
of privacy-related matters including proper use of personal
information, protection of such information and loss
prevention
+ Dedicated cyber security training for all global employees
and the Board
+
Robust privacy-oriented compliance programme to ensure
compliance with relevant data privacy regulations
Climate-related
risk
Complete or partial prevention of maintaining the
Group’s ongoing operations and the provisions
of services to its customers (e.g., due to office
premises unavailability, systems connectivity
downtime, data centre disaster, etc.) as a result
of a natural disaster (e.g., earthquake, flood), fire
or any other external factors
+
Plus500 has a Disaster Recovery site supported by a database
which is updated in real time
+
The Group’s headquarters are equipped with an emergency
generator that would be automatically activated in the event
of a power outage and has facility uninterruptable power
supply units that would be automatically activated if the
emergency generator fails
+
“Work From Home” mode – employees are assigned with
equipment and connectivity, so that there will not be any
interruptions to working activity in the event of office
unavailability
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GOING CONCERN AND VIABILITY STATEMENT
Going Concern and
Viability Statement
Going Concern
Having given due consideration to the nature of the Group’s
business, the Group’s budget, liquidity resources and cash flow
forecasts for the period of three years ending 31 December 2027,
taking into account the Group’s anticipated investment
commitments and working capital requirements, the Board
considers that the Company and the Group as a whole are a going
concern and the Consolidated Financial Statements are prepared
on that basis.
This treatment reflects the reasonable expectation that the Group
has adequate resources to continue in business for over a period
of at least 12 months from the date of approval of the Consolidated
Financial Statements and the consideration of the various risks set
out on pages 44 to 47 and the financial risks described in note 25
to the Consolidated Financial Statements.
Viability Statement
In accordance with Provision 31 of the Code, the Board has
considered the Group’s current financial position and future
prospects, its strategy, risk appetite and the potential impact of the
principal risks and how these are managed. It has a reasonable
expectation that the Group will be able to continue in operation
and meet its liabilities as they fall due over the three-year
assessment ending 31 December 2027.
The Directors confirm that they have performed a robust
assessment of the principal and emerging risks facing the Group
as detailed on pages 44 to 47, including those that will threaten its
business model, future performance and liquidity.
In reaching this conclusion, both the prospects and viability
considerations have been assessed:
Prospects
+
The Group’s current financial position is outlined in the Strategic
Report.
+ The Group’s business model: despite regulatory changes in a
number of jurisdictions, the core of the current strategy remains
in place and continues to demonstrate sufficient cash
generation to support operations. In addition, we believe the
Group will continue to be viable beyond the three years as
mentioned above, in accordance with our business model.
+
Assessment of prospects and assumptions: conservative
expectations of future business prospects through delivery of
the Group strategy as presented to the Board through the
budget approval process. The annual budget approval process
consists of a detailed bottom-up process with a 12-month
outlook which involves input from all relevant functional and
regional heads. The process includes a collection of resource
assumptions required to deliver the Group strategy and
associated revenue impacts with consideration of key risks. This
is used in conjunction with external assumptions such as: a
region-by-region review of the regulatory environment and
incorporation of any anticipated regulatory changes as outlined
in the Strategic Report, to revenue modelling, market volatility,
interest rates and industry growth which materially impact the
business.
The budget is used to set targets across the Group.
The budgeting process also covers liquidity and capital planning
and, in addition to the granular budget, a three-year outlook is
prepared using assumptions on industry growth, the effects of
regulatory changes, revenue growth from strategic initiatives
and cost growth required to support initiatives. The budget was
reviewed by the Board in October 2024 and in November 2024
and received final approval in November 2024.
+ Ongoing review and monitoring of risks: these are outlined in
the Group’s Risk Management Framework on pages 44 to 47 of
this Annual Report and are monitored monthly by management,
with review and challenge from the Regulatory & Risk
Committee. Based on the various scenarios tested, the
Company has sufficient liquidity and headroom to operate its
business.
Viability
Scenario stress testing of available liquidity and capital adequacy
are central to understanding the Group’s viability. This testing
replicates adverse market conditions and regulatory change, and
is therefore considered in the Group’s Individual Capital Adequacy
Assessment Process and Individual Liquidity Adequacy Assessment
documents, which are shared with our regulators on request. The
results of the scenario stress testing showed that, due to the robust
nature of the business, the Group would be able to withstand these
scenarios, both in isolation and combined scenarios, over the
financial planning period by taking management actions that
have been identified.
The Board has considered that three years is an appropriate period
over which to provide a viability statement, as this is the longest
period over which the Board reviews the success of strategic
opportunities. This timeline is also aligned with the period over
which internal stress testing occurs. The Board has no reason to
believe that the Group will not be viable over a longer period, but
given the uncertainty involved, in particular of regulatory changes,
the Board believes this period presents the readers of the Annual
Report with a reasonable degree of confidence.
The Group also monitors performance against predefined budget
expectations and risk indicators, along with strategic progress
updates, allowing management action to be taken where required,
including the assessment of new opportunities.
Plus500 Ltd. 2024 Annual Report | 48
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CONTENTS
Governance at a Glance 50
Chair’s Introduction to Governance 52
UK Corporate Governance Code
Compliance Statement 53
Board of Directors 54
Governance Report 58
Shareholder Engagement 64
Report of the Nomination Committee 65
Report of the Audit Committee 70
Report of the Regulatory & Risk Committee 77
Report of the ESG Committee 80
Report of the Remuneration Committee 83
Directors’ Remuneration Report 90
Directors’ Report 100
Corporate Law 102
Directors’ Responsibility Statement 104
Governance
Plus500 Ltd. 2024 Annual Report | 49
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Governance
2
5
Female
Male
5
2
Independent Directors
(including Chair)
Non-Independent Directors
4
2
1
3-6 years
6+ years
0-3 years
5
2
Ethnically diverse
White
GOVERNANCE AT A GLANCE
Governance highlights
2
General meetings
in FY 2024
5
Board training
sessions in FY 2024
7
Board members
6
Board
Committees:
Audit, Remuneration, ESG,
Regulatory & Risk,
Nomination and
Disclosure
Read more about key activities of the Board on page 59
Over the last four years, under the stewardship of its Chair, Prof.
Jacob A. Frenkel, Plus500 has continued to strengthen its
governance framework. Corporate governance remained a major
area of focus for Plus500 in FY 2024, which ensures Plus500 has
a solid governance foundation from which to deliver its strategic
roadmap and drive further value for its shareholders in the
coming years.
Key activities of the Board in 2024
+
Strategic discussions relating to further developing the Group’s
position as a global multi-asset fintech group and expanding
its product offering and geographic footprint, including in the
US futures market, as well as the high-growth UAE market.
+ Review, discussions and approval of results announcements,
trading updates, and other market updates as applicable, as
well as notice of general meetings.
+
Review of monthly updates, including: CEO KPIs reports; CFO
reports on financial performance and business development
updates; risk reports; and regulatory, compliance and AML
reports.
+
Conduction of an internal effectiveness evaluation of the Board
and its Audit Committee, following an internal evaluation in 2023
and an independent third-party evaluation held in 2022.
+
Deep-dive training and workshops on various operational
matters.
+
Monitoring and reviewing the Group’s culture, values and
performance, through regular discussions with the Executive
Directors, senior management and their teams and through
the workforce engagement representative on the Board who
held round table sessions with employees of the Group.
Board key stats
As of the date of this Annual Report
Board gender
diversity*
Board
independence
Board tenure
Board ethnicity
Governance in numbers
As at the date of this Annual Report
* As at 31 December 2024 the Board comprised 3 female
Directors (out of 8 Directors).
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Governance
Board skills and experience
Number of Board members with relevant skills and experience
Audit and risk management
7
Capital raising, mergers, acquisitions, investment and transactions
5
Compliance and regulation
6
Digital technology
4
ESG
6
5
Finance, banking, financial services and fund management
3
Marketing
4
Shareholder relations
6
Innovation
5
Enterprise risk management
Operation of the Board
The Board holds meetings in accordance with its pre-scheduled
calendar. Each Board meeting is preceded by a clear agenda
and any relevant information and background materials are
provided to the Directors in advance of the meeting. The Board met
on nine occasions in 2024 to review, formulate, discuss and approve
the Group’s strategy and roadmap, budgets and corporate actions
and to oversee the Group’s progress towards its goals. The Board
also receives updates on operational, financial, risk and
regulatory and other business matters, on a regular basis or
whenever necessary.
Read more on page 60
Board committees
In order to assist the Board in carrying out its responsibilities, the
Board has constituted six principal Committees to which certain
aspects of the Board’s work are delegated: Audit, Remuneration,
ESG, Regulatory & Risk, Nomination and Disclosure. Each Committee
has adopted its own terms of reference, approved by the Board,
and established an annual agenda and working plan.
Read more on page 58
Board changes
Daniel King was elected at the EGM held on 8 January 2024 for a
three-year term as an Independent Non-Executive Director and
External Director, commencing 19 June 2024. Accordingly, he joined
the Board as of that date.
Anne Grim was elected at the EGM held on 8 January 2024 for a
one-year term as an Independent Non-Executive Director, with
immediate effect. She completed her term on 7 January 2025 and
subsequently stepped down from the Board on that date.
Board effectiveness evaluation
During the year, led by the Chair and the Company Secretary, an
internal Board effectiveness evaluation was conducted, following
an internal evaluation held in 2023 and an independent third-party
evaluation facilitated in 2022, in accordance with Provision 21 of the
Code which recommends that FTSE 350 companies should
consider having an external evaluation once every three years.
As part of this process, Board members were requested to
complete questionnaires and to evaluate the performance of the
Board and its Audit Committee, as well as the performance of the
Chair. These questionnaires were developed by the Chair and the
Company Secretary, taking into consideration the Financial
Reporting Council’s Guidance on Board Effectiveness, as well as
the findings of the 2023 internal evaluation and the 2022
independent third-party evaluation.
The Company expects to have its next independent third-party
Board evaluation in 2025.
Read more on pages 62 to 63
Board training and development
In order to further develop the Board’s understanding and
awareness of the business and its future prospects, all Board
members receive updates on changes and developments in the
business and the environment and territories in which the Group
operates, on a regular basis.
During the year, Board members attended training sessions on
various areas, including fintech, UK regulation, the US futures market,
data protection and privacy matters, Market Abuse Regulation and
the 2024 UK Corporate Governance Code. In addition, the Board
members have gone through in-depth training sessions and
workshops on various operational aspects.
In-line with Plus500’s continued growth as a global multi-asset
fintech group, and in order to appropriately govern and manage
the future development of the business, a further comprehensive
Board training plan for 2025 was adopted.
Plus500 Ltd. 2024 Annual Report | 51
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Governance
Dear Shareholder
Having served as Chair of Plus500 for four years now, I welcome
this opportunity to give you an overview of the work of our Board
during 2024. We continued to review and assess the various aspects
of our business, including corporate governance, shareholder
engagement, customer care and satisfaction, as well as
sustainability and remuneration.
Corporate governance and Board diversification remained a key
theme for the Board during 2024. At our Extraordinary General
Meeting (“EGM”), held in January 2024, our shareholders approved
the appointment of Ms. Tami Gottlieb for a second three-year term
as an Independent Non-Executive Director and External Director,
commencing March 2024 and the appointment of Mr. Daniel King
as an Independent Non-Executive Director and External Director
for a three-year term, commencing June 2024. Daniel and Tami’s
combined experience and expertise are invaluable for Plus500 as
we look to continue to grow our business and broaden the Board’s
breadth of experience and knowledge.
In January 2025, Ms. Anne Grim stepped down from the Board upon
the completion of her term. Anne served on our Board since 2020
and I would like to thank Anne for her contribution over the years.
Her guidance, support and advice were very much appreciated
by our Board.
To further develop our Board’s understanding, knowledge and
awareness of the business and its future prospects, all Board
members receive updates on changes and developments in the
business as well as the environment and territories in which the
Group operates, on a regular basis.
Ahead of the effectiveness of the 2024 UK Corporate Governance
Code (the “2024 Code”), that will apply to the Company for the
financial year beginning on 1 January 2025, the Board has received
training from its external legal counsel on the reforms and on
broader governance updates. The Board will continue to discuss
and assess any additional developments related to the 2024 Code.
During the year, the Board continued to prioritise matters of
corporate governance, our ESG priorities and our strategic
endeavours. We also monitored and responded to developments
in corporate governance best practice, including the 2024 Code.
Consistent with Plus500’s commitment to maintaining ongoing,
transparent dialogue with all stakeholders, shareholder
engagement remained highly important to us. In 2024, our CEO,
CFO, Head of Investor Relations and myself, held a series of in-
person meetings with key shareholders, who together represented
a significant percentage of the Company’s shareholder register.
In these meetings, we discussed the governance framework at
Plus500, its evolution and how the skill set of our Non-Executive
Directors complement one another for the benefit of the Group’s
long-term strategy and performance. I believe the feedback
received from shareholders was supportive and I am grateful for
this opportunity to engage with our shareholders. Further such
governance meetings are planned for 2025 as part of our regular
engagement with our shareholders, to ensure we keep representing
the best interests of our investors.
Also, in 2024, we continued to dedicate considerable time to
evaluate the effectiveness of the work of our Board and its Audit
Committee. As previously noted, during 2022 we undertook an
independent third-party review by Nasdaq Governance Solutions.
This was a valuable exercise which, together with having an
additional internal review in 2023, resulted in a number of important
insights and recommendations which were implemented during
the course of 2024.
As detailed below, and as detailed further in the independent
reports of each of our Board Committees, the Committees have
continued to assist the Board with reviewing, monitoring and
promoting high standards of corporate governance. During 2024,
we approved several rotations to the Committees’ compositions,
including rotations of some Committee chair roles, following
changes made to the composition of the Board as a whole.
The Nomination Committee, led by its Chair, Mr. Steve Baldwin,
continues to review the relevant experience, knowledge and skill
set needed for the Board, while always considering diversity (both
gender and ethnic) and the importance of independent thinking
and challenge. The Committee will also continue to regularly review
the size of the Board so as to confirm that it is appropriate and able
to maintain effective oversight of the executive team while
providing sufficient constructive challenge and support. The
Committee also dedicated time to discuss succession plans for
the Board, the management and key personnel within the Group.
The Committee also continued to discuss and consider the Board’s
Chair’s introduction to
governance
CHAIR’S INTRODUCTION TO GOVERNANCE
During the year, the Board continued to
prioritise matters of corporate governance,
our ESG priorities and our strategic
endeavours. We also monitored and
responded to developments in corporate
governance best practice, including the
2024 Code.”
Prof. Jacob A. Frenkel
Chair of the Board
Plus500 Ltd. 2024 Annual Report | 52
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Governance
ethnic diversity and concluded that the Board is sufficiently diverse,
given the mixed ethnic background of certain Board members.
In 2024, we continued to oversee the principal and emerging risks,
including business, financial, strategic and operational challenges
facing the Group. The Regulatory & Risk Committee, led by its Chair,
Prof. Varda Liberman, continued to review these risks and received
assurance from the management team and the Group’s various
advisors as to how they are understood and mitigated to the level
of risk acceptable to the Board. During the year, the Regulatory &
Risk Committee has monitored upcoming regulatory changes
that have arisen.
The Audit Committee, led by its Chair, Ms. Tami Gottlieb, continues
its dedicated work overseeing the internal controls of the business
as well as the internal audit plan and its implementation. Also,
during the year, the Audit Committee went through an internal
evaluation of its effectiveness, to complement the independent
third-party evaluation conducted in 2022 and the internal
evaluation of 2023.
During the year, the Board has continued to develop and strengthen
the Group’s ESG framework, led by its ESG Committee, to further
assess the Group’s priorities and risks in the continually developing
area of ESG. Chaired by Mr. Steve Baldwin, who also serves as the
Board’s designated Non-Executive Director dedicated to workforce
engagement, the Committee dedicated time to discuss various
ESG-related matters, including customer care, employee
satisfaction and diversity across the Group. Also, and supported
by the ESG internal working group, alongside external ESG advisors,
the Committee reviewed Plus500’s Environmental Policy and made
sure we continue to be aligned with the TCFD recommendations.
Further details are available in our ESG Report, TCFD Report and in
the Report of the ESG Committee.
The Remuneration Committee, led by its Chair, Mr. Daniel King,
continued to monitor all areas of remuneration, including Non-
Executive Directors’ and Executive Directors’ remuneration, and
ensured alignment with the Company’s Remuneration Policy for
Directors and Executives for the years 2024-2026, as approved at
the Company’s 2023 AGM, held on 2 May 2023. As Executive
remuneration remains a significant area of focus for UK-listed
companies, this Remuneration Policy, which took effect on 1 January
2024, was developed following rigorous consultation with
remuneration advisors, in conjunction with consultation with
different shareholder advisory bodies and a number of
shareholders. Further details can be found in the Report of the
Remuneration Committee.
The Board has continued to be highly effective during 2024 in
assessing the Group’s strategy and the progress made in this
regard, as well as in reviewing key operational elements of the
business. The Board remains very supportive of Executive
Management in further establishing Plus500’s strategic position
as a global multi-asset fintech group, through a clear focus on
delivering growth and innovation, supported also by organic
investments and targeted acquisitions.
This strategy is key to the Group’s future success and has continued
to drive the diversification of the Group’s revenue streams, product
range and geographic footprint. It has also enabled the Group’s
reinforced financial position.
Last but not least, and on behalf of all Board members, I would like
to reiterate our deep gratitude to all of our talented management
and employees across our various operations around the world.
Your dedicated work and excellent contribution to the Group’s culture,
performance and great achievements during the year, are invaluable.
I am glad that you are all part of the wonderful Plus500 family.
The following Governance Report describes the activities of the
Board and its Committees during 2024 in more detail.
I look forward to reporting on the Board’s further progress in next
year’s Annual Report.
Prof. Jacob A. Frenkel
Chair of the Board
23 March 2025
UK Corporate Governance
Code Compliance Statement
As a company admitted to the Equity Shares in Commercial
Companies (“ESCC”) category of the Official List, and with
respect to 2024, Plus500 is required to comply with the
principles and provisions of the UK Corporate Governance
Code 2018 (the “Code”) (a copy of which can be found on the
website of the Financial Reporting Council: www.frc.org.uk), or
otherwise explain its reasons for non-compliance.
The following statement is therefore made in respect of the
year ended 31 December 2024 in compliance with this
requirement and explains how the principles of the Code
were applied.
As a company incorporated in Israel, Plus500 is subject to
various mandatory corporate governance requirements under
the Companies Law. The Company considers methods for
being aligned with the Code’s provisions, which in some areas
may contradict the Companies Law provisions, while also
complying with the mandatory requirements stipulated under
the Companies Law, as further detailed in this statement.
For the financial year ended 31 December 2024, the Company
has complied with the provisions of the Code, other than in
respect of the External Directors’ re-election mechanism
(Provision 18 of the Code) and in relation to pay ratios and pay
gaps (Provision 41 of the Code). While the Code recommends
the submission of all directors for re-election annually, the
Companies Law requires that, subject to certain reliefs, a public
company must have at least two External Directors who meet
certain statutory requirements of independence. The External
Directors, as prescribed by the mandatory requirements of
the Companies Law, must be elected for three-year terms and
not annually as the Code recommends.
While the Board is making efforts to fully comply with the
Code, it also seeks to uphold the highest corporate
governance standards under the Companies Law. As a result,
the Board currently consists of only two External Directors,
which is the general requirement for an Israeli incorporated
public company.
Plus500 is not required to compile gender pay gaps and pay
ratios under the Israeli legislation, whereas companies
incorporated in the United Kingdom are required to do so under
UK legislation.
Plus500 Ltd. 2024 Annual Report | 53
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Governance
BOARD OF DIRECTORS
Prof. Jacob A. Frenkel
Chair
Tenure: 4 years
(Appointed May 2021)
Prof. Jacob A. Frenkel is a Non-Executive Director and Chair of
the Board.
Prof. Frenkel is a renowned global economist and illustrious business
leader, with significant experience developed over many years of
academic, business and policy leadership. He is Chairman Emeritus
of the Group of Thirty (“G-30”), a private non-profit Consultative
Group on International Economic and Monetary Affairs.
Prof. Frenkel served as Chairman of JPMorgan Chase International
(2009-2020), Chairman and CEO of the G-30 (2001-2011), Chairman
of the Board of Trustees of the G-30 (2012-2022), Vice Chairman of
American International Group, Inc. (2004-2009), Chairman of Merrill
Lynch International (2000-2004), Chairman of the Board of the
Inter-American Development Bank (1995-1996) and Vice Chairman
of the Board of the European Bank for Reconstruction and
Development (1999-2000). He also served as Chairman of the Board
of Governors of Tel Aviv University (2013-2021) and Chairman of the
Frenkel-Zuckerman Institute for Global Economics.
Prior to this, he served two terms as the Governor of the Bank of
Israel (1991-2000), as the Economic Counsellor and Director of
Research at the International Monetary Fund (1987-1991), having
previously been Professor of Economics and the David Rockefeller
Professor of International Economics at the University of Chicago
(1973-1987).
He is a Laureate of the Israel Prize in Economics and is a recipient
of several Honorary Doctoral Degrees and other decorations and
awards. He is an Honorary Member of the American Academy of
Arts and Sciences, a Distinguished Fellow of the Center for Economic
Policy Research (“CEPR”), a Fellow of the Econometric Society, a
Fellow of the International Economic Association, a member of the
board of the National Bureau of Economic Research (“NBER”), co-
Chair of the Competitive Markets Advisory Council of the CME Group,
and a Global Member of the Trilateral Commission. Previously, he
was a member of: the Economic Advisory Panel of the Federal
Reserve Bank of New York; Temasek’s International Panel (“TIP”); the
G20 Eminent Persons Group on Global Financial Governance; and
the G20 High Level Independent Panel on Financing of the Global
Commons for Pandemic Preparedness and Response. During
2009-2019, he served on the Board of Directors of Boston Properties,
and of Loews Corporation.
Prof. Frenkel holds a BA in Economics and Political Science from the
Hebrew University of Jerusalem, and an MA and Ph.D. in Economics
from the University of Chicago.
BOARD OF DIRECTORS
Board of Directors
As at the date of this Annual Report
Committee
Membership Key:
Nomination
Audit
Regulatory & Risk
Remuneration
ESG
Disclosure
Chair of the Committee
The Role of the Board
The business and affairs of the
Company are managed under the
direction of our Board of Directors. The
Board is responsible for effective
direction of the Company, for
promoting its long-term success and
determining the Group’s strategy,
vision and culture. In order to lead the
development of the Company’s
strategy, the Board is provided with
timely and comprehensive information
that enables it to effectively review
and monitor the performance of the
Company and to ensure it is in-line
with its objectives for achieving its
strategic goals.
Plus500 Ltd. 2024 Annual Report | 54
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Governance
David Zruia
Chief Executive Officer
and Director
Tenure as a Director: 5 years
(Appointed April 2020)
At Plus500 since 2010
David Zruia is the Chief Executive Officer.
David joined Plus500’s leadership team in 2010 as a senior manager
in the Group’s marketing department. In that role, David was
instrumental in establishing Plus500’s technology-based marketing
capabilities and in building awareness of, and recognition for, the
Plus500 brand in key strategic markets around the world, through
a broad range of marketing initiatives and activities.
He was appointed as the Group Chief Operations Officer in 2013
and led the establishment and management of the operational
division of the Group, including the implementation and
development of ‘KYC’ processes, payments processing, back-office
services, customer support and risk management.
In April 2020, David was appointed as Chief Executive Officer of
Plus500. Since that time, under his leadership, Plus500 has
developed a new strategic roadmap, which has been designed
to diversify and grow the business as a global multi-asset fintech
group. As part of this strategic roadmap, Plus500 has conducted
its first ever acquisitions, in the US and Japan, thereby expanding
the Group’s global footprint, broadening its product range and
enabling access to a number of significant future growth
opportunities for Plus500.
David holds a B.Sc. in Industrial Engineering and Management
from the Technion – Israel Institute of Technology.
Elad Even-Chen
Group Chief Financial Officer
and Director
Tenure as a Director: 9 years
(Appointed June 2016)
At Plus500 since 2011
Elad Even-Chen is the Chief Financial Officer of the Group
and Vice President of Business Development.
Elad joined Plus500’s leadership team in 2011 as Group VP of
Business Development and Head of Risk Management.
Elad’s responsibilities cover a broad range of strategic, finance,
business, corporate and legal functions.
Elad established the business development department which
he is leading and managing. The business development
department is responsible for the Group’s strategic investments
and expansion plans into new and existing markets, through receipt
of new regulatory licences across the globe, including by targeting
and executing acquisitions. Under his leadership, the Group
obtained 13 international regulatory licences and made three
acquisitions in the US and Japan, representing the Group’s first
M&A transactions.
Elad has played a key role in driving the Group’s strategic and
financial performance and its business expansion in recent years,
into new markets and new product areas.
Elad also leads the Group’s financial divisions and as the Group’s
Chief Financial Officer he oversees the financial performance,
including treasury, consolidated financial statements and
tax matters.
Elad has an extensive corporate finance, legal and regulatory
background. Over the last 14 years he has held a number of
positions within the Group also acting as Company Secretary and
Head of Investor Relations.
Elad is a certified accountant in Israel and, prior to joining the Group,
was a senior associate at KPMG.
Elad holds a BA in Accounting and Economics from Tel Aviv
University, an LL.B from the College of Management and an MBA
(specialising in Financial Management) from Tel Aviv University.
Plus500 Ltd. 2024 Annual Report | 55
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Governance
Prof. Varda Liberman
Senior Independent
Non-Executive Director
Tenure: 3 years
(Appointed March 2022)
Prof. Varda Liberman is a Non-Executive
Director, the Senior Independent Director
and Chair of the Regulatory & Risk
Committee.
Prof. Liberman is an internationally
renowned expert in the field of decision-
making and behavioural economics. In this
capacity, she provides consulting and
workshops in key elements of managerial
decision-making and risk management to
senior managements in organisations
across a range of sectors, including
healthcare, banking, investment,
technology, hi-tech, the judicial system and
the Israeli Defence Forces.
Prof. Liberman is one of the founders and
leaders of Reichman University in Israel. She
is a professor of the business school of
Reichman University, a visiting researcher
at Stanford University, and the author of
several books and many scientific articles.
Over the years, she has held a variety of
managerial positions at Reichman
University, among them heading the
mathematics and statistics studies, leading
the decision-making area in the business
school, founding and heading the MBA
programme in Healthcare Innovation,
serving as the Vice Dean of the Business
school, and up until recently as the Provost
(Rector) of Reichman University.
Prof. Liberman holds a B.Sc. in Mathematics
and Statistics, an M.Sc. in Mathematics and
a Ph.D. in Mathematics, all from Tel
Aviv University.
Tami Gottlieb
Independent Non-Executive Director
and External Director
Tenure: 4 years
(Appointed March 2021)
Tami Gottlieb is a Non-Executive Director
and Chair of the Audit Committee.
Tami has a long track record in the financial
services industry in Israel. Until recently,
Tami was an External Director at Bank Leumi
Le-Israel B.M. – one of Israel’s two largest
commercial banks, for nine years (the
maximum continuous term allowed). Tami
served as the Chair of the Audit and
Financial Reports Committees for six years,
and was a member of the Remuneration
and Business & Credit & Resources
Committees, having previously been on
the Technology Committee and on the Risk
Management Committee.
Tami Gottlieb is also an Independent
Director at Novolog (Pharm-Up 1966) Ltd, a
Director at Emilia Development (O.F.G) Ltd
and the Chairperson of Kibbutz Kfar Aza.
Tami also serves on the Body of Trustees,
the Board and the Finance Committee of
the College of Management (“COLMAN”).
She is also a founder and Co-Managing
Director of Harvest Capital Markets Ltd, a
wealth management and Investment
Banking boutique firm.
Tami holds a BA in International Relations
from the Hebrew University of Jerusalem
and an MA in Economics from Indiana
University, USA.
Committee
Membership Key:
Nomination
Audit
Regulatory & Risk
Remuneration
ESG
Disclosure
Chair of the Committee
BOARD OF DIRECTORS CONTINUED
Plus500 Ltd. 2024 Annual Report | 56
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Governance
Daniel King
Independent Non-Executive Director
and External Director
Tenure: 1 year
(Appointed June 2024)
Daniel King is a Non-Executive Director
and Chair of the Remuneration
Committee.
Daniel has spent the last two decades in
executive and senior management roles
within technology corporates as well as
start-ups as an operator, advisor and
investor with a focus on fintech,
e-commerce technology, Analytics, and
SaaS platforms, for both B2B and B2C. He
has extensive knowledge in investing,
fundraising, and scaling high-growth
companies, including international
expansion.
Daniel is currently a Venture Partner with
Seedcamp, one of Europe’s largest Venture
Capital firms for early-stage funding. He is
Chairman of eStoreMedia, a platform for
e-commerce analytics for CPG brands, and
also Chairman of Tailr, a deep fashion tech
platform. Previously, he was Chairman at
StitcherAds, a social commerce platform
that was acquired by Kargo Inc. He was also
President and COO for Profitero, a SaaS
provider of online insights and e-commerce
intelligence acquired by Publicis.
Daniel has been a specialist consultant to
the UK Government, working for the
Department of Investment and Trade (“DIT”)
as Head of High Growth & Emerging Markets
and he is an active angel investor with a
broad remit of investments in the European
technology space.
Daniel holds a Bachelor’s Degree (Hons) in
Finance and Accounting from Manchester
University.
Steve Baldwin
Independent Non-Executive Director
Tenure: 8 years
(Appointed June 2017)
Steve Baldwin is a Non-Executive Director
and Chair of the Nomination and ESG
Committees.
Steve is currently the Chair of TruFin plc and
is also a Non-Executive Director of The
Edinburgh Investment Trust PLC. Steve has
an extensive corporate finance background
and held the position of Head of European
Equity Capital Markets and Corporate
Broking at Macquarie Capital until 2015,
when he decided to pursue a non-
executive career.
Prior to joining Macquarie Capital, Steve
was a Corporate Finance Director at JP
Morgan Cazenove for ten years and
previously a Vice President of Corporate
Finance at UBS.
Steve qualified as a Chartered Accountant
at Coopers & Lybrand in London after
graduating with a BA in Zoology from St
Catherine’s College, Oxford University.
Plus500 Ltd. 2024 Annual Report | 57
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Governance
GOVERNANCE REPORT
Governance report
The Board
The Board maintains full control and direction over appropriate
strategic, financial, organisational and compliance issues. The
Company’s organisational structure has clearly defined lines of
authority, responsibility and accountability, which are reviewed
regularly. The annual budget and forecasts are reviewed by the
Board prior to their approval. This includes the identification and
assessment of the business risks inherent in the Group and the
online financial trading industry as a whole, along with associated
financial and regulatory risks. At least annually, and on other
occasions as necessary, the Company’s senior executives are
invited to attend meetings of the Board in order to present and
discuss various matters relating to their functions and areas of
responsibilities.
Board activities during the year
The Board agrees at the end of each year the annual calendar and
work plan for the following year. Additionally, the Board meets at
such other times as necessary. The matters accepted by the Board
for consideration at Board meetings are: business strategy,
operational highlights and trading updates, budget and financial
performance, governance, social, sustainability, organisational
culture, risk, regulation and compliance.
This is further detailed in the schedule of matters specifically
reserved for decision by the full Board, which can be found on the
Company’s website: www.plus500.com.
Board committees
In order to assist the Board in carrying out its responsibilities, the
Board has appointed six principal Committees to which certain
aspects of the Board’s work are delegated. Each Committee has
adopted its own terms of reference, approved by the Board, and
establishes an annual agenda and working plan. The full terms of
reference of the Board’s Committees are available on the
Company’s website. The Chair of each Committee provides regular
updates to the Board on the matters discussed at the Committee’s
meetings and provides the Committee’s recommendations to the
Board, when required.
A brief description of the main roles of each of the Board
Committees is set out below.
Nomination Committee
The Nomination Committee has been delegated responsibility for
the oversight of appointments to the Board and the senior
management team. The Committee’s responsibilities, main
activities and priorities for the next reporting cycle are set out on
pages 65 to 69.
Audit Committee
The Audit Committee has been delegated responsibility for
ensuring that the financial performance of the Group is properly
reported on and reviewed. The Audit Committee is also responsible
for the monitoring of the external auditor, the internal auditor and
oversight of internal controls. The Committee’s responsibilities,
main activities and priorities for the next reporting cycle are set out
on pages 70 to 76.
Regulatory & Risk Committee
The Regulatory & Risk Committee has been delegated responsibility
for the monitoring and oversight of risk management and
mitigation and the approval of the Group’s risk appetite. The
Committee’s responsibilities, main activities and priorities for the
next reporting cycle are set out on pages 77 to 79.
ESG Committee
The ESG Committee has been delegated responsibility for
considering and assessing the adequacy of the Group’s ESG-
related policies and processes related to environmental, social
and governance aspects. It is also responsible for the TCFD
disclosure of the Group. The Committee’s responsibilities, main
activities and priorities for the next reporting cycle are set out on
pages 80 to 82.
Remuneration Committee
The Remuneration Committee’s responsibilities, which are
consistent with the Companies Law, include determining the
Company’s remuneration policy for Directors and Executives, the
remuneration packages of the Company’s Chief Executive Officer
and Chief Financial Officer, the Chair and other Non-Executive
Directors, the Company Secretary and other senior Executives. The
Committee’s responsibilities, main activities and priorities for the
next reporting cycle are set out on pages 83 to 89.
Disclosure Committee
The Disclosure Committee assists the Board in fulfilling its obligation
to make timely and accurate disclosure of all information that is
required to be disclosed to meet legal and regulatory requirements
and obligations under the UK Market Abuse Regulations and the
Disclosure Guidance and Transparency Rules of the FCA, including
the requirement for the Company to establish and maintain
adequate procedures, systems and controls to enable it to comply
with these obligations. Whenever necessary, the Committee meets
to discuss the content of announcements proposed to be released
to the LSE and approve their content.
Plus500 Ltd. 2024 Annual Report | 58
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Governance
Board activity in 2024
Strategy +
The Board held ongoing discussions on the actions to be taken to further develop the Group’s strategic
roadmap for the coming years ahead.
+
The Board held strategic discussions relating to further growing Plus500’s B2B (Institutional) and B2C (Retail)
businesses in the US futures market.
+
The Board discussed licence applications prepared during the year and received ongoing updates on their
progress, in-line with its strategy to expand the Group’s geographic footprint. This includes the new licence
obtained in the UAE from the SCA, taking the Group’s global portfolio of regulatory licences to 14.
+
The Board closely monitored and discussed the progress made during the year in the UAE and Japan operations.
+
The Board discussed the Group’s strategy, roadmap and main focus areas for 2025, including continued global
expansion of the Group, alongside further localising its services in the territories in which it operates.
Business, operational
highlights and
current trading
The Board received monthly updates, including CEO and CFO reports, financial performance and business
development updates and risk and compliance reports.
Quarterly forecasts
and budget
Updates were provided and discussed on a monthly and quarterly basis. Discussions on the 2025 budget
were held in October and November 2024, with final approval received in November 2024.
Financial
performance
The Board reviewed and approved the ongoing trading updates and results announcements. The Board
considered and approved the Consolidated Financial Statements and the Annual Report.
People, governance,
risk and regulation
+
The Board received updates and conducted discussions on regulatory developments and emerging risks.
It also received training and briefings on regulation, in addition to ongoing updates on compliance and
risk matters.
+ The Board received in-depth training sessions and workshops, covering various operational aspects.
Whistleblowing The Board reviewed and approved the Group’s Whistleblowing Policy, as it does on an annual basis, and
received an update by the Whistleblowing Supervisor that no complaints were received in 2024.
Culture and values The Board continued to monitor and review the Group’s culture, values and performance, as well as
employees’ welfare, well-being and career development, primarily through regular discussions with the
Executive Directors, senior management and their teams. In addition, Steve Baldwin, in his role as the
workforce engagement representative on the Board, held round table sessions with employees of the
Group, as well as discussions with senior managers responsible for ongoing communication with various
stakeholders, such as customers and suppliers.
Shareholder
returns
The Board approved share buyback programmes and declared the distribution of dividends during the
year, in-line with the Company’s shareholder returns policy.
Internal Board
evaluation
An internal effectiveness evaluation of the Board and its Audit Committee has been conducted in 2024,
following a similar internal evaluation conducted in 2023 and an independent third-party evaluation
held in 2022. A discussion was held to address the recommendations provided, as further detailed on
pages 62 to 63.
Other + Received ongoing updates from Board Committee Chairs.
+ Attend Board training sessions on various topics, including: fintech, UK regulation, US futures market, data
protection and privacy matters, Market Abuse Regulation and the 2024 UK Corporate Governance Code.
+
Review of the changes to the UK Listing Regime following the introduction of the new UK Listing Rules in 2024.
+
Review of changes and developments in the corporate governance landscape, including in relation to the
2024 UK Corporate Governance Code that will apply to the Company for the financial year beginning on 1
January 2025.
+ Annual review and approval of Human Rights and Modern Slavery Statement.
+ Annual review and approval of Company’s policies and procedures.
Plus500 Ltd. 2024 Annual Report | 59
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Governance
Operation of the Board
The Board is responsible for the effective direction and control of
the Group as well as for the overall strategy and financial
performance of the Group. The Board has a formal schedule of
matters reserved for its approval, which covers key strategic,
financial and operational matters including:
+ Approval of the Group’s strategic objectives;
+
Responsibility for the overall leadership of the Group and setting
the Company’s values and standards;
+
Approval of the annual operating and capital expenditure
budgets of the Group, and any material changes to them;
+ Changes to the Group’s capital structure, management and
control structure;
+
Contracts which are material, strategically or by reason of size,
entered into by the Company in the ordinary course of business;
+
Ensuring maintenance of a sound system of internal control
and risk management; and
+ Recommended appointments to the Board.
Board effectiveness
The Board holds its meetings in accordance with its pre-scheduled
calendar, and as necessary from time to time. Each Board meeting
is preceded by a clear agenda and any relevant information and
background materials are provided to the Board members in
advance of the meeting. The Board met on nine occasions in 2024
to review, formulate and approve the Group’s strategy, budgets
and corporate actions and to oversee the Group’s progress towards
its strategic goals. The Board also holds regular conference calls
to update its members on operational and other business matters.
A summary of the key activities of the Board in 2024 is set out on
page 59.
Where Board members have concerns, which cannot be resolved,
about the running of the Company or a proposed action, they may
request that their concerns are recorded in the Board minutes. An
agreed procedure exists for Board members in the furtherance of
their duties to take independent professional advice.
On an annual basis, the Board evaluates the effectiveness of its
work during the year, and as a result, identifies topics for further
consideration.
Chair of the Board
The Chair of the Board, Prof. Jacob A. Frenkel, brings significant and
invaluable experience and knowledge to his role and provides clear
direction and leadership. He is responsible for leading the Board
and ensuring its effectiveness, by setting the relevant agenda and
providing sufficient time for constructive discussions in which the
Board has the ability to challenge the discussed items. The Chair
is responsible for promoting the highest corporate governance
standards and creating the open and engaging atmosphere that
enables the healthy and constructive discussions of the Board. The
Chair is also responsible for ensuring effective communication
between Executive and Non-Executive Directors, key shareholders
(by regularly engaging with them to understand their views) and
between other major stakeholders and the Board.
Chief Executive Officer
The Chief Executive Officer, David Zruia, acts as the main point of
communication between the Board and management. He is
responsible for developing and executing the Company’s strategy
and for the decision-making relating to the day-to-day running
of the business. He maintains relationships with key stakeholders
and leading the development of the Executive Management.
Chief Financial Officer
The Chief Financial Officer, Elad Even-Chen, is responsible for
covering a broad range of strategic, finance, business, corporate
and legal functions, such as monitoring the operational and
financial results, overseeing liquidity, managing the financial
reporting of the Group and developing the Group’s strategy to
continue expanding into new and existing markets.
Non-Executive Directors
Collectively, the Non-Executive Directors bring a valuable range of
expertise in assisting the Company to achieve its strategic goals.
The effectiveness of the Board benefits from the following skills,
expertise and experience offered by the current members of the
Board: audit and risk management, financial services, accounting,
governance, shareholder relations, ESG, compliance and regulation,
marketing, innovation, digital technology and other financial
expertise.
Senior Independent Director (“SID”)
The Senior Independent Director, Prof. Varda Liberman, acts as a
sounding board for the Chair, providing him with support in the
delivery of his objectives and leading the evaluation of the Chair
on behalf of the other Board members. As a Senior Independent
Director, Prof. Varda Liberman may also take responsibility for an
orderly succession process for the Chair. She currently chairs the
Regulatory & Risk Committee and also serves on several other
Board Committees. She is available to meet with shareholders if
they have concerns which are not being addressed through the
usual channels of the Chair, the Chief Executives or the Head of
Investor Relations. In 2024, and in accordance with Provision 12 of
the Code, Prof. Liberman met twice with the Non-Executive Directors,
without the Chair’s presence, in order to, among other things,
evaluate his performance. She then communicated key feedback
to the Chair.
Company Secretary
The Company Secretary, Adv. Hila Barak, is responsible for ensuring
that the Company complies with the statutory and regulatory
requirements and maintains high standards of corporate
governance. She supports and works closely with the Chair of the
Board, the Senior Independent Director, the Chief Executives and
the Board Committees’ Chairs, in setting agendas for meetings of
the Board and its Committees. She also supports the transfer of
timely and accurate information flow from and to the Board and
the management of the Company. For 12 years now, Hila has been
a certified lawyer in Israel. She joined Plus500 in 2020 after years of
experience in corporate and securities law, being an associate
with one of the leading law firms in Israel. Hila holds an LLB (Magna
Cum Laude), BA in Social Science and an Executive MBA, all from
the University of Haifa. All Board members have access to the
advice and services of the Company Secretary. Both the
appointment and removal of the Company Secretary are a matter
for the Board as a whole.
GOVERNANCE REPORT CONTINUED
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Governance
Induction of newly appointed
Board members
Whenever there is a necessity to appoint a new Non-Executive
Director to the Board, the Nomination Committee operates an
orderly procedure for identifying the relevant skills, knowledge and
experience which are required. As part of this process, the
Nomination Committee takes into consideration various
parameters, including the existing skill set on the Board as well as
diversity aspects. Where a potential candidate is identified, the
Nomination Committee recommends the appointment to the
Board. If approved by the Board, and where applicable, it
recommends the appointment to the Company’s shareholders.
Newly appointed Board members are made aware of their
responsibilities primarily through the Company Secretary. The
Company has accordingly adopted an internal induction plan for
newly appointed Board members which seeks to provide them
with various training and education sessions via internal meetings,
presentations and discussions. These are conducted by the
Company’s advisors, the senior management and other relevant
persons in order to enable greater awareness and understanding
of the Group’s business and the legal, regulatory and business
environment in which it operates. Moreover, this induction plan
includes provision of various documents and reports, such as
constitutional documents, organisational charts and Group
structure, previous Board minutes, Group’s policies as well as PR
and IR materials.
Board composition
As at the date of this Annual Report, the Board comprises two
Executive Directors (who constitute 29% of the Board): David Zruia
and Elad Even-Chen, and five Non-Executive Directors (who
constitute 71% of the Board): Prof. Jacob A. Frenkel (Chair of the
Board), Prof. Varda Liberman (Senior Independent Non-Executive
Director), Steve Baldwin, Tami Gottlieb and Daniel King. Prof. Frenkel
was independent on appointment (and the Board considers still
is), in accordance with the requirements of the Code.
In accordance with the Companies Law, and subject to certain
reliefs, the Board must have at least two external directors who
meet certain statutory requirements of independence (the “External
Directors”). Following shareholders’ approval at the EGM held on
8 January 2024, Tami Gottlieb and Daniel King both serve as the
Company’s External Directors. While the Board is making efforts to
comply with the Code, it also seeks to uphold the highest corporate
governance standards under the Companies Law. As a result, the
Board currently consists of two External Directors, which is the
general requirement for an Israeli incorporated public company.
Under the Companies Law, the term of office of an External Director
is three years, which can be extended for two additional three-year
terms. External Directors are elected by shareholders subject to a
special majority and may be removed from office only in limited
cases. In addition, any committee of the Board of Directors of the
Company to which the Board delegated one or more of its
responsibilities must include at least one External Director and the
Audit Committee and Remuneration Committee must each include
all of the External Directors (including an external director serving
as the Chair of the Audit Committee and Remuneration
Committee).
A majority of the members of the Audit Committee must comply
with the director independence requirements, while the majority
of the members of the Remuneration Committee must be External
Directors and its other members must be remunerated in the same
manner as the external directors.
On 12 March 2024, an amendment to the Companies Regulations
(Reliefs for Israeli Public Companies Listed on Stock Exchanges
Outside of Israel) was published in the Official Gazette, which is
intended to provide reliefs from certain requirements currently
applicable to Israeli companies, whose securities are traded on
foreign stock exchanges, including Plus500. The amendment
includes, among other things, specific reliefs that apply to Israeli
companies listed outside of Israel who do not have a controlling
shareholder and who comply with the law of the foreign country,
as it applies to domestic companies in that foreign jurisdiction,
such as Plus500, and including reliefs in connection to
appointments and structure of the compensation and audit
committees, as well as in relation to the appointment of External
Directors to the Board of Directors of the Company. As the Board
strives to uphold the highest corporate governance standards,
both under the Companies Law and the Code, as of the date of this
Annual Report, the Board has not yet adopted any voluntary reliefs,
as it did not determine whether doing so would be in the Company’s
best interest.
Board attendance in FY 2024
Details of the number of scheduled Board meetings and individual
attendance at these meetings are set out in the Board attendance
table below. Where Board members are unable to attend meetings,
for any reason, they are encouraged to share with the Chair in
advance their views on the agenda items to be discussed at the
meetings.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Chair of the Board
Prof. Jacob A. Frenkel 9 9 (100%)
Executive Directors
David Zruia 9 9 (100%)
Elad Even-Chen 9 9 (100%)
Senior Independent Non-Executive Director
Prof. Varda Liberman 9 9 (100%)
Independent Non-Executive, External Director
Tami Gottlieb 9 9 (100%)
Daniel King
1
6 6 (100%)
Independent Non-Executive Director
Steve Baldwin 9 9 (100%)
Past Independent Non-Executive Director
Anne Grim
2
9 9 (100%)
1
Daniel King was elected as an Independent Non-Executive Director and
External Director at the EGM held on 8 January 2024, for a three-year
term commencing 19 June 2024.
2
Anne Grim stepped down from the Board on 7 January 2025, after
completing her term as an Independent Non-Executive Director.
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Governance
Election of Board members
Following recommendations from the Nomination Committee and
a review by the Chair of the Board, the Board considers that all
Board members continue to be effective, remain committed to
their roles and have sufficient time available to perform their duties.
Information with respect to the re-election of Board members
(excluding External Directors) will be set out in the 2025 Notice of
AGM to be circulated by the Company to all shareholders in due
course. Information with respect to the Company’s presiding
External Directors, Ms. Tami Gottlieb and Mr. Daniel King, who were
elected at the 2024 EGM held on 8 January 2024, for a three-year
term, can be found in the 2024 Notice of EGM published by the
Company on 4 December 2023 (as updated on 22 December 2023).
Independence of Non-Executive Directors
and time commitment
Each of the Non-Executive Directors is considered to be
independent of management and is considered by the Board to
be free from any business or other relationships that could
compromise their independence. Their role is to effectively
advise and challenge management, and to monitor
management’s success in delivering the strategy agreed by the
Board. In accordance with Provision 13 of the Code, the Chair and
the Non-Executive Directors held discussions and met twice during
the year, without the Executive Directors present, in order to review
and monitor management performance. Also, in accordance with
Provision 12 of the Code, and as a matter of enhanced best practice,
during the year, the Non-Executive Directors, led by the Senior
Independent Director, met twice without the Chair’s presence, in
order to, among other things, evaluate his performance. Any key
feedback was then communicated by the SID to the Chair.
Each Board member is aware of the need to allocate sufficient
time to the Company in order to fulfil their responsibilities and is
notified of all scheduled Board and Board Committee meetings.
None of the Non-Executive Directors hold any directorships in any
FTSE 100 company. Details of external Board memberships of the
Company’s Non-Executive Directors in publicly listed companies,
as of the date of this Annual Report, can be found on page 98.
Conflicts of interest
The Companies Law codifies the fiduciary duties that office holders
owe to a company consisting of a duty of care and a duty of loyalty.
The duty of loyalty requires that an office holder act in good faith
and in the best interests of the company and includes, among
other things, the duty to refrain from any act involving a conflict of
interest between the performance of his, her or its duties in the
company and his, her or its other duties or personal affairs.
The Company has procedures for the disclosure and review of any
conflicts of interest, or potential conflicts of interest, which may
arise in relation to Board members. The Board members are asked
to disclose any conflict of interest at each scheduled Board meeting
and are aware of their responsibilities to avoid conflict of interest
and to disclose any conflict or potential conflict of interest to the
Board. A Board member who has a personal interest in a matter
that is considered at a meeting of the Board, the Audit Committee
or the Remuneration Committee shall not attend that meeting
(unless the chair of the Board, the Audit Committee or the
Remuneration Committee, as the case may be, determines that
such person’s presence at the meeting is required for presentation
of the relevant transaction) or vote on that matter, unless a majority
of the respective forum has a personal interest in the matter as
well. If a majority of the Board has a personal interest in a
transaction which is an extraordinary transaction (as defined in
the Companies Law), then shareholders’ approval is also required.
The authorisation of a conflict matter, and the terms of
authorisation, may be reviewed at any time by the Board. The Board
considers that these procedures are operating effectively. There
have been no matters arising requiring assessment by the Board
as a potential conflict during 2024.
Board effectiveness evaluation
In accordance with provision 21 of the Code that FTSE 350
companies should consider having an external evaluation once
every three years, and as a FTSE 250 company, in 2022, Plus500
engaged Nasdaq Governance Solutions who facilitated an external
evaluation of the Board and its Audit Committee.
The evaluation covered completion of written questionnaires via
a secure digital platform, individual interviews conducted by
Nasdaq Governance Solutions’ experts with Board members and
with the Company Secretary and observance of meetings.
During the year, and similar to the process made in 2023, the Board
conducted an internal Board effectiveness evaluation, led by the
Chair and the Company Secretary. All Board members were
requested to complete questionnaires and to evaluate the
performance of the Board in 2024, as well as the performance of
the Chair. The questionnaires were developed by the Chair and the
Company Secretary, taking into consideration the findings of the
2022 independent third-party evaluation, the 2023 internal
evaluation and also the Financial Reporting Council’s Guidance
on Board Effectiveness, and were circulated to all Board members
for completion. The Company Secretary discussed the feedback
received from the completed questionnaires with the Chair. The
final report on the feedback, comments and suggestions received
was circulated to and discussed by the Board.
The Board evaluation covered various aspects of Board
performance, including:
+ Board culture and accountability;
+ Board composition and Director engagement;
+ Audit, risk and internal controls;
+ Strategy and performance oversight;
+ Board meetings and administration;
+ Board’s relationship to management; and
+
Remuneration, talent management and succession planning.
GOVERNANCE REPORT CONTINUED
Plus500 Ltd. 2024 Annual Report | 62
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Governance
The findings determined that the Board had higher degrees of
effectiveness, inter alia, in relation to the following:
+
The relationships and communication between the Board and
management are constructive, allowing for open exchanges
with full attention;
+
The Board is highly engaged and strives for continual
improvement;
+
The Board has been more active in communicating with its
shareholders;
+
Training sessions are effective and ensure hands-on
engagement of Board members;
+ The Board is doing an effective job of overseeing succession
and development for members of the executive team; and
+ The composition of the Board is balanced, bringing together
diverse expertise which can bring to the Board the “wisdom of
crowds”.
Opportunities for improved effectiveness were also identified,
alongside some focus areas for 2025 and topics for Board training
and education. To strengthen its effectiveness, the Board,
supported by the Company Secretary, is evaluating the findings
arising from the internal evaluations conducted in 2024 and 2023,
as well as the independent third-party evaluation conducted in
2022, and with the help of the actions identified in these reports
intends to address and strengthen different focus areas.
The Company expects to have its next independent third-party
Board evaluation during the course of 2025.
Board training and development
The Company Secretary and the Company’s advisors provide
updates to the Board on relevant legislative and regulatory
corporate governance-related changes, on an ongoing basis.
All Board members are given updates, on a regular basis, on
changes and developments in the business and the environment
in which the Group operates, in order to further develop the Board’s
understanding and awareness of the business and its future
prospects.
During the year, Board members attended training sessions on
various areas, including fintech, UK regulation, US futures market,
data protection and privacy matters, Market Abuse Regulation the
2024 UK Corporate Governance Code, as well as on various
operational matters.
In-line with Plus500’s continued growth as a global multi-asset
fintech group, and in order to appropriately govern and manage
the future development of the business, a further comprehensive
Board training plan for 2025 was adopted.
This training plan was designed and tailored for Plus500 and the
specific commercial dynamics of the business, and was developed
in alignment with the recommendations received as part of the
internal evaluations which took place in 2024 and 2023 and the
2022 independent third-party evaluation.
Ensuring that the Annual Report is fair,
balanced and understandable
In relation to the Annual Report and the Consolidated Financial
Statements for the year ended 31 December 2024, the Board, in
conjunction with the Audit Committee, have sought to ensure that
the Annual Report is fair, balanced and understandable. The Board
considers that, taken as a whole, the Annual Report is fair, balanced
and understandable, and provides the information necessary for
shareholders to assess the Company’s position, performance,
business model and strategy.
The Company continues to encourage the engagement of both
institutional and private investors. During the year, investor meetings
were conducted. The Chief Executive Officer, David Zruia, and Chief
Financial Officer, Elad Even-Chen, met regularly with institutional
investors on a monthly basis. Following the issuance of the half- and
full-year results, they are usually accompanied by the Group’s
Head of Investor Relations, Owen Jones, who manages Plus500’s
relationships and communications with the investment community.
Also, during the year, the Chair of the Board, Prof. Jacob A. Frenkel,
accompanied by Mr. Zruia, Mr. Even-Chen and Mr. Jones, held a
series of in-person meetings with key shareholders, who together
represented a significant percentage of the Company’s
shareholder register. Further such governance meetings are
planned for 2025 as part of Plus500’s regular engagement with
shareholders.
The Company also engages with advisory bodies, which provide
relevant guidance and insight to the majority of the Company’s
shareholders. As such, in 2024 meetings were held with Glass Lewis
and with ISS.
Communication with private individuals is maintained through the
AGM and any EGM, the Company’s annual and interim reports and
the scheduled, or otherwise required, trading updates. The Chairs
of the Board’s Committees are available to answer questions at
the Company’s Annual General Meetings. In addition, further details
on the strategy and performance of the Company can be found
on the Investor Relations website, which includes copies of the
Company’s regulatory news, financial statements, trading updates,
investor presentations and other reports.
Regular updates are provided to the Board on meetings
with shareholders and analysts, as well as on brokers’ opinions.
Non-Executive Directors are available to meet major shareholders,
as required. Investors are also encouraged to contact the Group’s
Head of Investor Relations, Mr. Owen Jones, at: ir@Plus500.com.
Plus500 Ltd. 2024 Annual Report | 63
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Governance
SHAREHOLDER ENGAGEMENT
Shareholder engagement
Major interests in shares
As at 21 March 2025, being the latest practicable date before the
approval of this Annual Report, the Company is aware of the
following persons who, directly or indirectly, were interested in 5%
or more of the Company’s share capital or voting rights:
FUND MANAGER
NUMBER OF
SHARES %
BlackRock Inc 4,913,790 6.74
JPMorgan Chase & Co 4,008,386 5.50
The Vanguard Group, Inc 3,942,844 5.41
2024 Extraordinary General Meeting
The 2024 EGM was held on 8 January 2024.
This EGM was convened for the purpose of electing two
Independent Non-Executive Directors and External Directors of the
Company for a three-year term in accordance with the provisions
of the Companies Law, and one Independent Non-Executive
Director for a one-year term.
All three resolutions proposed at the 2024 EGM were duly passed
by shareholders by means of a poll vote. The Board noted that these
resolutions had more than 20% of votes cast against the Board’s
recommendation for the resolutions. Hence, as part of the
Company’s ongoing engagement with shareholders during the
year, a greater focus was put on reiterating the significant
contribution and value of these Independent Directors to the Board.
2024 Annual General Meeting
The 2024 AGM was held on 7 May 2024.
All resolutions proposed at the 2024 AGM were duly passed by
shareholders by means of a poll vote (excluding a non-binding
advisory vote on the Directors’ Remuneration Report).
The Board noted that one resolution proposed at the 2024 AGM
passed with more than 20% of votes cast against. This resolution
related to the re-election of Prof. Jacob A. Frenkel as Non-Executive
Director and Chair of the Board, where 71.57% of votes cast were
in favour.
Since the 2024 AGM, consistent with the Company’s commitment
to maintaining ongoing, transparent dialogue with all stakeholders,
the Board put in place a detailed plan to engage with its key
shareholders and the shareholder advisory bodies to which the
majority of the Company’s shareholders are subscribed, namely
ISS and Glass Lewis.
Engagement with shareholders and other advisory bodies
During 2024, Plus500 engaged extensively with shareholders and
shareholder advisory bodies, such as Glass Lewis and ISS, in order
to update stakeholders about the evolution of Plus500’s corporate
governance processes over the last four years under the
stewardship of its Chair, Prof. Jacob A. Frenkel, as well as to better
understand the framework of each advisory body. In the meetings
with shareholders which, in aggregate, represented a significant
percentage of the Company’s shareholder register, Prof. Frenkel
and the Executive Management team outlined the effectiveness
of the Board and how the skill set of its Non-Executive Directors
complemented one another for the benefit of the Group’s long-
term strategy and performance. The team also sought to gather
feedback from shareholders at these meetings.
Further such governance meetings are planned for 2025 as part
of the Group’s ongoing regular engagement with its shareholders.
Overall, the Company believes that feedback received from
shareholders was supportive. As it related to executive
remuneration, none of the shareholders expressed concerns with
the amount paid to the Executive Directors.
In response, Plus500 committed to take into account this feedback
and to incorporate it, where applicable. The Company has included
further details of the feedback received within its 2024 Directors’
Remuneration Report (pages 90 to 99).
The Board will continue to take shareholder views and feedback
into consideration as part of its approach to achieving high
governance standards and delivering long-term value for all
stakeholders.
2025 Annual General Meeting
The Company’s 2025 AGM is scheduled to be held at 09.00am UK
time on 6 May 2025 at Panmure Liberum Limited, Ropemaker Place,
Level 12, 25 Ropemaker Street, London EC2Y 9LY, UK.
Details of all resolutions to be proposed at the 2025 AGM will be
included in the Notice of the 2025 AGM to be circulated by the
Company to all shareholders in due course.
Plus500 Ltd. 2024 Annual Report | 64
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Governance
REPORT OF THE NOMINATION COMMITTEE
Report of the
Nomination Committee
Committee attendance in FY 2024
Details of the number of scheduled Committee meetings
and individual attendance at these meetings are set out
in the Committee attendance table below.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Steve Baldwin (Chair) 2 2 (100%)
Prof. Jacob A. Frenkel 2 2 (100%)
Daniel King
1
1 1 (100%)
1
Daniel King was appointed as an Independent Non-Executive
Director, External Director and as a member of the Committee
commencing 19 June 2024.
Dear Shareholder
As the Chair of the Nomination Committee, I am pleased to have
this opportunity to give you an overview of the work of the
Committee during 2024.
The Nomination Committee reviews and assesses the Board and
Committees’ compositions on behalf of the Board on a continual
basis and, whenever needed, recommends the appointment of
new Board members, as well as recommending the rotations to
several Board and Committees’ roles. In reviewing Board
composition, the Nomination Committee considers the benefits
of all aspects of diversity. This role of the Nomination Committee
constitutes an integral part of the Company’s adherence to the
highest corporate governance standards, as the Board is
committed to evaluating and reviewing its structure, size and
composition, including its balance of skills, knowledge, experience
and diversity (including gender and ethnic diversity) while factoring
in the Company’s strategy, risk appetite and future development.
I am pleased that in 2024 the Committee continued to assist the
Board in this regard.
Given our Board continues to be committed to various aspects of
diversity (such as ethnicity, gender, background, nationality and
professional experience), several appointments of Non-Executive
Directors have been made over the past few years. I am delighted
that one of the senior Board positions is held by a woman (Prof.
Varda Liberman, as the Senior Independent Director), and that two
Committee Chair positions are held by women (Ms. Tami Gottlieb,
who chairs our Audit Committee and Prof. Varda Liberman, who
chairs our Regulatory & Risk Committee). This is further evidenced
by the gender diversity within our Audit Committee and our
Regulatory & Risk Committee (each committee with female
representation of 50%), and our Remuneration Committee (with
female representation of 67%).
The Committee will continue to ensure that
there is a strong talent pipeline across the
business with the necessary set of skills and
expertise.”
Steve Baldwin
Chair of the Nomination Committee
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Governance
100%
Independent
(including Committee Chair)
Non-Independent
REPORT OF THE NOMINATION COMMITTEE CONTINUED
With regards to ethnic diversity, I am pleased that, as at the date
of this Annual Report, 29% of Board members (two Board members
out of seven Board members) are from a mixed ethnic background.
Due to the enhanced role of the Nomination Committee, as set out
in the Code, we are continuing to develop our programme of
activity accordingly. Throughout 2024, the Nomination Committee
dedicated time to review and discuss succession planning across
the business, in order to ensure, among other things, that there is
a good pipeline of female successors to many of the senior
management roles throughout the business, globally. The
Nomination Committee also ensured that all immediate
successors are being developed in accordance with the
Company’s training programme. The Committee will continue to
ensure that there is a strong talent pipeline across the business
with the necessary set of skills and expertise.
In 2024, the Committee also dedicated time to review the
composition of the Board Committees and recommended several
changes to the Board in this regard.
In June 2024, Daniel King commenced his three-year term as an
Independent Non-Executive Director and External Director, following
our shareholders’ approval at the EGM held in January 2024. Mr.
King was also appointed as a member of our Nomination
Committee, as of June 2024. This election ensures further
diversification in the Board’s skill set. We are delighted that Mr. King
has rejoined the Board and wish him continued success in his role.
At the same EGM held in January 2024, our shareholders also
approved the appointment of Ms. Tami Gottlieb for a second three-
year term as an Independent Non-Executive Director and External
Director. Tami has been on our Board since March 2021, also as the
Chair of the Audit Committee, and the Company continues to
benefit from her extensive background in the financial services
sector, across a range of specialisms.
Daniel and Tami’s combined experience and expertise are
invaluable for Plus500 as we look to continue to grow our business.
These appointments further broaden the Board’s breadth of
experience and knowledge.
In January 2025, Ms. Anne Grim stepped down from the Board, after
completing her term as an Independent Non-Executive Director.
Anne served on our Board since 2020 and I would like to thank Anne
for her contribution to the Board over the past four years.
Following the Board changes mentioned above, we have made
several rotations to our Board Committees’ memberships, to further
ensure we have a balanced and diverse composition within each
of our Committees. In June 2024, Daniel King was appointed as a
member of the Audit and Nomination Committees and as Chair
of our Remuneration Committee. In February 2025, Tami Gottlieb
joined our ESG Committee, and Prof. Varda Liberman together with
Daniel King joined our Disclosure Committee.
Committee composition
The Nomination Committee comprises Steve Baldwin, as
Chair, Prof. Jacob A. Frenkel and Daniel King (as of June 2024).
The Code recommends that a majority of the members of
a Nomination Committee should be Independent
Non-Executive Directors. The Board considers Steve Baldwin,
Daniel King and Prof. Jacob Frenkel to be independent for
the purposes of the Code. Details of the skills and experience
of the Nomination Committee members are set out on
pages 54 to 57 of this Annual Report.
According to the evaluation carried out by the Board, all Non-
Executive Directors are considered to be independent in character
and judgement and no cross-directorships exist between any of
the Board members.
I look forward to reporting on the Nomination Committee’s further
progress in next year’s Annual Report.
Steve Baldwin
Chair of the Nomination Committee
23 March 2025
Committee
independence
Plus500 Ltd. 2024 Annual Report | 66
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Governance
Committee responsibilities and activities
The Nomination Committee has responsibility for reviewing the
structure, size and composition (including the skills, knowledge and
experience) of the Board, considering succession planning and
ensuring diversity at Board level. The other key governance
mandates pursuant to the written terms of reference of the
Nomination Committee (which are available on the Company’s
website) are as follows:
+
To oversee succession planning for Board members and other
senior Executives, taking into account the challenges and
opportunities facing the Company;
+
To identify, and nominate for the approval of the Board,
candidates to fill Board vacancies (including External Directors’
vacancies);
+
To make recommendations concerning the continuation in
office of any Board member at any time, including the
suspension or termination of service; and
+ To prepare a description of the role and capabilities required
for a particular appointment.
The Nomination Committee meets not less than twice a year and
at such other times as required. The Nomination Committee takes
into account the challenges and opportunities the Group is facing
and which skills and expertise are therefore needed on the Board
and its Committees in the future, while remaining committed to
diversity of gender, ethnicity, background, nationality and
professional experience and developing a talent pipeline reflective
of this diversity.
Following the activities of the Committee in 2024, as further detailed
on this page, the Committee is confident that each Board member
brings a unique set of skills and experience which enables the Board
to be reflective of a diverse and varying range of perspectives and
opinions and enables the Company to achieve its strategy and
targets going forward.
The Committee believes that each Board member’s contribution
is important to the Company’s long-term sustainable success.
A summary of the major activities and decisions of the Committee
in 2024 is set out below:
Board
composition
and time
commitment
+
Recommended to shareholders on the re-
election of Board members (both Independent
Non-Executive Directors and Executive
Directors);
+
Recommended to shareholders on the election
of two Independent Non-Executive Directors
and External Directors: Tami Gottlieb was
elected for a second three-year term which
commenced in March 2024; Daniel King was
elected for a three-year term which
commenced in June 2024;
+
Reviewed core skills and experience of the
Board and the independence of the Non-
Executive Directors;
+
Oversaw and recommended appointments
and rotations of some members of the
Committees;
+
Recommended the appointment of new Chair
of the Remuneration Committee; and
+
Reviewed the time commitment of the
Independent Non-Executive Directors.
Succession
planning
+ Reviewed the tenure of the Board members;
+
Reviewed the Company’s succession plan; and
+
Fostered the development of talented
employees throughout the business.
Diversity +
Reviewed the Equality, Diversity and Inclusion
Policy, in-line with the Code and the FCA’s Listing
Rules;
+
Reviewed the gender diversity on the Board
and its various Committees; and
+
Reviewed the ethnic diversity on the Board and
of Executive Management.
Governance +
Reviewed the Committee’s terms of reference
in light of the Code and the Companies Law;
and
+
Reviewed the 2024 Nomination Committee
Report which is included within this Annual
Report.
Plus500 Ltd. 2024 Annual Report | 67
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Governance
REPORT OF THE NOMINATION COMMITTEE CONTINUED
Priorities for FY 2025
In the coming year, the Committee will continue to focus on key
themes such as diversity and succession planning and ensuring
a diverse talent pipeline throughout the Group.
Equality, Diversity and Inclusion
Our policy on equality, diversity and inclusion commits to:
+
Ensuring that the selection and appointment process for
employees and Board members includes a diverse range of
candidates;
+ Ensuring that no unlawful discrimination, unfavourable or less
favourable treatment occurs at any stage in the selection
process on the grounds of age, disability, gender, gender
reassignment, marriage or civil partnership, pregnancy or
maternity, race, ethnic origin, colour, nationality, national origin,
religion or belief, sex or sexual orientation, educational,
professional, cultural and socio-economic backgrounds,
political opinion, sensitive medical conditions or trade union
membership;
+
Disclosing statistics on gender diversity in this Annual Report as
further detailed on page 29; and
+
Reviewing the Equality, Diversity and Inclusion Policy from time
to time to ensure that it complies with relevant local laws and
disclosing the policy in the Annual Report.
All Board appointments are made objectively, based on an
individual’s skills and expertise and consistent with the Equality,
Diversity and Inclusion Policy.
OBJECTIVES PROGRESS UPDATES
Ensuring the selection and appointment process for
employees and Board members includes a diverse
range of candidates
Review the employee and Board member recruitment procedures
which include, among others, a non-discriminatory selection process,
allowing the recruitment of a diverse workforce.
Continue to apply the Company’s policies in relation to equality,
diversity and inclusion to the Board and its Committees, resulting in
female Board member representation on each of the Audit
Committee and the Remuneration Committee. Furthermore, both
the Audit and Regulatory & Risk Committees are chaired by a female
Board member.
Ensuring that no unlawful discrimination occurs at any
stage in the selection process on the grounds of age,
disability, gender reassignment, marriage or civil
partnership, maternity, pregnancy, race, religion or belief,
gender or sexual orientation, ethnicity, country of origin,
nationality and cultural, socio-economic, educational
or professional background
Review employee and Board member recruitment procedures which
include a non-discriminatory selection process, at all stages of the
selection process.
Improve gender diversity at Board and senior
management level
One female Non-Executive Director and External Director was
proposed for election and was approved by shareholders for a
second three-year term.
Succession planning to ensure further diversity across the business
continued over the year, including with the recruitment of three
females into senior positions: CFO and Chief Compliance Officer in
our Bahamas business and Head of Compliance & Legal Affairs in
Australia.
Continue to focus on increasing female representation at senior
management level, including as potential successors for such roles.
Reviewing the Equality, Diversity and Inclusion Policy The Committee has reviewed and approved the updated Equality,
Diversity and Inclusion Policy, a copy of which is available on the
Company’s website.
Plus500 Ltd. 2024 Annual Report | 68
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Governance
Relevant skills and experience on the Board
JACOB A.
FRENKEL
DAVID
ZRUIA
ELAD
EVEN-CHEN
VARDA
LIBERMAN
TAMI
GOTTLIEB
STEVE
BALDWIN
DANIEL
KING
Audit and risk management
NED ED ED NED NED NED NED
Finance, banking, financial
services and fund management
NED ED NED NED NED
Capital raising, mergers,
acquisitions, investment
and transactions
NED ED NED NED NED
Marketing
ED NED NED
Compliance and regulation
NED ED ED NED NED NED
Shareholder relations
NED ED ED NED
Digital technology
ED NED NED NED
Innovation
NED ED ED NED NED NED
ESG
ED ED NED NED NED NED
Enterprise risk management
NED ED NED NED NED
NED
Non-Executive Director
ED
Executive Director
Succession planning
The Committee spent time in 2024 considering the important
matter of succession across the business and reviewed the
Company’s formal Succession Planning Procedure. In order to
ensure minimal business disruption in the event of any unexpected
senior management or Board departures, the Committee is
committed to continue developing plans for identifying appropriate
successors in the short, medium and long term, while also having
regard to the importance of diversity throughout the Group.
Due to the size of the Group, it is not always possible to identify
internal successors for all roles throughout the business.
Nevertheless, the Committee has reviewed plans for the succession
of senior management roles throughout the business and has
identified appropriate candidates as potential successors (both
immediate successors and long-term successors).
Plus500 Ltd. 2024 Annual Report | 69
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Governance
REPORT OF THE AUDIT COMMITTEE
Report of the
Audit Committee
Committee attendance in FY 2024
Details of the number of scheduled Committee meetings
and individual attendance at these meetings are set out
in the Committee attendance table below.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Tami Gottlieb (Chair) 6 6 (100%)
Steve Baldwin 6 6 (100%)
Prof. Varda Liberman 6 6 (100%)
Daniel King
1
4 4 (100%)
1
Daniel King was appointed as an Independent Non-Executive
Director, External Director and as a member of the Committee
commencing 19 June 2024.
Dear Shareholder
I am honoured to have served as Chair of the Audit Committee for
the past four years. The Audit Committee continued to function
efficiently in FY 2024, supported by a number of consistent and
professional processes that form the basis of the Committee’s
monitoring and review framework. The Committee also continued
to perform a key role in the Group’s governance framework, in
assessing internal controls across the Group and ensuring the
integrity of the Group’s financial results.
With that in mind, I am pleased to take this opportunity to give you
an overview of the work of the Committee during 2024. Priorities for
the Audit Committee during 2024 included financial reporting and
the associated assurance of these reports, working with our internal
auditors and conducting an internal evaluation of the Committee’s
performance and effectiveness, following the internal evaluation
conducted in 2023 and the independent third-party evaluation
conducted in 2022.
Having been appointed in 2022, EY Israel, a member firm of Ernst &
Young, continued to serve as the Company’s internal auditors
during the year. EY’s professional and risk-oriented team, has
carried out an extensive risk assessment process. Our internal audit
plan for FY 2024 was implemented and the Committee has
approved an internal audit plan for FY 2025. During the year, the
Committee also reviewed and monitored the implementation of
previous internal audit report recommendations.
In June 2024, we welcomed Daniel King as a member of the
Committee. Daniel, who served as a member of the Audit
Committee during his previous tenure, is a valuable and important
addition to our Committee. I would like to take this chance, on behalf
of the Audit Committee members, to welcome Daniel to the
Committee and to wish him success both as a Director and as a
Committee member.
Our internal audit plan for FY 2024 was
implemented and the Committee has
approved a specific internal audit plan for
FY 2025. During the year, the Committee also
reviewed and monitored the implementation
of previous internal audit report
recommendations.”
Tami Gottlieb
Chair of the Audit Committee
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Governance
Independent
(including Committee Chair)
Non-Independent
100%
Female
(including Committee Chair)
Male
50%
50%
The Committee continued to work closely with the Company’s
external auditors, Kesselman & Kesselman, a member firm of
PricewaterhouseCoopers International Limited, to review a list of
non-audit services provided this year by the Company’s external
auditors and approve the audit plan for 2024. In accordance with
our procedure for identifying related-party transactions, these
were reviewed and monitored by the Committee on a semi-annual
basis. The Committee members held two closed sessions with only
the internal and external auditors in attendance, in order to
evaluate and assess management’s effectiveness.
During the year, and similar to the process made in 2023, an internal
evaluation of the Audit Committee was carried out in order to
assess the Committee’s performance and effectiveness. These
internal evaluations followed the external evaluation facilitated in
2022 by Nasdaq Governance Solutions. The results of the evaluation
were positive and the Committee will implement several
recommendations derived from this evaluation during the course
of 2025.
I look forward to reporting on the Audit Committee’s progress going
forward, in next year’s Annual Report.
Tami Gottlieb
Chair of the Audit Committee
23 March 2025
Committee composition
The Code recommends that an Audit Committee should
include at least three members who are Independent Non-
Executive Directors, and that at least one member should
have recent and relevant financial experience. The
Companies Law requires that, subject to certain voluntary
reliefs detailed on page 61, an Audit Committee consists of
at least three Directors qualified to serve as members of an
audit committee under the Companies Law, including all
External Directors, and must be comprised of a majority of
Board members meeting certain independence criteria of
the Companies Law. The Chair of the Audit Committee must
be an External Director.
The Audit Committee is chaired by Tami Gottlieb. The other
members are Steve Baldwin, Prof. Varda Liberman and Daniel
King (as of June 2024). All of the members are therefore
Independent Non-Executive Directors under the Code and
meet the criteria for independence under the Companies
Law. Tami Gottlieb and Daniel King are considered External
Directors under the Companies Law.
The Board considers that Tami Gottlieb and Daniel King have
recent and relevant financial experience in accordance with
the requirements of the Code. All of the Committee members
have relevant diversified financial services experience. Details
of the skills and experience of the Audit Committee members
are set out on pages 54 to 57.
Committee
gender diversity
Committee
independence
Plus500 Ltd. 2024 Annual Report | 71
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Governance
REPORT OF THE AUDIT COMMITTEE CONTINUED
Committee responsibilities and activities
The Audit Committee is responsible for ensuring that the financial
performance of the Group is properly reported on and reviewed.
The other main key governance mandates pursuant to the written
terms of reference of the Audit Committee (which are available on
the Company’s website) are, among others, as follows:
+
To monitor the integrity and adequacy of the Consolidated
Financial Statements of the Group (including annual and interim
accounts and results announcements);
+
To monitor the adequacy and effectiveness of the Company’s
internal financial controls and internal control and risk
management systems;
+
To advise on the appointment of the Company’s external auditor
and on their remuneration; and
+
To monitor and review the effectiveness of the Company’s
internal audit function.
In addition, under the Companies Law, the Audit Committee is
required to monitor deficiencies in the business management of
the Company, including by consulting with the internal auditor and
independent accountants, to review, classify and approve related-
party transactions and extraordinary transactions, to review the
internal auditor’s audit plan, to oversee the performance of the
Company’s internal auditor and the internal control functions and
to establish and monitor whistleblower procedures.
As set out in its written terms of reference, the Audit Committee
meets not less than four times a year at appropriate intervals in
the financial reporting and audit cycle and otherwise as required.
The Audit Committee met six times during 2024. The internal and
external auditors have the right to attend meetings. The relevant
Executive Directors, the Company’s legal advisors and other
persons may, by invitation from the Chair of the Audit Committee,
attend meetings.
As recommended under the Companies Law, an Audit Committee
should hold, at least once a year, a meeting to consider any defects
in the Company’s business management, with the presence of the
internal and external auditors, and without the presence of officers
of the Company who are not members of the Audit Committee.
Our Audit Committee members have followed this
recommendation and, as a matter of enhanced best practice, in
2024 they met twice privately with the Company’s external auditor
and internal auditor to discuss these issues. These private meetings
were held in addition to the six ordinary meetings of the Committee
in 2024, as mentioned above.
A summary of the major activities and decisions of the Committee
in 2024 is set out below:
Financial
performance
review
Reviewed the financial performance and reviewed
the Consolidated Financial Statements of the
Group twice during the year.
Risk
assessment
review and
internal
audit plan
Reviewed the findings of the risk assessment
process conducted by the Company’s internal
auditor and subsequently approved a multi-year
internal audit plan, including a specific internal
audit plan for FY 2024. In addition, the Committee
has already approved a detailed internal audit
plan for FY 2025.
Review of
Internal
audit reports
+
Reviewed and discussed the findings of the
internal audit reports prepared by the
Company’s internal auditor.
+
Reviewed and monitored the implementation
of previous internal audit reports
recommendations.
External
audit review
+
Monitored and reviewed the effectiveness,
independence and objectivity of the external
audit function.
+
Monitored and reviewed the rotation of the
external audit engagement partner.
Risk control
Assisted the Board in the monitoring of the Group’s
internal controls and risk management systems
and their effectiveness.
2024 internal
Committee
evaluation
Discussed and assessed the 2024 internal Audit
Committee evaluation findings.
Governance +
Reviewed the Committee’s terms of reference
in light of the Code, the Companies Law and
the FRC Standard for Audit Committees.
+
Reviewed the 2024 Audit Committee Report
which is included within this Annual Report.
+
Reviewed the requirements of the 2024 UK
Corporate Governance Code, particularly
around internal controls.
+
Received an update on corporate governance
changes from our external legal counsel during
the year and will closely monitor how
management responds to the upcoming
changes.
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Governance
Significant accounting and financial
judgements in 2024
The Committee considered a number of significant accounting
and financial judgements and estimates, which were discussed
with the external auditors in the planning stage of the audit, and
received the external auditor’s confirmation that no additional
matters have arisen which require the Committee’s attention.
The significant judgements considered were: revenue recognition,
uncertain tax positions, the control environment and compliance
with laws and regulations. The Committee also considered the
appropriateness of the going concern basis of the Consolidated
Financial Statements and the level of cash required within the
business to satisfy both external regulatory requirements and the
Group’s market risk management.
External auditor
It is the responsibility of the Audit Committee to keep under review
the scope and effectiveness of the external auditor. This includes
recommending the appointment and/or reappointment of the
external auditor to the Board (and to shareholders) and reviewing
the scope of the audit, approving the audit fee and, on an annual
basis, satisfying itself that the auditor is independent and objective.
The external auditor is engaged to express an opinion on the
Consolidated Financial Statements. The external auditor conducts
the audit according to the audit plan which includes different audit
procedures like confirmations, testing samples and discussing
with management the reporting of operational results and the
financial status of the Group, to the extent necessary to express
their audit opinion.
Performance and effectiveness of the
external auditor
Kesselman & Kesselman, a member firm of PricewaterhouseCoopers
International Limited, was appointed as the Company’s external
auditor in 2013 and has been retained since then to perform audit
and audit-related work on the Company. Other local offices of
PricewaterhouseCoopers perform audit and audit-related work
on the majority of the Company’s subsidiaries. During the course
of 2024, the engagement leader for the external auditor retired and
was replaced by a senior and experienced partner. The Committee
assesses the auditor’s independence, effectiveness and objectivity
at least on an annual basis, through closed sessions and enquiries
by the Committee members.
The Audit Committee monitors the nature and extent of non-audit
work undertaken by the auditors. Given the non-audit work
undertaken by the external auditor and the Committee’s oversight
of its work, the Committee is satisfied that the independence and
objectivity of the external auditor was adequately safeguarded
throughout 2024. Nevertheless, the external auditor’s independence
and objectivity is kept under ongoing review and is a standing item
on the agenda of the Audit Committee.
In addition, the Audit Committee annually monitors the cost of
non-audit work undertaken by the external auditor. The Audit
Committee considers that it is in a position to take action if at any
time it believes there is a risk of the auditor’s independence and
objectivity being undermined as part of its work.
Having assessed the external auditor’s effectiveness and
independence during 2024, the Audit Committee concluded that
the auditor demonstrated professional scepticism and judgement
and that the audit process as a whole has been conducted robustly
and that the team selected to undertake the audit has done so
thoroughly and professionally.
Non-audit services
The Company maintains a Non-Audit Services Policy in order to
ensure that the provision of non-audit services do not impair the
external auditor’s independence or objectivity. During 2024,
Kesselman & Kesselman, a member firm of PricewaterhouseCoopers
International Limited, and other local offices of
PricewaterhouseCoopers, provided non-audit services, such as
tax assessments and advice and regulatory reporting
requirements, which totalled $0.4m (including assurance-related
services of $0.3m). The assurance-related services include mainly
local regulatory reporting requirements for the regulated
subsidiaries which are linked directly with the external auditor’s
services. In addition, part of the non-audit services in the amount
of $0.1m are related to tax assessments which are provided by the
external auditor according to common practice in specific
territories.
The non-audit services fee constitutes 29% of the total fees payable
to the external auditor in 2024.
Overview of the Non-Audit Services Policy
Under this policy, all services provided by the external auditor (other
than the audit itself) are regarded as non-audit services. The policy
draws a distinction between permitted services (which could be
provided subject to conditions set by the Committee) and
prohibited services. The type of non-audit services deemed to be
permitted include assurance work on non-financial data, tax
services including tax advisory and reporting best practice.
The Committee has provided pre-approval which allows
management to appoint the external auditor to conduct permitted
non-audit services if such services fall below a set fee level. The
Committee reviews the pre-approval limit on an annual basis and
it is currently set at $150,000. Any non-audit services provided by
the external auditor are reported to the Board. In the event that the
provision of non-audit services would exceed $150,000, the
Committee would also request Board approval.
Plus500 Ltd. 2024 Annual Report | 73
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Governance
REPORT OF THE AUDIT COMMITTEE CONTINUED
KEY FINANCIAL REPORTING AND SIGNIFICANT FINANCIAL JUDGEMENTS HOW THE ISSUE WAS ADDRESSED BY THE AUDIT COMMITTEE
Revenue recognition
The recognition of revenue is a
key matter to be reviewed,
monitored and tested.
+
The Audit Committee held meetings, among others, with
representatives of the operations, R&D and risk teams to verify
compliance of revenue recognition from all related aspects such
as: IT general controls, access to programmes and supporting
data, programme changes and computer operations for the
Group’s platforms and for the ERP system.
+
The Audit Committee discussed this matter with the external
auditor at the planning and conclusion phases of the audit.
+
The Audit Committee concluded that the revenue recognition
process is appropriate and controls are effective and are
appropriately disclosed in the Consolidated Financial Statements.
Uncertain tax positions
The Audit Committee is
responsible for the adequacy of
the uncertain tax positions.
+
The Audit Committee held meetings, among others, with
management and tax advisors to assist the technical aspect of
the Group’s tax positions, including understanding the
correspondence with the different tax authorities and reviewing
other third-parties’ advice obtained by management.
+
The Audit Committee discussed this matter with the external
auditor through the process of the audit, and received periodic
updates during the year.
+
The Audit Committee concluded that the provision for uncertain
tax positions is reasonable.
Review and assessment of
the control environment
The Audit Committee has the
ultimate responsibility for the
supervision of the control
environment. A key role of the
Committee is to provide
oversight and reassurance to the
Board with regard to the integrity
of the Company’s financial
reporting, internal control
policies and procedures for the
identification, assessment and
reporting of risk.
+
The Audit Committee reviewed and approved a multi-year internal
audit plan, as well as a specific internal audit plan for FY 2025,
following an extensive risk assessment process conducted by EY,
the Company’s internal auditors. The Audit Committee discussed
key findings with management and reviewed the implementation
of internal audit report recommendations brought forward from
previous years. In addition, the Committee reviewed key audit risk
topics as presented by the Company’s internal auditors.
+
Management is responsible for establishing and maintaining
adequate internal control over financial reporting. Under the
supervision of the Audit Committee and with management
participation, including the Chief Executive Officer and the Chief
Financial Officer, the Audit Committee evaluated the effectiveness
of the Company’s internal control over financial reporting. In
making this evaluation, which included planning and scoping,
design assessment of the risks and controls, and controls
effectiveness assessment (testing), the Audit Committee and
management have concluded that, as of 31 December 2024, the
internal control over financial reporting is effective.
Review and assessment of
compliance with laws and
regulations
A key risk to the business is the
fact that the Group’s business is
subject to various laws and
regulations in different
jurisdictions according to its
activities.
+
The Committee, in conjunction with the work of the Regulatory &
Risk Committee, reviewed regulatory and compliance reports
prepared by the Risk and Compliance teams, to ensure
compliance with local regulations in the geographic and business
areas the Group operates in.
+
The Committee considers the grid of audits and regulatory
assessments and reviews their findings. The relevant aspects of
such assessments to the Group’s business are discussed and
assessed by the Committee.
+
Based on discussions with management and discussions held
in the Regulatory & Risk Committee, the Audit Committee
concluded that the Group is compliant with the applicable
regulations.
Plus500 Ltd. 2024 Annual Report | 74
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Governance
KEY FINANCIAL REPORTING AND SIGNIFICANT FINANCIAL JUDGEMENTS HOW THE ISSUE WAS ADDRESSED BY THE AUDIT COMMITTEE
Review and assessment
of appropriateness of the
going concern basis of the
Consolidated Financial
Statements and
long-term viability
Going concern and viability are
key matters for the operations
of the Group.
+
The Audit Committee has reviewed the assessment setting out
the key assumptions related to the nature of the Group’s business,
budget reports and cash flow forecasts for the period of three
years ending 31 December 2027, taking into account the
Group’s anticipated investment commitments and working
capital requirements.
+
These reports detail the impact of outcomes of stress tests after
applying multiple scenarios to determine how the Group is able
to cope with scenarios of deterioration in the liquidity profile or
capital position.
+
The Audit Committee approved and recommended the Going
Concern and Viability Statement to the Board for approval.
Review and assessment of
the level of cash required
within the business to
satisfy both external
regulatory requirements
and the Group’s attitude
to market risk
The Group requires a level of
cash to ensure that it can
provide its services and
maintain sufficient cash in its
regulated entities to satisfy
regulatory and operational
needs.
+
The Audit Committee reviews on an ongoing basis the level of
cash required from a regulatory, operational and risk
management perspective.
+
The Audit Committee concluded that the cash amounts held are
sufficient from all of the above-mentioned perspectives.
Internal auditor
Pursuant to the Companies Law, the Board must appoint an internal
auditor recommended by the Audit Committee. An internal auditor
may not be:
+
A person who holds more than 5% of the Company’s outstanding
shares or voting rights;
+
A person who has the power to appoint a Board member or the
Chief Executive Officer of the Company;
+ An officer or Board member of the Company;
+ A relative of any person described above; or
+
A member of the Company’s independent accounting firm, or
anyone acting on its behalf.
The role of the internal auditor is to examine, among other things,
the Company’s compliance with applicable laws and orderly
business procedures. The Audit Committee is required to oversee
the activities and to assess the performance of the internal auditor,
as well as to review and approve the internal auditor’s work plan,
which the Committee has done so in FY 2024.
As of FY 2022, Kost Forer Gabbay & Kasierer (EY Israel), a member
firm of Ernst & Young, has served as the Company’s internal
auditors, and since being appointed they have carried out an
extensive risk assessment process. A multi-year internal audit plan
was approved by the Committee, including a specific internal audit
plan for FY 2024 which was executed. EY’s team is risk-oriented,
professional and familiar with the Group’s business and operations
and the Committee concluded that the internal audit function was
an effective provider of assurance of the Company’s risks and that
the Company has the controls and appropriate resources as
required. In addition, the Committee has already approved a
specific internal audit plan for FY 2025.
The Audit Committee also plays an important role in overseeing
implementation and adherence to SOX procedures within the
Company, where applicable. This includes, among others, ensuring
that the Internal Audit team conducts periodic updates and
assessments of the Company’s internal controls over financial
reporting.
Whistleblowing Policy
The Group operates a Whistleblowing Policy which encourages all
individuals within the Group (including employees, partners,
consultants, contractors, suppliers, customers and other third
parties) to feel confident to voice concerns internally in a
responsible, anonymous, confidential and effective manner, should
they discover information which they believe shows serious
malpractice or impropriety, and to question and act upon those
concerns. This policy provides a method of properly addressing
bona fide concerns of such individuals, while offering
whistleblowers protection from victimisation, harassment or
disciplinary proceedings. Such anonymous reporting can be
undertaken 24/7 in local languages. This policy and its
implementation are reviewed on a regular basis, and annually by
the Audit Committee and the Board. The Audit Committee reports
to the Board on the effectiveness of the Group’s whistleblowing
mechanism and on any matter that arises as a result of it. The
Whistleblowing Policy supervisor is Steve Baldwin, who reported to
the Committee that no whistleblowing complaints were received
in 2024.
Plus500 Ltd. 2024 Annual Report | 75
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Governance
Fair, balanced and understandable
The Audit Committee undertakes a duty to consider whether
the 2024 Annual Report and Consolidated Financial
Statements, taken as a whole, are fair, balanced and
understandable, while final determination lies within the
responsibilities of the Board. The Audit Committee, on behalf
of the Board, also assesses whether there is sufficient
information in the Annual Report and Consolidated Financial
Statements necessary for shareholders to assess the
financial position and performance, business model and
strategy of the Group.
The process
The Committee reviews the Consolidated Financial
Statements and recommends their approval by the Board.
During the drafting process of the 2024 Annual Report and
Consolidated Financial Statements, the Committee was
given the opportunity to comment and provide feedback
on the drafts. The Committee also considers whether the
content provided in the report has properly illustrated the
whole picture for the year.
The Committee then evaluated whether the report is
consistent throughout, with a clear layout and linkage to the
different sections, and whether it is presented in a logical
manner to shareholders.
Conclusion
Following the review, it is the Committee’s opinion that the
2024 Annual Report and Consolidated Financial Statements
are representative of the year and, taken as a whole, present
a fair, balanced and understandable overview and provide
the information necessary for shareholders to assess the
financial position, governance, performance, business model
and strategy of the Group.
Audit Committee evaluation
During the year, and similar to the process made in 2023, the Audit
Committee conducted an internal evaluation of its effectiveness,
led by the Chair of the Committee and the Company Secretary.
These internal evaluations followed the external evaluation
facilitated in 2022 by Nasdaq Governance Solutions. As part of the
internal evaluation process, all Committee members were
requested to complete questionnaires and to evaluate the
performance of the Audit Committee in 2024, as well as the
performance of the Chair of the Committee. The questionnaires
were developed by the Chair of the Committee and the Company
Secretary, taking into consideration the findings of the 2022
independent third-party evaluation and the 2023 internal
evaluation, and were circulated to all Audit Committee members
for completion. The Company Secretary discussed the feedback
received from the completed questionnaires with the Chair of the
Committee, and the final report on the feedback, comments and
suggestions received was circulated to and discussed by the Audit
Committee members.
The Audit Committee evaluation covered various aspects of the
Committee performance, including:
+ Committee culture;
+ Committee composition and structure;
+ Committee meetings, information and resources;
+
Committee role, including oversight of financial reporting,
internal audit and external audit functions; and
+ Ethics and Compliance.
The evaluation determined that the Audit Committee had high
degrees of effectiveness, inter alia, in relation to the following:
+
The Committee members have a greater level of understanding
of the futures business;
+
The Committee demonstrates integrity, credibility,
trustworthiness, active participation and willingness to address
issues proactively;
+
The Committee effectively evaluates and makes
recommendations to the Board as appropriate; and
+
The Committee effectively reviews the adequacy and
effectiveness of the Company’s policies and processes,
including whistleblowing, anti-money laundering and related-
party transactions.
Opportunities for improved effectiveness were also identified,
alongside some focus areas for 2025. To strengthen its
effectiveness, the Audit Committee, supported by the Company
Secretary, is evaluating the findings from both the internal
evaluations conducted in 2024 and 2023 as well as the independent
third-party evaluation conducted in 2022, and with the help of the
actions identified in the reports, will address and strengthen
different focus areas arising from these evaluations.
REPORT OF THE AUDIT COMMITTEE CONTINUED
Plus500 Ltd. 2024 Annual Report | 76
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Governance
REPORT OF THE REGULATORY & RISK COMMITTEE
Report of the
Regulatory & Risk Committee
Committee attendance in FY 2024
Details of the number of scheduled Committee meetings
and individual attendance at these meetings are set out
in the Committee attendance table below.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Prof. Varda Liberman
(Chair) 3 3 (100%)
Elad Even-Chen 3 3 (100%)
Tami Gottlieb 3 3 (100%)
Prof. Jacob A. Frenkel 3 3 (100%)
Anne Grim
1
2 2 (100%)
1
Anne Grim was appointed as a member of the Committee
as of June 2024. In January 2025, she stepped down from the
Board and the Committee after completing her term as an
Independent Non-Executive Director.
Dear Shareholder
Having served as the Chair of the Regulatory & Risk Committee for
two years now, I am pleased to take this opportunity to give you an
overview of the work of the Committee during 2024.
As Plus500 continues to evolve and develop its position as a
global multi-asset fintech group, by launching new products and
extending its geographic footprint, regulatory compliance and risk
management continues to underpin the integrity of our business
model and the delivery of our strategy. The Committee continued
monitoring the main trading-related risks of our Group, together
with undertaking a robust assessment of the principal risks the
Group is facing and updating our internal risk matrix accordingly.
Also during the year, the Committee has monitored new areas of
regulatory compliance such as emerging risks and developments
in securities markets regulation.
The Committee members receive updates on various risk and
regulatory aspects, on an ongoing basis. Moreover, on a monthly
basis, the Committee is provided with detailed risk reports
covering, inter alia, system exposures, performance analysis,
risk mitigation and Value at Risk (“VaR”) analysis, in addition the
Committee receives regular reports on both compliance and
risk matters, and challenges the performance in these areas. It
also receives Anti-Money Laundering (“AML”) reports and internal
audit reports relating to the Group’s regulated entities, and other
reports on specific areas where more detailed testing is considered
appropriate. These are described more fully in the following report.
In 2024, the Committee held further discussions in relation to the
risks associated with the Group’s US and other operations and
monitored the regulatory changes that arose during the year,
which are applicable to these operations.
In 2024, the Committee members (and the Board as a whole)
participated in regulatory training by the Company’s legal
advisors, covering various developments in the fintech industry,
UK regulation, US futures market, data protection and privacy
matters, as well as Market Abuse Regulation (“MAR”).
Regulatory compliance and risk management
underpin the integrity of our business model
and the continued delivery of our strategy, as
Plus500 continues to develop its position as a
global multi-asset fintech group.”
Prof. Varda Liberman
Chair of the Regulatory & Risk Committee
Plus500 Ltd. 2024 Annual Report | 77
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Governance
REPORT OF THE REGULATORY & RISK COMMITTEE CONTINUED
I am pleased that our portfolio of regulatory licences was further
strengthened, taking the Group’s total to 14 regulatory licences
globally and further establishing its position as a global fintech
Group.
In January 2025, the Group obtained a new regulatory licence in the
UAE from the SCA, enabling further expansion in the local market
through an enhanced product offering from OTC to also include
share dealing, futures and options on futures over time.
The Group’s global portfolio of regulatory licences constitutes a
source of significant value to Plus500 as they are scarce, difficult
to obtain and require substantial time and effort. In addition, they
raise the barriers to entry for the industry as a whole. Furthermore,
the Group’s experience and expertise in obtaining regulatory
licences leaves it ideally positioned, as it looks to secure additional
licences in new territories.
Our priorities for the coming year will be to continue to assess,
and seek to enhance, our approach to risk management, which
is based on ensuring our risk exposures are aligned with our risk
appetite across our product portfolio. With a global regulatory
network already well established, the Committee believes that the
Group remains well positioned for potential future changes to the
regulatory environment across the markets in which it operates.
I look forward to reporting on the Regulatory & Risk Committee’s
further progress in next year’s Annual Report.
Prof. Varda Liberman
Chair of the Regulatory & Risk Committee
23 March 2025
Committee responsibilities and activities
The Regulatory & Risk Committee meets not less than three times a
year and otherwise as required. The Regulatory & Risk Committee
receives monthly updates from management on risk, compliance,
AML and regulatory issues and reviews the related internal reports.
The Committee has responsibility for providing oversight with
respect to current and potential future risk exposures of the Group
and for overseeing and monitoring the Group’s compliance with
applicable laws, regulations and orders as required. Its activities
include reviewing relationships with regulatory authorities such
as: the Financial Conduct Authority (“FCA”) in the UK, the Australian
Securities and Investments Commission (“ASIC”) in Australia,
the Cyprus Securities and Exchange Commission (“CySEC”) in
Cyprus, the Israel Securities Authority (“ISA”) in Israel, the Financial
Markets Authority (“FMA”) in New Zealand, the Financial Sector
Conduct Authority (“FSCA”) in South Africa, the Monetary Authority
of Singapore (“MAS”) in Singapore, the Financial Services Authority
(“FSA”) in the Seychelles, the Commodities Futures Trading
Commission (“CFTC”) and National Futures Association (“NFA”)
in the US, the Estonian Financial Supervision Authority (“EFSA”) in
Estonia, the Financial Services Agency (“FSA”) in Japan, the Dubai
Financial Services Authority (“DFSA”) in the UAE, the Securities
Commission of the Bahamas (“SCB”) in the Bahamas, the Securities
and Commodities Authority (“SCA”) in the UAE, and other regulatory
authorities, as appropriate, in jurisdictions where the Group has
a significant operation. The Committee is also responsible for
reviewing risk assessment programmes and internal controls.
The Regulatory & Risk Committee is responsible for reviewing the
Group’s most significant risks to achieve its strategic objectives
and address any emerging risks, reviewing the Group’s Risk
Management Policy and ensuring that the Company’s ethics are
being adhered to. The other key governance mandates, pursuant
to the written terms of reference of the Regulatory & Risk Committee
(which are available on the Company’s website), are as follows:
+
To oversee and advise the Board on current and emerging risk
exposures of the Company and future risk strategy;
+ To keep under review the adequacy and effectiveness of the
Company’s internal financial controls and internal control and
risk management strategy and systems;
+ To review the Group’s capability to identify and manage new
risk types;
+
To review the most significant risks to the achievement of
strategic objectives;
+
To review incident reports which monitor incidents and remedial
activities; and
+
To consider and approve the remit of the risk management
function and ensure that it has adequate resources and
appropriate access to information to enable it to perform
its function effectively and in accordance with the relevant
professional standards.
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Governance
Independent
(including Committee Chair)
Non-Independent
75%
25%
Female
(including Committee Chair)
Male
50%
50%
A summary of the major activities and decisions of the Committee
in 2024 is set out below.
Regulatory
and
compliance
review
+
Periodically reviewed regulatory, compliance
and AML reports.
+
Oversaw the implementation of new regulatory
requirements.
+
Monitored and assessed the Group’s
relationships with regulatory authorities.
Licence
application
review
+
Reviewed the licence applications prepared
during the period.
Risk review
and
assessment
+ Reviewed periodic risk reports, including VaR
reports and performance analysis reports.
+ Reviewed risk assessment programmes and
internal risk management controls.
+
Reviewed emerging and principal risks for the
period and the Company’s risk register.
+
Reviewed and assessed our current approach
to hedging as well as possible options for future
approaches in this area.
+
Reviewed risks associated with the Group’s
operations, including the US futures
businesses.
Regulatory
training
+
Participated in regulatory training sessions
by the Company’s legal advisors, including:
fintech industry, UK regulation, US futures
market, data protection and privacy matters,
as well as MAR.
Governance +
Reviewed the Committee’s terms of reference.
+
Reviewed the 2024 Regulatory & Risk
Committee Report which is included within
this Annual Report.
+
Reviewed the 2024 Risk Management
Framework which is included within this Annual
Report.
Climate
change
+ Review of 2024 TCFD Report which is included
within this Annual Report, on pages 33 to 37.
Committee composition
The Regulatory & Risk Committee is chaired by Prof. Varda
Liberman. The other members are Elad Even-Chen, Tami
Gottlieb and Prof. Jacob A. Frenkel. According to the
Committee’s terms of reference (which are available on the
Company’s website), the Committee shall comprise at least
three members, the activities of the Committee should
involve participation by the Chair of the Audit Committee
(Tami Gottlieb), and the Group Chief Financial Officer (Elad
Even-Chen) should also be a member of the Committee.
Details of the skills and experience of the Regulatory & Risk
Committee members can be found on pages 54 to 57.
Committee
gender diversity
Committee
independence
Plus500 Ltd. 2024 Annual Report | 79
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Governance
REPORT OF THE ESG COMMITTEE
Report of the
ESG Committee
Committee attendance in FY 2024
Details of the number of scheduled Committee meetings
and individual attendance at these meetings are set out
in the Committee attendance table below.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Steve Baldwin (Chair) 3 3 (100%)
David Zruia 3 3 (100%)
Anne Grim
1
3 3 (100%)
1
Anne Grim stepped down from the Board and the Committee
in January 2025 after completing her term as an Independent
Non-Executive Director.
Dear Shareholder
At Plus500, we believe ESG disclosure should continue to be a
highly relevant theme across global capital markets, as investors
continue to seek a greater level of understanding and detail about
how companies are managed in this regard.
Chairing the ESG Committee for three years now, I am pleased
to provide an overview of the work carried out by the ESG
Committee during the year, as well as its objectives and priorities
for the year ahead.
The ESG Committee, established four years ago, together with
the Board and the entire Group, remain fully committed to
the continuation of the development of our ESG strategy. ESG
continues to be a critical element of our organisational culture,
operations and reporting and we believe has a direct impact on
our competitive advantage and operational performance.
A few years ago, we carried out a comprehensive materiality
assessment for identifying the ESG priority areas for Plus500,
which indicated that our key priorities should be customer care
and protection, organisational culture, cyber security, systems
infrastructure and leadership and governance. Our commercial
and operational approach and progress during 2024 in each of
these areas can be found in this Annual Report, in particular in
the ESG section on pages 26 to 32. With the assessment laying the
foundations of the Group’s approach in this area, the Committee
made strong progress during the year to further develop Plus500’s
position in ESG, by refreshing our reporting and disclosure, in-line
with the latest regulatory and disclosure requirements, as
exemplified in various sections of this Annual Report.
In-depth discussions were held by the
Committee during the course of 2024,
with key focus on social aspects, such
as customer care and protection, as
well as employees’ satisfaction, welfare,
well-being and career development.”
Steve Baldwin
Chair of the ESG Committee
Plus500 Ltd. 2024 Annual Report | 80
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Governance
Independent
(including Committee Chair)
Non-Independent
67%
33%
67%
33%
Female
Male
The Group remains committed to managing its environmental
impact, consistently aiming to ensure that it conducts appropriate
and necessary actions to minimise the impact of its operations
on the environment. The Group has made various commitments,
including: to protect the environment, to reduce waste, as well
as water, energy and resource use, to monitor the Group’s
environmental performance and to ensure that office services
are sourced from providers that share these commitments.
Also, during the year, the Committee and the Board continued to
review Plus500’s Environmental Policy, which is available on the
Company’s website.
As the Company supports the recommendations published by
the TCFD, during 2024, the Committee continued its work with
a specialist ESG consultant which provided support for the
Group’s ongoing approach to ESG reporting and disclosure going
forward. Detailed reporting and disclosure against the TCFD
recommendations, which includes the reporting of our Scope 1
and Scope 2 emissions data, including the Group’s future plans to
continue to align itself to the TCFD recommendations, is outlined
in the TCFD Report on pages 33 to 37.
Also, during the year, the Committee reviewed the Donations &
Volunteering Procedure and received a report from the Company’s
Donations Committee and the Chief People Officer detailing the
type and amounts of donations made during 2024 (both monetary
and in-kind donations) and the profile of charitable and non-profit
organisations which received the donations and future charitable
initiatives. Also, within this report, the Committee received updates
on employee volunteering days which took place during the year.
In-depth discussions were held by the Committee during
the course of 2024, with key focus on social aspects, such as
customer care and protection, as well as employees’ satisfaction,
welfare, well-being and career development. Also, in 2024, a
global employee satisfaction survey was circulated to all
Group employees. The feedback received was presented to the
Committee (and to the Board as a whole) by the Chief People
Officer and we are pleased to report that it was very positive overall
with only a few focus areas for the years ahead.
The Committee remained mindful of the various diversity aspects,
and ensured, in conjunction with the Nomination Committee,
that our Board is sufficiently diverse from both gender and ethnic
perspectives, and also reviewed gender diversity as part of the
Group’s succession planning.
Last but not least, I would like to take this opportunity to thank Anne
Grim for her contribution and dedication, serving as a member
of the Committee over the past four years until January 2025,
when she stepped down from the Board and the Committee after
completing her term. I would also like to welcome our long-serving
director, Tami Gottlieb, who was appointed as a member of the
Committee as of February 2025.
I look forward to reporting on the ESG Committee’s further progress
in next year’s Annual Report.
Steve Baldwin
Chair of the ESG Committee
23 March 2025
Committee composition
The ESG Committee is chaired by Steve Baldwin. As of the
date of this Annual Report, the other members are David
Zruia and Tami Gottlieb (as of February 2025). According
to the Committee’s written terms of reference (which are
available on the Company’s website), the Committee shall
comprise of at least three members, and the majority of
the members of the Committee should be Independent
Non-Executive Directors (Steve Baldwin and Tami Gottlieb).
Details of the skills and experience of the ESG Committee
members can be found on pages 54 to 57.
Committee
independence
Committee
gender diversity
Plus500 Ltd. 2024 Annual Report | 81
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Governance
Committee responsibilities and activities
The overall responsibilities of the ESG Committee are to assess
the following pillars:
+
Environmental: the Group’s impact on the natural environment
and its adaptation to climate change, including greenhouse
gas emissions, energy consumption, generation and use of
renewable energy, biodiversity and habitat, impact on water
resources and the status of water bodies, pollution, resource
efficiency, the reduction and management of waste, and the
environmental impact of the Group’s supply chain;
+ Social: the Group’s interactions with employees, commercial
counterparties, stakeholders and the communities in which
it operates and the role of the Group in society, workplace
policies (for example, employee relations and engagement,
diversity, non-discrimination and equality of treatment, health,
safety and well-being), ethical procurement, any social or
community projects undertaken by the Group, social aspects
of the supply chain, community and stakeholder engagement
or partnerships; and
+
Governance: the ethical conduct of the Group’s business,
including its business ethics policies, code of ethics and
counterparty due diligence.
A summary of the major activities and decisions of the Committee in 2024 is set out below.
Reports and policies
review
+ Periodic review of ESG reports.
+ Reviewed succession planning (with a focus on gender diversity).
+ Reviewed and approved an updated Donations and Volunteering Procedure.
+ Reviewed and approved the Company’s Environmental Policy and Equality, Diversity and Inclusion Policy.
Diversity review + Reviewed gender diversity on the Board.
+ Reviewed ethnic diversity on the Board.
+ Reviewed gender diversity in respect of succession plans.
Donations and
community
initiatives review
+
Reviewed the type and amounts of donations made globally during 2024 (both monetary and in-kind
donations), the profile of charitable and/or non-profit organisations which received the donations and future
charitable initiatives.
+ Reviewed employee volunteering days which took place during the year.
+ Reviewed development programmes for students (Bootcamp training programme).
Customer care and
protection
+ Conducted a review of customer care and protection activities in 2024.
+
Participated in training sessions and workshops covering various operational aspects, with a focus on customers.
Employees’
satisfaction, welfare
and well-being
+ Review of employee welfare, well-being and development, presented by the Chief People Officer.
+ In-depth review and discussion on employee feedback, as part of the employee satisfaction survey, which
was conducted across the entire Group.
Gap analysis +
Worked with a specialist ESG consultant to conduct a gap analysis of the Group’s ESG reporting and disclosure,
compared to our UK-listed peer companies and US-listed fintech companies.
+ Discussed and agreed an approach for the Group’s ESG reporting and disclosure, based on the findings of
this analysis.
TCFD reporting +
Worked with a specialist ESG consultant to prepare detailed reporting and disclosure against the TCFD
recommendations, which includes the reporting of our Scope 1 and Scope 2 emissions data (see page 37 of this
Annual Report).
Governance + Reviewed the Committee’s terms of reference.
+ Reviewed the 2024 ESG Report which is included within this Annual Report.
+ Reviewed the 2024 ESG Committee Report which is included within this Annual Report.
The other key governance mandates, pursuant to the written terms
of reference of the ESG Committee (which are available on the
Company’s website), are as follows:
+
To ensure that sufficient focus and resources are given to
implementing, monitoring and managing the Company’s ESG
policies and processes and that these remain effective;
+
To ensure that the Board’s ethics are being adhered to and
the Company continues its commitment to issues concerning
social responsibility;
+ To consider any key learnings from internal or external reviews
and investigations of any marketing, advertising campaigns and
promotional activities which have had a significant negative
impact on the brand or image of the Group; and
+
To consider the adequacy of the Group’s ESG policies and
processes by reviewing reports prepared by management in
relation to:
– Diversity in the workplace;
–
Security and health and safety in respect of the Group’s
employees and premises;
– Charitable donations and pro bono programmes; and
– The Group’s impact on the environment.
REPORT OF THE ESG COMMITTEE CONTINUED
Plus500 Ltd. 2024 Annual Report | 82
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Governance
Report of the
Remuneration Committee
Committee attendance in FY 2024
Details of the number of scheduled Committee meetings
and individual attendance at these meetings are set out
in the Committee attendance table below.
SCHEDULED
MEETINGS
ELIGIBLE TO
ATTEND
SCHEDULED
MEETINGS
ATTENDED
Daniel King (Chair)
1
2 2 (100%)
Tami Gottlieb 2 2 (100%)
Varda Liberman 2 2 (100%)
1
Daniel King was appointed as an Independent Non-Executive
Director, External Director and as a member and Chair of the
Committee commencing 19 June 2024.
Dear Shareholder
I am privileged to have been appointed as Chair of the
Remuneration Committee as of June 2024. On behalf of the Board,
I am pleased to present the Remuneration Committee Report for
FY 2024.
Since the Company’s listing on the LSE in 2013, through its transition
from AIM to the Main Market in 2018, the Company’s ongoing
commitment to adhering to the highest standards of corporate
governance has not wavered. By aligning with UK standards,
the Company demonstrates its commitment to transparency,
shareholder engagement, and best practices in corporate
governance, reinforcing trust and confidence among its
stakeholders. As an Israeli incorporated company, listed outside
fl
by legal requirements under the Israeli legal framework, which in
part differ from the UK standards, and which are generally more
closely aligned with those in the United States.
In order to ensure that the Company’s approach to compensation
is consistent with both the expectations of UK investors, as well
as the regulatory requirements under Israeli law, the Company’s
Remuneration Policy and annual report on remuneration were
drafted taking into consideration both UK standards and the
requirements for an Israeli incorporated company, which operates
in a highly competitive global technology sector.
In accordance with the provisions of the Companies Law,
shareholders’ approval will generally be sought for the adoption
of a Remuneration Policy, once every three years. Accordingly,
the Company sought shareholders’ approval in adopting its
Remuneration Policy for the years 2024, 2025 and 2026. We are
pleased that this policy, which was approved at our 2023 AGM,
took effect as of 1 January 2024.
Prior to bringing this policy for shareholders approval, the
Remuneration Committee retained and sought advice from
leading compensation consultants and, following ongoing
engagement with shareholders, the Remuneration Committee
and the Board reviewed the Remuneration Policy for the years
2021-2023, and proposed changes to align this policy even more
closer with UK norms and best practice.
REPORT OF THE REMUNERATION COMMITTEE
By aligning with UK standards, the
Company demonstrates its commitment
to transparency, shareholder engagement,
and best practices in corporate governance,
reinforcing trust and confidence among
its stakeholders.”
Daniel King
Chair of the Remuneration Committee
The Company’s Remuneration Policy for the years 2024, 2025 and
2026 introduced several changes to accommodate this alignment
with UK best practice, including: (1) the LTIP scheme for Executive
Management is now 100% subject to a post-vesting holding period
flfi
fi
LTIP award, 40% on the second year of the LTIP award and 50% on the
third year of the LTIP award). This scheme positions the Company
in-line with UK best practice; (2) the LTIP scheme now continues
with a newly implemented post-contractual agreement with a
period of two years; and (3) increasing the short-term incentive
award deferral to 67% in shares and 33% in cash, instead of 33% in
shares and 67% in cash.
In summary, the Company’s Remuneration Policy for the years
2024, 2025 and 2026, including the structure of the annual bonus
and Long-Term Incentive Plan awards, remains well-aligned with
shareholder expectations, shareholder advisory bodies’ guidelines,
fl
as in previous years, ensuring consistency and stability in the
approach to executive compensation.
Plus500 Ltd. 2024 Annual Report | 83
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Governance
REPORT OF THE REMUNERATION COMMITTEE CONTINUED
The Remuneration Committee and the Board take governance
matters very seriously and therefore acknowledged that, in
recent years, certain shareholders have sought a greater level
of disclosures as to the Remuneration Committee’s decision-
making process. This has been a key consideration throughout
the Remuneration Committee’s review process.
Our 2024 Directors’ Remuneration Report, which will be put to
shareholders’ vote (as a non-binding advisory vote given that,
as an Israeli incorporated company, Plus500 is not subject to
these requirements) at our 2025 AGM provides an overview of
remuneration paid in respect of performance in 2024. This report
has evolved further, as Plus500 continues to provide clearer and
transparent disclosures aligned to UK best practice, and has
been prepared once again with the view of considering both the
Israeli mandatory requirements and the standards for a UK-listed
company.
Business and financial performance
Since Plus500’s IPO in 2013 to the end of 2024, the Company has
returned a total of $2.5bn to shareholders, through dividends and
share buybacks, including those announced in February 2025,
contributing to an impressive c.6,000% total return over that period.
As a result, the Company was the best performing share on the FTSE
All-Share Index on a total return basis (based on Bloomberg TSR of
FTSE All-Share Index between FY 2013 to FY 2024). The Company has
also remained debt-free since inception and continues to maintain
a robust balance sheet, even after such substantial distributions.
Consistent with its shareholder returns policy, and demonstrating
the enduring strength of its balance sheet, the Company prioritises
the execution of share buyback programmes, which are designed
to create and enhance value for shareholders. The Company
began implementing share buyback programmes in 2017. Through
open communication with shareholders, these programmes have
been progressively scaled up and are now a key component of
the shareholder returns policy, representing at least 50% of total
shareholder returns in a given period.
Over the past three years, under the leadership of the current
management team, the Company has expanded into new lines of
business, positioning itself for growth in untapped markets. These
strategic moves not only bolster Plus500’s competitive edge but
fi
As such, it is important to recognise the collective efforts of the CEO
and CFO which have contributed to the continued success and
growth of Plus500. Their leadership and commitment have been
fi
that their continued guidance will propel the Company towards
even greater success.
During the course of 2024, there were several upgrades of external
fl
of the Company’s strategic plan. Furthermore, such increases
underscore the critical role that the Executive Directors have played
in driving the business forward.
fi
fi
delivering further outstanding revenue and EBITDA performance.
2024 operation of policy
fi
operational performance, and the annual bonus targets were
met in full with bonus payable to David Zruia of $2,226,000 and
Elad Even-Chen of $2,226,000, as a result of their leadership, hard
work and commitment. Plus500 outperformed against a number
of strategic objectives, including the delivery of the following
milestones:
Operational milestones:
+
Strong operating results in the US futures market. In FY 2024, the
non-OTC business as a whole, which includes share dealing and
futures, represented c.10% of total Group revenue, c.15% of New
Customers and c.36% of total customer deposits, highlighting
its growing importance to the Group.
+ In January 2024, the Group obtained a clearing membership
of Eurex Clearing AG.
+
In 2024, Plus500 launched ‘Plus500 Cosmos’, a new, innovative
client portal serving B2B customers. This innovation represents a
fi
its development has been made possible thanks to Plus500’s
market-leading technology and commitment to best-in-class
operations and customer service.
+
The B2C business onboarded a record number of New
fl
trading platform, products and services. During the period,
‘T4-Pro’, the Group’s futures trading platform aimed at more
professional traders, was also updated to include enhanced
trading tools, a wider product offering and options on futures.
Financial milestones:
+ fi
EBITDA of $342.3m in FY 2024 ,both of which were ahead of
market expectations.
+
fi
cash balances of $890.0m as of 31 December 2024.
+
During FY 2024, the Company returned to shareholders $345.2m,
comprising share buybacks of $195.0m and dividends of $150.2m.
+
Additional shareholder returns of $200.0m were announced
in February 2025, comprising a share buyback programme of
$110.0m and dividends of $90.0m.
Full details of the remuneration payable for FY 2024 performance
are set out in the Directors’ Remuneration Report.
Plus500 Ltd. 2024 Annual Report | 84
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Governance
67%
33%
Female
Male (including
Committee Chair)
Independent
(including Committee Chair)
Non-Independent
100%
The Remuneration Committee and the Board comprehensively
assessed Executive Management’s performance against
these targets and, given Executive Management’s substantial
commitment in leading and delivering Plus500’s outstanding
fi
determined that these targets were met in full. Furthermore, the
Committee and the Board are comfortable that the remuneration
paid for 2024 is aligned to the strong performance in the year and
investor returns, particularly in the context of a challenging macro-
economic environment and the impact of ongoing uncertainty
within the international capital markets, bringing an additional
layer of complexity which management handled extremely well.
Concluding remarks
Since the results of our 2024 AGM, the Chair and Executive
Management team engaged with various shareholder advisory
bodies and a number of shareholders, taking into account their
feedback.
All the resolutions put to the 2024 AGM were approved by the
requisite majority with the exception of the non-binding advisory
resolution to approve the 2023 Directors’ Remuneration Report.
The Board noted that one resolution proposed at the 2024 AGM
passed with more than 20% of votes cast against. This resolution
related to the re-election of Prof. Jacob A. Frenkel as Non-Executive
Director and Chair of the Board, where 71.57% of votes cast were
in favour.
Since the 2024 AGM, consistent with the Company’s commitment
to maintaining ongoing, transparent dialogue with all stakeholders,
the Board put in place a detailed plan to engage with its key
shareholders and the shareholder advisory bodies to which the
majority of the Company’s shareholders are subscribed, namely
ISS and Glass Lewis. The feedback received is further detailed on
page 97.
The Board remains fully committed to achieving the highest
governance standards and will continue to engage regularly with
shareholders and to consider their views in its decision-making.
I look forward to reporting on the Remuneration Committee’s
further progress in next year’s Annual Report.
Daniel King
Chair of the Remuneration Committee
23 March 2025
Committee composition
The Code recommends a remuneration committee
to consist of at least three members and that all of its
members be Non-Executive Directors, independent in
character and judgement and free from any relationship
or circumstance which may, could or would be likely to, or
appear to, affect their judgement.
The Companies Law requires a remuneration committee
to consist of at least three members, and all of the
External Directors must be members of the committee
and constitute the majority thereof. The remaining
members must qualify to serve as members of the Audit
fi
compensation is in accordance with the compensation
requirements applicable to the External Directors. The
Chair of the Remuneration Committee must be an External
Director.
The Remuneration Committee comprises three
Independent Non-Executive Directors: Daniel King (as of
June 2024), Tami Gottlieb and Prof. Varda Liberman and is
chaired by Daniel King. Tami Gottlieb and Daniel King are
External Directors under the Companies Law. Details of
the skills and experience of the Remuneration Committee
members can be found on pages 54 to 57.
Committee
independence
Committee
gender diversity
Plus500 Ltd. 2024 Annual Report | 85
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Governance
Annual report on remuneration 2024
This section of the Annual Report describes the
implementation of the terms of reference, Israeli law
requirements and the provisions of the Code.
Committee responsibilities and activities
The Remuneration Committee meets not less than twice a
year and at such other times as required. The Remuneration
Committee has responsibility for determining, within the
agreed terms of reference, the Companies Law provisions
and subject to the Remuneration Policy, the Group’s policy
on the remuneration packages of the Company’s Chief
fifi
Board and the other Non-Executive Directors, the Company
Secretary and other senior executives determined by the
Committee.
The other key governance mandates of the Committee
pursuant to the Companies Law and the written terms
of reference of the Remuneration Committee (which are
available on the Company’s website) are as follows:
+
Reviewing the Remuneration Policy and making
recommendations to the Board with respect to the
approval of the Remuneration Policy at least once every
three years;
+
Reviewing the implementation of the Remuneration
Policy and periodically making recommendations to
the Board with respect to any amendments or updates
of the Remuneration Policy;
+
In determining remuneration policies for the Company’s
senior management and/or individual remuneration
packages of each Executive Director, the Chair of the
Board and other designated senior executives, the
Remuneration Committee is required to give regard
to the relevant legal and regulatory requirements, the
provisions of the Companies Law, the provisions and
recommendations of the Code and associated guidance;
+
Approving and determining the targets for any
performance-related pay schemes; and
+ Reviewing the design of all share incentive plans to be
brought for approval by the Board and (if required or
deemed appropriate) the shareholders.
REPORT OF THE REMUNERATION COMMITTEE CONTINUED
A summary of the major activities and decisions of the Committee
in 2024 is set out below:
Base salary/
service fees
+
Reviewed the Executive Directors’
remuneration.
+
Reviewed and approved the Chair’s and Non-
Executive Directors’ fees and recommended
them to the Board and the Company’s
shareholders.
Bonus +
Reviewed the performance of the Chief
fi
compared to the targets previously set and
approved.
Long-Term
Incentive
Plans (“LTIPs”)/
Restricted
Share Units
(“RSUs”)
+
Reviewed the Executive Directors’ 2025 LTIP
plans.
+
Reviewed and approved the 2025 RSU grants
to Executive employees.
Remuneration
Policy for
Directors and
Executives
+
Reviewed alignment with the Remuneration
Policy for Directors and Executives for the
years 2024-2026, which was approved at the
2023 AGM held in May 2023.
Governance +
Oversaw the rotation in the Committee
membership (as of June 2024).
+ Engaged with shareholder advisory bodies.
+
Reviewed corporate governance and
determined the appropriate levels
of disclosure for the 2024 Directors’
Remuneration Report.
+
Reviewed the 2024 AGM remuneration report
results and investor and shareholder advisory
bodies’ views on remuneration.
+
Reviewed the Committee’s terms of reference
in light of the Code and the Companies Law.
+
Reviewed the 2024 Remuneration Committee
Report which is included within this Annual
Report.
+ Reviewed the 2024 Directors’ Remuneration
Report, which is included within this Annual
Report.
The Company Secretary ensures that the Remuneration
fi
of reference and provides regular updates to the Remuneration
Committee on relevant regulatory developments in the UK,
information on Israeli market trends and compensation structures
on a broader group level.
Plus500 Ltd. 2024 Annual Report | 86
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Governance
Remuneration policy
Pursuant to the Companies Law, all public Israeli companies,
including companies whose shares are only publicly listed
outside of Israel, such as Plus500, are required to adopt a written
remuneration policy for their Directors and Executives, which
addresses certain items prescribed by the Companies Law. The
adoption, amendment and restatement of the policy is to be
recommended by the Remuneration Committee and approved
by the Board and the Company’s shareholders.
Objectives of the Remuneration Policy
The Remuneration Policy is set to ensure that remuneration is
fi
and experienced Executive Directors, who are appropriately
incentivised to drive excellent business and operational
performance, while considering the approach to remuneration
throughout the Group. As such, the Company’s Remuneration
Policy for FY 2024 – FY 2026 was designed taking into account the
principles of Provision 40 of the Code.
The Remuneration Committee believes that the Remuneration
Policy meets these principles, as summarised below:
+
Clarity – The Remuneration Policy provides open and
transparent disclosures on Executive Directors’ remuneration
arrangements and promotes effective engagement with
shareholders and the workforce.
+ Simplicity – The Remuneration Policy is designed to be easy
and straightforward to understand, as well as easy to monitor.
+
Predictability – The Remuneration Policy includes details of
the maximum opportunity levels for each component of pay.
Actual incentive outcomes vary depending on the level of the
fi
+
Proportionality – The Remuneration Policy clearly links between
individual awards, the delivery of strategy and the long-term
performance of the Group. We believe that the outcomes reward
excellent performance.
+
Alignment to culture – Incentive schemes within the
Remuneration Policy drive behaviours consistent with Plus500’s
purpose, values and strategy.
Remuneration Policy for the years 2024, 2025 and 2026
The Company’s Remuneration Policy for Directors and Executives
fi
received from the Company’s shareholders and shareholder
advisory bodies.
The Company has enhanced its remuneration policy thoroughly,
structuring it with both short- and long-term components,
satisfying shareholder views and UK standards. In addition, the
remuneration policy was crafted with the support of external
advisors and certain shareholder feedback.
In 2023, the Remuneration Committee introduced a three-year
remuneration policy for Directors and Executives, covering FY 2024
– FY 2026, which was built upon the framework established in the
previous policy (covering FY 2021 – FY 2023). Both remuneration
fi
such as Korn Ferry.
The remuneration policy covers a period of three years, bringing
stability, clarity and transparency to shareholders as well as further
fi
the structure of the awards to have a higher percentage settled
in shares instead of cash.
The policy emphasises transparency and fairness, ensuring
alignment with market practices and Plus500’s strategic goals.
Regular reviews are conducted to maintain its relevance, with any
material changes subject to additional shareholder approval.
fl
sustainable growth and creating value for shareholders over the
years 2024-2026 and beyond.
The Remuneration Policy, covering the years FY 2024, FY 2025 and
FY 2026, includes several changes to accommodate this closer
alignment with UK best practice. In particular:
+
The LTIP scheme for Executive Management is 100% subject
fl
fi
fi
the second year of the LTIP award and 50% on the third year of
the LTIP award). This scheme positions the Company in-line
with UK best practice;
+ The LTIP scheme continued with a newly implemented post-
contractual agreement with a period of two years;
+
Annual bonus award deferral to 67% in shares and 33% in cash,
instead of 33% in shares and 67% in cash; and
+ fi
the targeted KPIs included within the Remuneration Policy
fi
been included in order to provide a greater level of visibility for
shareholders.
In accordance with the provisions of the Companies Law,
shareholders’ approval will continue to be sought for our
Remuneration Policy at least once every three years. The
Company’s shareholders approved the current policy at our 2023
AGM, held in May 2023, and we remain committed to reviewing the
policy once its term concludes.
Plus500 Ltd. 2024 Annual Report | 87
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Governance
REPORT OF THE REMUNERATION COMMITTEE CONTINUED
Stakeholder engagement
Employees, customers and service providers
The Board regularly communicates with and receives feedback
from the Group’s employees through a variety of channels. Steve
Baldwin, as the designated Non-Executive Director dedicated
to workforce engagement, meets on a yearly basis with the
Group’s workforce and, at such meetings, employees have the
opportunity to share their views, including on executive and
employee remuneration.
In addition, employees can contact Mr. Baldwin directly on matters
they wish to discuss with him or with the Board. Mr. Baldwin also
regularly communicates with senior management who have
connections with other stakeholders of the Company, such as
customers and suppliers. Mr. Baldwin reports any key messages
from these meetings to the Board and ensures that they are
considered as part of the Board’s decision-making process.
fi
variety of topics and conducts round table discussions with its
employees worldwide.
The Company seeks to consider and act on employee feedback
and is committed to ensuring that its remuneration structures
are supported by its employees. The Company is also continually
working to develop best practice in-line with the Code and
is considering whether additional channels of employee
communication are required in order to better develop employee
engagement and foster stronger connections with its workforce.
Shareholders and shareholder advisory bodies
The Chair of the Board, as well as the Chair of the Remuneration
Committee, are in communication with shareholders of the
Company on a variety of matters and are grateful for shareholders’
engagement and feedback during FY 2024.
As mentioned, in developing the Company’s Remuneration
Policy for the years 2024, 2025 and 2026, which was approved
by shareholders at the 2023 AGM, the Committee consulted with
major shareholders and engaged with other shareholder advisory
bodies. Shareholders are also aware that, as the Company is
subject to Israeli law, there are local laws that the Company must
comply with that may not be fully aligned with UK standards.
The Board always takes the outcome of shareholder votes
seriously and, going forward, will continue its engagement and
dialogue with shareholders and their representatives and will
continue to consider related shareholder feedback, with a view
to implementing this feedback, as appropriate.
Further details on shareholders and shareholder advisory bodies’
engagement made during 2024, can be found in our Directors’
Remuneration Report on page 97.
Approach to recruitment and
remuneration of Executive Directors
Plus500 believes that strong, effective leadership is fundamental
to its continued growth and future success. This requires the
ability to attract, retain, reward and motivate highly-skilled
Executive Directors, with the competencies needed to excel in a
rapidly changing marketplace and to continually motivate their
employees.
When setting remuneration packages for new Executive Directors,
compensation will be set in-line with the Remuneration Policy of
the Company. Several factors will be considered, including: the
geography in which the role competes or is recruited from; the
candidate’s experience and skills; the remuneration levels of other
Executive Directors and colleagues in peer companies in Israel and
in the international market; and market standards and norms in
the UK and the international markets.
Relocation expenses
If necessary, and subject to the Executive Directors being asked
according to the Company’s needs, to relocate to another location,
either on a stand-alone basis or together with their families, they
will be provided with a contribution towards relocation expenses,
all housing and related expenses, all school fees, travel costs, and
all other related fees, all in line with the related countries and the
level of executive seniority applicable to the executives and their
families.
Ongoing evolution of Remuneration Policy
fi
in recent years and now has a fundamental new structure and
perspective to accommodate best practice, based on the
feedback received from the Group’s shareholders and shareholder
advisory bodies. A new structure of remuneration policy, covering
fi
2023, the Remuneration Committee introduced a new three-year
remuneration policy, covering FY 2024 – FY 2026, which was built
upon the framework previously established. Both remuneration
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such as Korn Ferry.
The current remuneration policy for the years FY 2024 – FY 2026
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emphasises transparency and fairness, ensuring alignment with
market practices and Plus500’s strategic goals. Regular reviews are
conducted to maintain its relevance, with any material changes
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the Company’s commitment to fostering sustainable growth and
creating value for shareholders over the years 2024, 2025, 2026 and
beyond. Plus500 remains committed to reviewing any necessary
adjustments to the policy once its term concludes.
Plus500 Ltd. 2024 Annual Report | 88
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The current plan underscores management’s long-term
commitment. For example, 84% of the variable compensation
prioritises equity-based grants over cash allocations. This
approach reflects an even higher proportion than the UK
standards, further emphasising the focus on sustained growth
and value creation. The Remuneration Committee, and the Board
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individual contributions of the Executive Directors with the overall
success of the Group.
In-line with the Company’s objectives, we have maintained a
responsible and balanced approach to remuneration. The annual
review of remuneration packages takes into consideration the
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strategic plan. The remuneration terms for the Executive Directors
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long-term interests of the Company and its shareholders.
Accordingly, the remuneration structure includes a combination of
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awards, designed to incentivise the successful delivery of our
strategic goals and create shareholder value.
Plus500’s Executive Directors, the Group CEO and CFO, have both
been with the Company for over 14 years, and they have been
instrumental in crafting the Group’s long-term vision. They are
fully committed to the Company’s sustained success and to its
stakeholders.
Non-Executive Directors
Non-Executive Directors are appointed for a one-year term and
are subject to re-election at each AGM. External Directors are
appointed by shareholders at an EGM or AGM for a three-year
term commencing on the date of their appointment by the
shareholders. This term may be extended for up to two additional
three-year terms subject to re-election by shareholders at an EGM
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Director with two months’ written notice, or by the Company
with immediate effect if the Non-Executive Director is not re-
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the Articles. Notwithstanding this, External Directors’ service may
be terminated by the Company also in such circumstances and
manner provided under the Companies Law. Upon termination
no additional payments are due.
The table below details the date and period of appointment of each presiding
Non-Executive Director
NAME POSITION
DATE OF INITIAL
APPOINTMENT TO THE
BOARD OF DIRECTORS
DATE OF MOST RECENT
APPOINTMENT TO THE
BOARD OF DIRECTORS
PERIOD OF
APPOINTMENT
Prof. Jacob A. Frenkel Independent Non-Executive Director
and Chair
May 2021 May 2024 1 year
Prof. Varda Liberman Senior Independent
Non-Executive Director
March 2022 May 2024 1 year
Tami Gottlieb Independent Non-Executive Director
and External Director
March 2021 March 2024 3 years
Daniel King Independent Non-Executive Director
and External Director
June 2024 N/A 3 years
Steve Baldwin Independent Non-Executive Director June 2017 May 2024 1 year
The table below details the date and period of appointment of each presiding
Executive Director
NAME POSITION
DATE OF INITIAL
APPOINTMENT TO THE
BOARD OF DIRECTORS
DATE OF MOST RECENT
APPOINTMENT TO THE
BOARD OF DIRECTORS
PERIOD OF
APPOINTMENT
David Zruia Executive Director April 2020 May 2024 1 year
Elad Even-Chen Executive Director June 2016 May 2024 1 year
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Governance
DIRECTORS’ REMUNERATION REPORT
Annual report on
remuneration 2024
Introduction
This report sets out information about the remuneration of the Board members of the Company, for the year ended 31 December 2024.
Audited information – Directors’ remuneration – 1 January 2024 to 31 December 2024
Single figure of remuneration
The detailed emoluments received by the Executive and Non-Executive Directors during the year ended 31 December 2024 are detailed
below.
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PricewaterhouseCoopers International Limited.
BASE SALARY/
SERVICE FEES
1
OTHER
EXPENSES
2
TOTAL
FIXED PAY
ANNUAL
BONUS
LTIPs/
RSUs
TOTAL
VARIABLE PAY TOTAL
(US$000) 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
Executive Directors
David Zruia 890 639 199 143 1,089 782 2,226 1,395 1,654 1,559 3,880 2,954 4,969 3,736
Elad Even-Chen 890 639 199 143 1,089 782 2,226 1,395 1,654 1,559 3,880 2,954 4,969 3,736
Non-Executive Directors
Jacob A. Frenkel (Chair) 740 740 – – 740 740 – – – – – – 740 740
Varda Liberman 130 130 – – 130 130 – – – – – – 130 130
Tami Gottlieb 130 130 – – 130 130 – – – – – – 130 130
Steve Baldwin 130 130 – – 130 130 – – – – – – 130 130
Anne Grim
3
130 98 – – 130 98 – – – – – – 130 98
Daniel King
4
69 – – – 69 – – – – – – – 69 –
1
The remuneration terms comprised a salary for David Zruia and service contract fees for Elad Even-Chen (the “base service fees”) according to the
FX rate approved at the AGM.
2
Includes social and other contractual-related expenses.
3
Anne Grim stepped down from the Board in September 2023 after completing a three-year term as an Independent Non-Executive Director and
External Director and was elected by shareholders in January 2024 for a one-year term as an Independent Non-Executive Director, commencing
as of that date. Accordingly, during the above-mentioned period in which she did not serve as a Non-Executive Director, she did not receive any
payment. She completed the one-year term as an Independent Non-Executive Director on 7 January 2025, and accordingly stepped down from the
Board as of this date.
4
Daniel King commenced his three-year term as an Independent Non-Executive Director and External Director in June 2024, following shareholders’
approval at the Company’s 2024 EGM held on 8 January 2024.
General note: In-line with the UK reporting regulations, LTIP and RSU awards shall be reported within the Remuneration Report in the year that the
performance period ends, with the value of the award on grant date.
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Governance
Commentary on the single figure table
Base salary, base service fees and social and other contractual-related expenses
David Zruia’s base salary in 2024 was ILS 3,300,000 as approved at the AGM on 2 May 2023. Elad Even-Chen’s base service fee in 2024
was ILS 3,300,000 as approved at the AGM on 2 May 2023.
Annual Bonus
The 2024 annual bonus for the Executive Directors was determined based on the achievement of the performance measures and
targets set out below:
FINANCIAL
METRICS WEIGHTING OBJECTIVES PERFORMANCE
ACHIEVEMENT
(% OF MAXIMUM)
EPS 40% EPS target to be set according to stretched external
independent consensus to be set by third-party analysts.
Achievement of an EPS growth rate. Target EPS threshold of
$2.48. Minimum threshold is 15% lower EPS from the target
threshold EPS and the maximum payout is made for reaching
a 15% increase from the target threshold, calculated on a
linear basis.
Actual basic EPS for
FY 2024 is $3.57
100%
Revenue 20% Revenue target to be set according to stretched external
independent consensus. Achievement of revenue growth
rate. Target revenue threshold of $615.9m. Minimum threshold
is 15% lower revenue from the target threshold revenue and
the maximum payout is made for reaching a 15% increase
from the target threshold, calculated on a linear basis.
Actual Revenue for
FY 2024 is $768.3m
100%
Total 60% 100%
NON-FINANCIAL
METRICS WEIGHTING OBJECTIVES PERFORMANCE
ACHIEVEMENT
(% OF MAXIMUM)
Operational 40% Achievement of operational targets comprise three equally
weighted elements (13.3% each): Customer Satisfaction and
Systems Availability; Operational Processing; and Risk and
Regulation.
Parameters achieved
for FY 2024
100%
Total 40% 100%
The Remuneration Committee and the Board comprehensively assessed Executive Management’s performance against these
stretched targets, which were set before the start of FY 2024. Given the Executive Management’s substantial commitment in leading
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fifi
Financial KPIs: the EPS and revenue targets applying to the performance-related Annual Bonus are reviewed annually, and the
Remuneration Committee uses external market consensus as a basis for the threshold targets. This is the external market consensus
of various analysts which cover the Company in their views towards the Company’s performance. The Remuneration Committee
believes that using the external market consensus as a basis for the threshold target allows for alignment between remuneration
paid to Executive Directors and the market expectations. Thus, the Committee feels comfortable that such independent measures are
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Plus500 FY 2024 EPS target of $2.48, which was based on external market expectations, took into consideration a stretched growth
element, compared to the FY 2023 target EPS of $2.35 and the FY 2022 target EPS of $1.91 which also were based on external market
expectations. Therefore, the FY 2024 EPS target of $2.48, was stretched and higher than that of the two previous years. Additionally, the
actual outcome of FY 2024 EPS was meaningfully higher than the targeted external market expectations, as a result of the Executive
Management’s successful deployment against the Group’s strategic roadmap.
EPS is a primary KPI and important underlying measure for Plus500, which helps investors compare the Group’s performance to its
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Therefore, the Remuneration Committee believes EPS should remain an important element in both the Annual Bonus and LTIP awards
for Executive Management.
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from a single-product OTC model to a global multi-asset operation is evident with the non-OTC business as a whole, representing
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step in the Group’s growth, with projects underway that are expected to contribute to long-term performance and continued value
creation in the years ahead.
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Governance
Non-financial KPIs: the operational KPIs outlined in the table above comprise three equally weighted elements, as follows:
+
Customer Satisfaction and Systems Availability – measured by applicable KPIs. The Group places a strong emphasis on customer
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growth for Plus500 depends on an ongoing focus on customer satisfaction levels, measured quantitatively. Customer satisfaction
is driven by Plus500’s customer-centric approach and a heightened focus on retention and service enhancements. This progress is
evident in the strong client tenure, with 88% of OTC revenue being generated by customers trading with Plus500 for more than a year,
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in 2024 underscores the effectiveness of these efforts, highlighting the Group’s commitment to fostering long-term relationships
with its customers. The Company adheres to the highest standards of technology, ensuring robust and reliable systems. In FY 2024,
system availability exceeded 99%, demonstrating Plus500’s commitment to providing seamless, uninterrupted service. This level of
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an optimal user experience;
+ Operational Processing – development and implementation of new technologies to enable the expansion of localised payment
abilities, measured by the level of functionality of various technology-based operational systems. Plus500 is strategically positioned
to integrate innovative payment methods, particularly for its new US operations, introducing advanced technological solutions that
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across key markets. In FY 2024, more than three new payment methods were successfully implemented and other technological
solutions were developed internally to enable such new capabilities. Furthermore, the US Futures B2B business launched a revolutionary
new customer portal called ‘Plus500 Cosmos’, which provides IBs and institutional customers with a transparent and easy-to-use
platform offering a variety of different functions including position monitoring and collateral management services; and
+
Risk and Regulation – measured by KPIs related to the regulatory framework. As a Group which has various highly regulated wholly-
fi
regulatory framework. In FY 2024, such thresholds were fully met.
Additional details of these targets and performance against them are not disclosed, as the Board believes they are commercially
fi
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its commitment to transparency and in response to shareholder feedback. As a result, this report includes a comprehensive range of
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accurately measuring their outcomes.
Based on the performance against these targets described above, the Remuneration Committee and the Board agreed the following
2024 bonus awards based on 100% of the maximum opportunity to present achievements and meeting targets.
2024 bonus awards (US$000)
CASH BONUS
BONUS
ALLOCATED IN
SHARES
TOTAL ANNUAL
BONUS
MAXIMUM OPPORTUNITY
AS PERCENTAGE OF
ANNUAL SALARY/BASE
SERVICE FEES*
David Zruia 742 1,484 2,226 250%
Elad Even-Chen 742 1,484 2,226 250%
* Percentage calculation based on annual employment/contractual agreements in ILS.
According to the Executive Directors’ remuneration scheme, an amount equal to 66.67% of the Annual Bonus achieved was paid by
way of allotment of ordinary shares of the Company on 31 December 2024. The number of ordinary shares allotted on the payment
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remuneration plan, approved at the 2023 AGM, covering the years 2024, 2025 and 2026), as adjusted for total shareholder returns. The
allotted ordinary shares are subject to a post-vesting holding period.
DIRECTORS’ REMUNERATION REPORT CONTINUED
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Governance
2025 LTIP Awards
Scheme interests awarded during the year ending 31 December 2024
Executive Directors were granted LTIP grants in respect of 2025 which will vest after three years to the extent performance targets and
KPIs have been achieved, as summarised in the table below.
TARGETS
PERFORMANCE MEASURE WEIGHTING THRESHOLD (25% OF MAX) MAXIMUM (100% OF MAX)
Relative TSR vs bespoke group* 20% Median Median plus 10% p.a.
Relative TSR vs FTSE 250 10% Median Upper Quartile
EPS 30% Subject to achieving EPS target to be set according
to stretched external independent consensus
Strategic 20% Subject to achieving strategic objectives, as set
by the Board and related to growth through M&A,
new products and new markets
Operational 20% Subject to achieving operational objectives, as set
by the Board and related to customer growth and
people objectives
* For this bespoke group, Plus500 uses a group of companies that have similar characteristics and which operate in similar markets.
The details for the LTIP awards granted to each Executive Director are shown below.
GRANT DATE
NUMBER OF
SHARES GRANTED
FACE VALUE OF THE
AWARD (USD) VESTING DATE
MAXIMUM OPPORTUNITY AS
PERCENTAGE OF ANNUAL
SALARY/BASE SERVICE FEES
*
David Zruia 31 December 2024 126,981 2,337,000 31 December 2027 250%
Elad Even-Chen 31 December 2024 126,981 2,337,000 31 December 2027 250%
* Percentage calculation based on annual amounts of the contractual agreements in ILS.
General note: Face value of the award and the number of shares granted on grant date are calculated with reference to share price of GBP 14.67 (which
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FX rate USD/ILS of 3.6542.
The ordinary shares allotted on the vesting date, which are subject to a lock-up period, shall be subject to a two-year lock-up beginning
on the vesting date.
On the vesting date the Company shall allot to the employee or service contractor, ordinary shares, subject to the service condition
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Further details of a number of the performance measures outlined above in relation to the 2025 LTIP awards are as follows:
EPS: the EPS target uses market consensus as a basis for the threshold targets. This is the external market consensus of various analysts
which cover the Company in their views towards the Company’s performance. The Remuneration Committee believes that using the
external market consensus as a basis for the EPS target allows for alignment between remuneration paid to Executive Directors and the
fi
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expectations.
Operational: the operational objectives consist of integration of new business, regulation of new products, customer service and people.
These objectives are measured by such factors as:
+ ESG targets, such as gender diversity, aligned to the Group’s Equality, Diversity and Inclusion Policy. Measurable elements are in
place in relation to gender diversity; and
+ A clear approach to recruitment, aligned to the Group’s strategy in this area.
Strategic:fi
launching new products and entering new geographic markets, which was achieved in a number of ways, including:
+ In 2024, Plus500 launched ‘Plus500 Cosmos’, a new, innovative client portal serving B2B customers;
+ In January 2024, the Group obtained a clearing membership of Eurex Clearing AG;
+
In January 2025, the Group obtained a new regulatory licence in the UAE from the Securities and Commodities Authority (“SCA”); and
+ In January 2025, the Group obtained a clearing membership of ICE Clear US.
The exact KPIs for the LTIP strategic and operational metrics remain commercially sensitive at this time and/or contain or are based
fi
will be retrospectively disclosed within the Annual Report in the Remuneration Report with performance against them.
Plus500 Ltd. 2024 Annual Report | 93
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Governance
The 2022 LTIP Grants were subject to service conditions as well as additional performance targets and KPIs. The 2022 LTIP Grants vested
on 31 December 2024 and the Company issued 648,370 of its treasury shares.
FINANCIAL
METRICS WEIGHTING OBJECTIVES PERFORMANCE
ACHIEVEMENT
(% OF MAXIMUM)
EPS 30% Subject to achieving EPS growth based on a targeted EPS
to be set according to stretched external independent
consensus and calculated on a linear basis, with 25 per cent.
payable upon achievement of 15% lower EPS from the target
threshold EPS and 100 per cent. payable upon achievement
of a 15% increase from the target threshold, calculated on a
linear basis.
Parameters were
fully achieved for the
period
100%
TSR 10% Subject to achieving the median FTSE 250 TSR target and
calculated on a linear basis, with 25 per cent. payable upon
achievement of median TSR for FTSE 250 and 100 per cent.
payable upon achievement of upper quartile for TSR for
FTSE 250.
Parameters were
fully achieved for the
period
100%
TSR* 20% Subject to achieving the median of bespoke group TSR target
and calculated on a linear basis, with 25 per cent. payable
upon achievement of median TSR for bespoke group and
100 per cent. payable upon achievement of median TSR for
bespoke group plus 10 per cent. p.a.
Parameters were
fully achieved for the
period
100%
Total 60% 100%
* For this bespoke group, Plus500 used a group of companies that have similar characteristics and which operate in similar markets.
NON-FINANCIAL
METRICS WEIGHTING OBJECTIVES PERFORMANCE
ACHIEVEMENT
(% OF MAXIMUM)
Strategic 20% Achievement against Board approved strategic objectives,
covering the following areas:
+ Growth through M&A
+ New products and new markets
Parameters were
fully achieved for
the period
100%
Operational 20% Achievement against Board approved operational objectives,
covering the following areas:
+ Customer growth
+ People objectives
Parameters were
fully achieved for
the period
100%
Total 40% 100%
The Committee and the Board carefully assessed performance against objectives set for the 2022 LTIP awards and noting exceptionally
strong performance against all the objectives set, determined the achievement of the objectives at a level of 100% of the maximum
opportunity.
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products and entering new geographic markets, both organically and through bolt-on acquisitions, which were achieved in a number
of dimensions during the period, including obtaining regulatory licences and clearing memberships in several territories such as the
USA, Japan, Estonia, UAE, the Bahamas. Launching new products such as the ‘Plus500 Cosmos’, an innovative client portal serving B2B
customers in the US, the updated ‘T4-Pro’ the Group’s futures trading platform aimed at more professional traders, the Plus500 Futures
trading platform, the Plus500 share dealing trading platform, the FX OTC trading platform for the Japanese retail market and +insights.
The Operational objectives consist of integration of new business, regulation of new products, customer service and people. These
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Diversity and Inclusion Policy. Measurable elements are in place in relation to gender diversity and a clear approach to recruitment,
aligned to the Group’s strategy in this area. The Group had a great success to retain its employees and to recruit new employees in
order to support its strategic roadmap and as employee welfare and development is a key priority for the Group.
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Board believe they are commercially sensitive. They will remain market sensitive because they are an integral part of our ongoing
business operations. The Remuneration Committee has provided as much information as it is able to, given the nature of the objectives,
so that investors can be comfortable that the Remuneration Committee has used a thorough approach in setting the objectives and
targets and measuring the outcome.
DIRECTORS’ REMUNERATION REPORT CONTINUED
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Governance
Further information on 2024 remuneration
Directors’ shareholdings and share plan interests
Summary of Directors’ shareholdings and share plan interests as at 31 December 2024
1
.
OUTSTANDING SCHEME
INTERESTS AS AT 31/12/2024 BENEFICIAL OWNERSHIP IN SHARES
SUBJECT TO
PERFORMANCE
CONDITIONS
WITHOUT
PERFORMANCE
CONDITIONS
AS AT
1 JANUARY
2024
AS AT
31 DECEMBER
2024
2
Executive Directors
David Zruia 529,338 – 207,560 638,719
Elad Even-Chen
3
529,338 – 696,768 1,127,927
Non-Executive Directors
Jacob A. Frenkel – – 32,619 45,684
Varda Liberman – – – –
Tami Gottlieb – – 1,003 1,003
Steve Baldwin – – – –
Anne Grim
4
– – – –
Daniel King
5
– – N/A 37,582
As of 31 December 2024, none of the presiding Board members held more than 1.5% in the Company’s issued share capital.
1
As disclosed above, none of the Directors has any interest in the share capital of the Company or of any of its subsidiaries, nor persons connected
fifi
2
As at 31 December 2024 and up to the date of this Annual Report.
3
The shares are registered in the name of Elad Even-Chen Consulting Services Ltd. or Elad Even-Chen.
4
Anne Grim stepped down from the Board on 7 January 2025, after completing her term as an Independent Non-Executive Director.
5
Daniel King commenced his three-year term as an Independent Non-Executive Director and External Director on 19 June 2024, following
shareholders’ approval at the Company’s 2024 EGM held on 8 January 2024.
General notes:
(a) Outstanding scheme interests as at 31 December 2024 include 2023, 2024 and 2025 LTIP awards that have not vested and the 2025 annual bonus
awards settled in shares that have not vested.
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(c) Total allotment of shares on 31 December 2024 included equity amounts associated with equity bonus schemes and LTIP grants to be vested on
31 December 2024, subject to total shareholder returns up to the allotment date.
(d) The number of ordinary shares allotted on the vesting date was calculated based on the ordinary share price at grant date per each plan, as
adjusted for total shareholder returns, up to the allotment date. An amount equal to the applicable tax liability connected to the LTIPs, RSUs and
annual bonus plans deferred in shares, shall be added by way of gross-up and be paid in cash to fund the tax liability. The allotted ordinary shares
will be transferred out of the treasury shares of the Company.
(e) Shareholder Returns includes dividends and share buybacks.
(f) Shareholding requirement as a percentage of annual salary/base service fee is 200%. As at 31 December 2024, the Executive Directors meet
the requirement.
Executive Director’s service contract
Elad Even-Chen – Chief Financial Officer
The consulting services of Elad Even-Chen are provided to the Company through Elad Even-Chen Consulting Services Ltd., pursuant to
the service contract entered into by the parties. Elad Even-Chen Consulting Services Ltd. is also entitled to participate in a bonus, LTIP
fi
by the consultant.
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Governance
Performance graph and table
Plus500 was admitted to the Alternative Investment Market of the LSE on 24 July 2013. Following a period of sustained growth, the Company
applied for Admission to the Main Market which became effective on 26 June 2018.
The chart below shows the TSR performance of £100 invested in Plus500 at IPO vs performance of the FTSE All-Share Index. As part of
aligned to a greater extent with the regulations applicable to a UK incorporated company. This disclosure will be built up over the coming
years in-line with these requirements.
Plus500 was the best performing share in the FTSE All-Share Index on a total return basis (based on Bloomberg TSR of the FTSE All-
Share Index between FY 2013 to FY 2024).
TSR performance of £100 invested in Plus500 at IPO vs performance of the FTSE All-Share Index
0
500
1000
1500
2000
2500
3000
3500
4000
4500
5000
5500
6000
6500
24 July
20142013 2015 2016 2017 2018 2019 2020 2021 2022 20242023
Plus500
FTSE All-Share Index
CEO single figure remuneration
2024
fi 4,969
Annual bonus achieved for 2024 (as % of maximum opportunity) 100%
Payments to past Directors and payments for Loss of Office
Non-Executive Director Anne Grim stepped down from the Board in January 2025 after completing a one-year term as an Independent
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Relative importance of the spend on pay
The following table sets out the change in shareholder returns and overall spend on pay in the years ended 31 December 2024 and 2023.
US$ IN MILLIONS 2024 2023
PERCENTAGE
CHANGE
Total remuneration and other related expenses pay 123.9 94.3 31%
Dividends 150.2 89.8 67%
Share buybacks 195.0 275.3 (29%)
DIRECTORS’ REMUNERATION REPORT CONTINUED
Plus500 Ltd. 2024 Annual Report | 96
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Governance
Engagement with shareholders and shareholder advisory bodies during FY 2024
In recent years, Plus500 has consistently strengthened and improved its standards of corporate governance, and, as a result, its
remuneration practices are much more closely aligned with UK standards. As a company incorporated in Israel, Plus500 is subject to the
Israeli governance framework. However, being a publicly-listed company on the LSE, it is also committed to adhering to UK standards.
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This policy aligns with shareholder expectations, shareholder advisory bodies guidelines and UK standards. It also maintains consistency
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Following the AGM held in May 2024, the Board put in place a detailed plan to engage with the Company’s key shareholders and
shareholder advisory bodies to which the majority of the Company’s shareholders are subscribed, namely ISS and Glass Lewis. Plus500’s
Chair, CEO, CFO and Head of Investor Relations engaged with shareholders during FY 2024 in order to gather feedback relating to matters
of corporate governance including the Remuneration Policy framework and other remuneration-related disclosures.
Key feedback received
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With regards to level of disclosure within the annual Director’s Remuneration Report, the Company took into consideration shareholder
requests to provide additional disclosure. In response, in this year’s Directors’ Remuneration Report, the Company enhanced its disclosure
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dimensions, including, among others, obtaining regulatory licences and clearing memberships in several territories such as the US
and Bahamas, and a new regulatory licence in the UAE market from the SCA, enabling further expansion in the local market through
an enhanced product offering and tailored marketing initiatives. The Company also included additional information relating to the
successful delivery of more than three new payment methods, while also mentioning that another important strategic milestone was
reached with the launch of ‘Plus500 Cosmos’, an innovative proprietary customer portal serving our B2B futures customer.
Furthermore, with regards to the relative TSR metric within the LTIP award, which accounts for 30% of the LTIP scheme, Plus500 described
that for its bespoke Group it uses a group of companies with similar characteristics and which operate in similar markets.
With regards to diversity of KPIs, the Company reiterated the importance of using an EPS as a component and valid measure for both
the Annual Bonus award (as the EPS provides excellent short-term visibility on the performance over a 12-month period) as well as the
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products. An excellent example of this is the Group’s successful expansion into the US futures market in 2021 which delivered real value
to the Group during FY 2024).
In these conversations, shareholders also expressed that the size of remuneration packages for both the CEO and CFO is an area of
fl
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The Company also believes that the feedback received from the shareholder advisory bodies was positive overall. It noted the
improvements Plus500 has made in recent years with its enhanced levels of disclosure, while also noting that the Company should
continue to engage actively with its key shareholders, to better understand their views and feedback.
The Remuneration Committee and Board will continue to take shareholders’ views into consideration as part of their approach to
achieving high governance standards and delivering long-term shareholder value.
Remuneration Policy evolution
The Board and the Remuneration Committee have played a critical role in shaping the Company’s Remuneration Policy to ensure
that it aligns with shareholder interests, supports long-term growth and aligns with best practices. Below is an overview of the policy
evolution over the recent years. In response to previous feedback from shareholders, the Company introduced a more robust three-
year Remuneration Policy for FY 2021-2023, designed to bring greater clarity and stability, ensuring alignment with both shareholder
views and UK standards. With the support of external advisors, the policy included both short and long-term components to address
the evolving needs of the Group. This marked a shift from a prior one-year model, providing a more comprehensive framework for
executive compensation and future growth.
For FY 2024–2026, the Remuneration Policy was further enhanced to better align with UK best practices and shareholder interests. This
policy maintained the three-year structure while also introducing key upgrades in response to shareholder feedback received. For
example, a higher proportion of equity-based compensation was introduced with 84% of variable pay now settled in shares rather
than cash. This policy also places a stronger emphasis on the Company’s long-term strategy, ensuring that executive compensation
is directly tied to the creation of sustainable shareholder value.
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market infrastructure services and proprietary trading platforms, offering a wide range of technologies which provide access to various
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This growth increases operational complexity and the potential for meaningful value.
KPIs in the Remuneration Policy
fi
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and future growth. For the annual bonus award, the focus is on short-term goals such as revenue growth and EPS, while the LTIP focuses
on long-term achievements such as relative TSR.
fi
fififi
flfi
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fifi
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will consider disclosing these KPIs after they have been achieved, balancing transparency with competitive impact. The performance
of these KPIs is reviewed regularly.
Financial KPIs, which account for 60% of total awards, measure short-term success and long-term growth through revenue and
fifi
Non-Executive Directors’ letters of appointment
On their initial appointment, each of the Non-Executive Directors (who are not External Directors) signed a letter of appointment with
the Company, for an initial period commencing upon the date of their appointment by the Board and ending on the date of the next
AGM (and with respect to External Directors – ending on the date which is three years from the date of their appointment’s approval by
the Company’s shareholders at an AGM/EGM).
The letters of appointment of Prof. Jacob A. Frenkel, Steve Baldwin and Prof. Varda Liberman as Non-Executive Directors require them
to retire and be subject to re-election at each AGM in accordance with Provision 18 of the Code. The letters have been drafted such
that renewed appointment will not necessitate a new letter of appointment. The appointments of Prof. Jacob A. Frenkel, Steve Baldwin
and Prof. Varda Liberman can be terminated by the Non-Executive Director with two months’ written notice, or by the Company with
fi
Articles of Association.
As required under, and subject to the Companies Law, the appointments of Tami Gottlieb and Daniel King (as of June 2024) as External
Directors are for a period of three years from the date of appointment (which may be extended for up to two additional three-year
fi
year term effective from March 2024, following shareholders’ approval at the 2024 EGM held in January 2024. Daniel King was elected
for a three-year term effective from June 2024 following approval of his appointment at the 2024 EGM held in January 2024.
fi
Other than the External Directors, there are no existing or proposed service contracts or consultancy agreements between any of the
Directors and the Company which cannot be terminated by the Company within 12 months without payment of compensation.
Copies of the letters of appointment of the Chair and the other Non-Executive Directors of the Company are available for inspection at
fi
The Chair and the Non-Executive Directors do not participate in any long-term incentive or annual bonus schemes, nor do they accrue
any pension entitlement. The Chair’s and the Non-Executive Directors’ current remuneration is as detailed in: (a) the 2024 AGM Notice as
published on 2 April 2024 and as approved by shareholders at the 2024 AGM held on 7 May 2024; and (b) the 2024 EGM Notice as published
on 4 December 2023 (and updated on 22 December 2023) and as approved by shareholders at the 2024 EGM held on 8 January 2024.
In addition, there are more stringent regulations around the exact roles of Non-Executive Directors. The Audit and Remuneration
Committees’ Chair must be External Directors who, once appointed as External Directors, serve for three years (which may be extended
for up to two additional three-year terms). However, they are then restricted from becoming the Chair of the Board or holding any paid
role at the Company for two years after they step down from the Board.
External Board appointments
Where Board approval is given for a Director to accept an outside Non-Executive Directorship, the individual is entitled to retain any
fi
Director, and will not affect the Director’s commitments and duties as a Director of the Company.
Below are the details of external Board memberships of the Company’s Non-Executive Directors, in publicly listed companies, as of the
date of this Annual Report:
Prof. Jacob A. Frenkel is currently the Chair of BrainStorm Cell Therapeutics Inc.
Prof. Varda Liberman is currently an External Director of Cellcom Israel Ltd.
Tami Gottlieb is currently an Independent Director of Novo-log (Pharm-Up 1966) Ltd.
Steve Baldwin is currently Chair of TruFin plc and a Non-Executive Director of The Edinburgh Investment Trust PLC.
DIRECTORS’ REMUNERATION REPORT CONTINUED
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Governance
Non-Executive Director fees
The current annual fees for our presiding Non-Executive Directors are as follows:
NAME ROLE FEE
Jacob A. Frenkel Chair $740,000
Varda Liberman NED and SID $130,000
Tami Gottlieb NED, External Director $130,000
Daniel King NED, External Director $130,000
Steve Baldwin NED $130,000
For further details with respect to the structure of the remuneration paid to our Chair, please refer to our 2024 AGM Notice published on
2 April 2024.
Statement of voting on remuneration at 2024 Annual General Meeting
The table below shows votes cast by proxy at the AGM held on 7 May 2024 in respect of the Directors’ remuneration.
AGM RESOLUTION FOR % VOTES CAST AGAINST % VOTES CAST VOTE WITHHELD
Advisory vote – Approve the 2023 Directors’
Remuneration Report 9,806,191 34.14 18,914,159 65.86 382
fi
Directors): David Zruia* US$ 4,968,620; Elad Even-Chen* US$ 4,968,620; Nir Zatz US$ 2,852,479; Al Yaros US$ 1,821,986; Dani Magner US$
fi
Implementation of policy in 2025
2025 Executive Directors’ remuneration
In recent years, the Remuneration Committee has continued its efforts to modify the remuneration arrangements of the Executive
Directors to further align executive compensation with UK governance standards followed by Main Market-listed companies, and move
further towards a structure in-line with investor expectations and developments in best practice.
The Company’s remuneration policy was approved by the shareholders for the years 2024, 2025 and 2026 at the 2023 AGM. This
remuneration policy has been designed to ensure a progressive change in the Group’s approach to Executive remuneration. As
detailed in the 2023 AGM Notice, published on 23 March 2023, the structure of the Remuneration Policy is broadly unchanged from the
Company’s previous Remuneration Policy (for FY 2021, FY 2022 and FY 2023). To this end, the Remuneration Policy largely replicates the
Company’s previous remuneration policy, given the previous policy was already developed in broad alignment with best practice
across UK-listed entities.
For further information please refer to the 2023 AGM notice.
This report has been approved by the Board of Directors of Plus500 Ltd.
Signed on behalf of the Board
Daniel King
Chair of the Remuneration Committee
23 March 2025
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DIRECTORS’ REPORT
Directors’ report
The Directors of Plus500 present their report for the year ended 31 December 2024. The Directors believe that the requisite components
of this report are set out elsewhere in this Annual Report and/or on the Company’s website (www.plus500.com).
The table below sets out where the necessary disclosure can be found.
Directors
Directors that have served during the year and summaries of the current Directors’ key skills and experience
are set out on pages 54 to 57 and on page 69.
Results and shareholder
returns
Results for the year ended 31 December 2024 are set out in the Group Chief Financial Officer Review on pages
38 to 40 and the Consolidated Statement of Comprehensive Income on page 110. Information regarding
the announced shareholder returns can be found in the Group Chief Financial Officer Review on page 40.
Dividend payments made during the year ended 31 December 2024 can be found in note 13 to the
Consolidated Financial Statements on page 124. During FY 2024, the Company executed share buyback
programmes, with 6,840,104 ordinary shares purchased during the year, amounting to a total of $195.0m,
at an average share price of £22.23.
Articles of Association The Company’s full Articles of Association can be found on the Company’s website.
https://cdn.plus500.com/media/Investors/ConstitutionalDocuments/ArticlesOfAssociation.pdf
Any amendments made to the Articles of Association may be made by a resolution of shareholders.
Share capital Details of the Company’s share capital are set out in note 22 to the Consolidated Financial Statements on
page 127. At the close of business on 21 March 2025, the Company had 72,933,398 ordinary shares in issue,
and an additional 41,954,979 ordinary shares are held in treasury by the Company.
Authority to purchase
own shares
The Company has authority to purchase its own shares subject to the provisions of the applicable laws.
Directors’ interests Details of the Directors’ beneficial interests are set out in the Directors’ Remuneration Report on page 95.
Directors’ indemnities
The Company has given indemnities to each of the Directors in respect of any liability arising against them
in connection with the Company’s (and any associated company’s) activities in the conduct of their duties.
These indemnities are subject to the conditions set out in their indemnification agreements and remain in
place at the date of this report.
Directors’ and Officers’
Liability Insurance
Directors’ and Officers’ Liability Insurance cover is in place at the date of this report.
Major interests in shares Notifiable major shares interests of which the Company has been made aware are set out on page 64.
Political contributions The Company did not make any donations to political organisations during the year.
Greenhouse gas
emissions, energy
consumption and
energy efficiency
actions
Details of the greenhouse gas emissions, energy consumption and energy efficiency actions are set out
in the TCFD Report on pages 33 to 37.
Equality, Diversity and
Inclusion Policy
In December 2024, the Company reapproved and published its Equality, Diversity and Inclusion Policy.
https://cdn.plus500.com/media/Investors/Docs/EqualityDiversityInclusionPolicy.pdf
Employee engagement
Details of the Company’s efforts with employee engagement are set out in the ESG Report on pages 26 to 32.
Financial risk Details of the Company’s policies on financial risk management and the Company’s exposure to market
price risk, credit risk, liquidity risk and foreign currency risk are outlined in note 25 to the Consolidated Financial
Statements.
Research and
Development
Details about the Company’s future developments can be found in the Strategic Report on pages 5 to 11.
Auditors
A resolution to reappoint Kesselman & Kesselman, a member firm of PricewaterhouseCoopers International
Limited as external auditors will be proposed at the 2025 Annual General Meeting.
Post balance sheet
events
There have been no post balance sheet events.
Audit information Each of the Directors at the date of the approval of this report confirms that:
+ So far as he/she is aware, there is no relevant audit information of which the Company’s auditors are
unaware; and
+
He/she has taken all the reasonable steps that he/she ought to have taken as a Director to make himself/
herself aware of any relevant audit information and to establish that the Company’s auditors are aware
of the information.
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UK Listing Rule 6.6.1R disclosures
The table below sets out where disclosures required in compliance with UK Listing Rule 6.6.1R are located.
Interest capitalised and tax relief n/a
Publication of unaudited financial information n/a
Details of long-term incentive schemes Pages 90 to 94
Waiver of emoluments by a Director n/a
Waiver of future emoluments by a Director n/a
Non pre-emptive issues of equity for cash n/a
Non pre-emptive issues of equity for cash by major subsidiary undertakings n/a
Parent company participation in a placing by a listed subsidiary n/a
Contracts of significance n/a
Provision of services by a controlling shareholder n/a
Agreements with controlling shareholders n/a
Shareholder waivers of dividends n/a
Shareholder waivers of future dividends n/a
The Directors’ Report has been approved by the Board of Directors of Plus500 Ltd.
Signed on behalf of the Board
Elad Even-Chen
Group Chief Financial Officer
23 March 2025
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CORPORATE LAW
Corporate law
Mandatory bids, squeeze out and sell
out rules relating to the Company’s
ordinary shares
As the Company is incorporated in Israel, it is subject to Israeli law
and the City Code on Takeovers and Mergers (the “Takeover Code”)
will not apply to the Company. It shall be noted that the Company
has incorporated in its Articles of Association provisions analogous
to Rules 4, 5, 6, 8 and 9 of the Takeover Code, as described below.
Mergers
The Companies Law permits merger transactions, provided that
each party to the transaction obtains the approval of its board of
directors and shareholders (excluding certain merger transactions
which do not require the approval of the shareholders, as set forth
in the Companies Law).
Pursuant to the Company’s Articles of Association, the shareholders
of the Company are required to approve the merger by the
affirmative vote of a majority of the outstanding ordinary shares
of the Company. In addition, pursuant to the Companies Law, for
purposes of the shareholder vote of each party, the merger will not
be deemed approved if a majority of the shares not held by the
other party, or by any person who holds 25% or more of the shares
or the right to appoint 25% or more of the directors of the other party,
has voted against the merger.
The Companies Law requires the parties to a proposed merger to
file a merger proposal with the Israeli Registrar of Companies,
specifying certain terms of the transaction. Shares in one of the
merging companies held by the other merging company or certain
of its affiliates are disenfranchised for purposes of voting on the
merger. A merging company must inform its creditors of the
proposed merger. Any creditor may submit any request to the court
in relation to the merger, and the court may: (1) order to delay or
prevent the merger, if the court finds a reasonable concern that
the surviving party will not be able to satisfy all its obligations; and
(2) instruct orders to guarantee the creditors’ rights. Moreover, a
merger may not be completed until at least 50 days have passed
from the time that the merger proposal was filed with the Israeli
Registrar of Companies and at least 30 days have passed from
the approval of the shareholders of each of the merging
companies.
Companies Law – arrangements
Under certain circumstances, the provisions of the Companies
Law that deal with “arrangements” between a company and its
shareholders may be used to effect squeeze-out transactions in
which the target company becomes a wholly-owned subsidiary
of the acquirer. These provisions generally require that the merger
be approved by a majority of the participating shareholders
holding at least 75% of the shares voted on the matter, as well as
75% of each class of creditors. In addition to shareholder approval,
court approval of the transaction is required.
Companies Law – special tender offer
The Companies Law provides that an acquisition of shares of a
public Israeli company must be made by means of a special tender
offer if, as a result of the acquisition, the purchaser shall become
a holder of 25% or more of the voting rights in the company. This
rule does not apply if there is already another holder of at least 25%
of the voting rights in the company.
Similarly, the Companies Law provides that an acquisition of shares
in a public company must be made by means of a special tender
offer if, as a result of the acquisition, the purchaser could become
a holder of more than 45% of the voting rights in the company, if
there is no other shareholder of the company who holds more than
45% of the voting rights in the company.
In addition, under the Companies Law, the entry by two or more
shareholders into a shareholders’ agreement, where such
shareholders’ agreement will result in such shareholders holding
concert shares in a company in an amount exceeding the
thresholds set out above, the Company may also be subject to the
requirement to publish a special tender offer.
A special tender offer must be extended to all shareholders of a
company but the offeror is not required to purchase shares
representing more than 5% of the voting power attached to the
company’s outstanding shares, regardless of how many shares
are tendered by shareholders. A special tender offer may be
consummated only if at least 5% of the voting power attached to
the company’s outstanding shares will be acquired by the offeror
and the number of shares tendered in the offer exceeds the number
of shares whose holders objected to the offer.
If a special tender offer is accepted, then the purchaser or any
person or entity controlling it or under common control with the
purchaser or such controlling person or entity may not make a
subsequent tender offer for the purchase of shares of the target
company and may not enter into a merger with the target
company for a period of one year from the date of the offer, unless
the purchaser or such person or entity undertook to effect such an
offer or merger in the initial special tender offer. Shares that are
acquired in violation of this requirement to make a tender offer will
be deemed Dormant Shares (as defined in the Companies Law)
and will have no rights whatsoever for so long as they are held by
the acquirer.
It should be noted that the aforementioned provisions of the
Companies Law regarding special tender offers are subject to a
relief for companies whose shares are traded in the UK. This relief
applies if, under UK law, there is a restriction on the acquisition of
control of the company in any proportion, or if acquiring control, in
any proportion, requires the purchaser to make a tender offer to
the public shareholders.
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Governance
Companies Law – full tender offer
Under the Companies Law, a person may not purchase shares of
a public company if, following the purchase, the purchaser would
hold more than 90% of the company’s shares or of any class of
shares, unless the purchaser makes a tender offer to purchase all
of the target company’s shares or all the shares of the particular
class, as applicable. If, as a result of the tender offer, either:
+
The purchaser acquires more than 95% of the company’s shares
or a particular class of shares and a majority of the shareholders
that did not have a Personal Interest accepted the offer; or
+
The purchaser acquires more than 98% of the company’s shares
or a particular class of shares.
Then, the Companies Law provides that the purchaser
automatically acquires ownership of the remaining shares.
However, if the purchaser is unable to purchase more than 95% or
98%, as applicable, of the company’s shares or class of shares, the
purchaser may not own more than 90% of the shares or class of
shares of the target company.
Articles of Association – anti-takeover and
prohibited acquisitions provisions
In addition to the tender offer rules applied by the Companies Law
(as described above), offers are also subject to the takeover
provisions incorporated in the Company’s Articles of Association,
which provisions refer to compliance with Rules 4, 5, 6, 8 and 9 of
the UK City Code on Takeovers.
Convening General Meetings by Directors
and Shareholders and adding items
to the agenda
According to the Companies Law and the regulations promulgated
thereunder, the board of directors of a public company shall
convene an extraordinary general meeting at its own decision,
and also on the demand of each of the following:
+ Two directors or a quarter of the serving directors; or
+
One or more shareholders holding, in the aggregate, either (a)
10% or more of the outstanding issued shares and 1% or more of
the outstanding voting power; or (b) 10% or more of the
outstanding voting power (except that the 10% thresholds in (a)
and (b) above would be 5% in each case if UK law allows a
shareholder of a UK corporation who holds less than 10% to
convene a special meeting of shareholders).
In addition, one or more shareholders with at least 1% of the voting
rights at the general meeting may request that the board of
directors include a subject on the agenda of a general meeting
that will be convened in the future, on condition that the subject is
suitable for discussion at a general meeting (except that with
respect to the election or removal of a director, at least 5% of the
voting rights is required to permit a shareholder to request that the
board of directors include such matter on the agenda).
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Governance
Directors’ responsibility
statement
The Directors are responsible for preparing the Annual Report and
the Consolidated Financial Statements in accordance with
applicable law and regulations. The Companies Law requires the
Directors to prepare Consolidated Financial Statements for each
financial year. The Directors have elected to prepare the
Consolidated Financial Statements in accordance with IFRS
Accounting Standards (“IFRS”) as issued by the International
Accounting Standards Board (“IASB”). The Directors must not
approve the Consolidated Financial Statements unless they are
satisfied that they give a true and fair view of the state of affairs of
the Group and the Comprehensive Income of the Group for that
period. The Directors considered the information provided in the
Annual Report and how it assists the Company’s shareholders in
understanding the Group’s position, performance, business model
and strategy.
In preparing these Consolidated Financial Statements, the Directors
are required to:
+
Present fairly the financial position, financial performance and
cash flows of the Group;
+
Present information, including accounting policies, in a manner
that provides relevant, reliable, consistent and understandable
information;
+
Make judgements and accounting estimates that are
reasonable;
+ State whether applicable IFRS have been followed, subject to
any material departures disclosed and explained in the
Consolidated Financial Statements;
+
Provide additional disclosures when compliance with the
specific requirements in IFRS is insufficient to enable users to
understand the impact of transactions, other events and
conditions on the Group’s financial position and financial
performance; and
+ Prepare the Consolidated Financial Statements on the going
concern basis unless it is inappropriate to presume the Group
will continue in business.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain the
Group’s transactions and to disclose with reasonable accuracy at
any time the financial position of the Group and enable them to
ensure that the Consolidated Financial Statements comply with
applicable law.
They are also responsible for safeguarding the assets of the Group
and hence for taking reasonable steps in the prevention and
detection of fraud and other irregularities.
Each of the Directors confirms that, to the best of each person’s
knowledge and belief:
+
The Group’s Consolidated Financial Statements, which have
been prepared in accordance with IFRS, give a true and fair view
of the assets, liabilities, financial position and profit of the Group;
and
+
The Directors’ Report includes a fair review of the development
and performance of the business and the position of the Group,
together with a description of the principal risks and
uncertainties that it faces.
The Directors consider that the Annual Report, taken as a whole, is
fair, balanced and understandable, and provides the information
necessary for shareholders to assess the Group’s position,
performance, business model and strategy.
The Directors are also responsible for preparing the Directors’
Report, Strategic Report, Corporate Governance Report and the
Directors’ Remuneration Report.
This report has been approved by the Board.
Signed on behalf of the Board
David Zruia
Chief Executive Officer
23 March 2025
DIRECTORS’ RESPONSIBILITY STATEMENT
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Governance
CONTENTS
Independent Report of the Auditors 106
Consolidated Financial Statements:
Consolidated Statement of
Comprehensive Income 110
Consolidated Statement of Financial Position 111
Consolidated Statement of Changes In Equity 112
Consolidated Statement of Cash Flows 113
Notes to the Consolidated Financial Statements 114
Financial
Statements
Plus500 Ltd. 2024 Annual Report | 105
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Strategic report
Governance
INDEPENDENT REPORT OF THE AUDITORS
To the Shareholders of
Plus500 Ltd.
REPORT ON THE AUDIT OF THE CONSOLIDATED
FINANCIAL STATEMENTS
Opinion
In our opinion, the consolidated financial statements present fairly,
in all material respects, the consolidated financial position of
Plus500 Ltd. (the “Company”) and its subsidiaries (the “Group”) as
at 31 December 2024 and its consolidated results of operations
and its consolidated cash flows for the year then ended in
accordance with IFRS Accounting Standards (“IFRS”) as issued by
the International Accounting Standards Board.
What we have audited
The Group’s consolidated financial statements comprise:
+
The consolidated statement of financial position as at
31 December 2024;
+
The consolidated statement of comprehensive income for the
year then ended;
+ The consolidated statement of changes in equity for the year
then ended;
+
The consolidated statement of cash flows for the year then
ended; and
+
The notes to the consolidated financial statements, which
include a summary of material accounting policies and other
explanatory information.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (“ISAs”). Our responsibilities under those
standards are further described in the Auditor’s responsibilities for
the audit of the consolidated financial statements section of our
report.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group in accordance with the
International Ethics Standards Board for Accountants’ Code of
Ethics for Professional Accountants including International
Independence Standards issued by the International Ethics
Standards Board for Accountants (“IESBA Code”). We have fulfilled
our other ethical responsibilities in accordance with the IESBA Code.
Key audit matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the
consolidated financial statements of the current period. These
matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on
these matters.
Kesselman & Kesselman, PwC Israel, 146 Derech Menachem Begin St. Tel-Aviv 6492103,
P.O. Box 7187 Tel-Aviv 6107120 Telephone: +972-3-7954555, Fax: +972-3-7954556, www.pwc.com/il
Plus500 Ltd. 2024 Annual Report | 106
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Governance
Kesselman & Kesselman, PwC Israel, 146 Derech Menachem Begin St. Tel-Aviv 6492103,
P.O. Box 7187 Tel-Aviv 6107120 Telephone: +972-3-7954555, Fax: +972-3-7954556, www.pwc.com/il
KEY AUDIT MATTER HOW OUR AUDIT ADDRESSED THE KEY AUDIT MATTER
REVENUE RECOGNITION
Plus500 offers customers a range of trading products, including
OTC (“Over-the-Counter” products, namely Contracts for
Difference (“CFDs”)), share dealing, as well as futures and options
on futures.
The Group has developed and operates online trading platforms.
Revenue comprises trading income and interest income.
Trading income represents Customer Income, which mainly
includes revenue from OTC Customer Income (customer spreads
and overnight charges) and Non-OTC Customer Income
(commissions from the Group’s futures and options on futures
operation and from ‘Plus500 Invest’, the Group’s share dealing
platform), and Customer Trading Performance, which includes
gains/losses on customers’ trading positions, arising on client
trading activity.
In respect of trading income generated from OTC offering:
The Group has developed and operates an online trading platform
for trading OTCs. The computation of the trading income is carried
out by using its own developed platform which is an internal IT
system (the “Platform”).
The trading income is calculated based on several parameters.
Part of the parameters that feed into that calculation are received
from external quotation suppliers.
The trading income depends on a combination of the effective
operation and accuracy of controls over, and access rights to, the
Platform.
Our audit predominantly focused on the Group’s control environment,
including the IT environment. We tested key controls over the revenue
process, from the acceptance of a new customer, through the trading
activity to the revenue that is recorded in the Company’s general
ledger.
We tested the operating effectiveness of IT general controls, including:
access to programs and supporting data, program changes and
computer operations for the Platform and for the ERP system. In
addition, we tested program development controls over the ERP
system.
We also tested the Platform, through a combination of controls and
substantive testing techniques, the following:
+ Profit/loss calculations in respect of closed positions;
+
Calculation of the fair value adjustment of year-end positions
held by clients and the calculation of the “open positions” report
produced by the Platform;
+
Appropriate use of feeds the Group receives from its data suppliers
to confirm the integrity of the feeds used to calculate the open/
close position; and
+
Controls associated with cash reconciliations and reconciliations
with external counterparties throughout the year including client
deposits/withdrawals.
We agreed cash amounts of client deposits to external third-party
evidence at the year-end by receiving independent confirmations
from banks and other third-party providers. In addition, we tested
the interface between the data of client money as presented in the
Platform to the general ledger to ensure completeness and accuracy.
Finally, to address the risk that fraudulent adjustments or transactions
had been entered into the trading Platform, we read client activity
reports and read a sample of client complaints.
No material issues noted.
UNCERTAIN TAX PROVISIONS
As discussed in Note 3 and Note 10 to the consolidated financial
statements, the Group operates in a multinational tax environment
and is subject to tax laws, regulations and transfer pricing
guidelines for intercompany transactions across several tax
jurisdictions. Furthermore, the Company’s tax years 2020 to 2024
are yet to be assessed by the Israeli tax authorities. The subsidiaries
of the Group have not yet been subject to tax assessments since
their inception. The Group recognises tax provisions from uncertain
tax positions when there is more likely than not a likelihood that
the tax position will be sustained upon examination by the taxation
authorities based on the technical merits of the position.
Auditing management’s estimate of amounts related to tax
provisions involves auditor judgement and challenging
management since management’s estimates are complex,
judgemental and based on interpretations of tax laws, regulations
and legal rulings.
Among the audit procedures we performed, we involved our tax
specialists to assist us in assessing the technical merits of the Group’s
tax positions. This included assessing the Group’s correspondence
with the relevant tax authorities and evaluating income tax opinions
or other third-party advice obtained by the Group. In addition, we
evaluated the appropriateness of the Group’s accounting for its tax
positions. We analysed the Group’s assumptions and data used to
determine the amount of tax provision and tested the accuracy of
the calculations. We also evaluated whether the Group’s disclosures
complied with the accounting framework.
No material issues noted.
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Governance
INDEPENDENT REPORT OF THE AUDITORS CONTINUED
Kesselman & Kesselman, PwC Israel, 146 Derech Menachem Begin St. Tel-Aviv 6492103,
P.O. Box 7187 Tel-Aviv 6107120 Telephone: +972-3-7954555, Fax: +972-3-7954556, www.pwc.com/il
Other information
The Directors are responsible for the other information. The other
information comprises all of the information in the Annual Report
(but does not include the consolidated financial statements and
our auditor’s report thereon).
Our opinion on the consolidated financial statements does not
cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the consolidated financial
statements, our responsibility is to read the other information
identified above and, in doing so, consider whether the other
information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated. If, based on the work
we have performed, we conclude that there is a material
misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.
Based on the responsibilities described above and our work
undertaken in the course of the audit, we have also agreed to report
on certain matters as described below in accordance with the
Listing Rules of the United Kingdom Financial Conduct Authority
(“FCA”) as if the Company were a UK incorporated premium listed
entity.
Corporate governance statement
Under the UK Corporate Governance Code, we have reviewed the
Directors’ statements in relation to the going concern, longer-term
viability and that part of the corporate governance statement
relating to the company’s compliance with the provisions of the
UK Corporate Governance Code, which the Listing Rules of the
Financial Conduct Authority specify for review by auditors of
premium listed companies. Our additional responsibilities with
respect to the corporate governance statement as other
information are described in the Other information section of this
report.
Based on the work undertaken as part of our audit, we have
concluded that each of the following elements of the corporate
governance statement, included within the Statement on
Corporate Governance is materially consistent with the financial
statements and our knowledge obtained during the audit:
+
The Directors’ confirmation that they have carried out a robust
assessment of the emerging and principal risks;
+
The disclosures in the Annual Report that describe those
principal risks, what procedures are in place to identify emerging
risks and an explanation of how these are being managed or
mitigated;
+
The Directors’ statement in the financial statements about
whether they considered it appropriate to adopt the going
concern basis of accounting in preparing them, and their
identification of any material uncertainties to the Company’s
ability to continue to do so over a period of at least twelve
months from the date of approval of the financial statements;
+
The Directors’ explanation as to their assessment of the
Company’s prospects, the period this assessment covers and
why the period is appropriate; and
+
The Directors’ statement as to whether they have a reasonable
expectation that the Company will be able to continue in
operation and meet its liabilities as they fall due over the period
of its assessment, including any related disclosures drawing
attention to any necessary qualifications or assumptions.
In addition, based on the work undertaken as part of our audit, we
have concluded that each of the following elements of the
corporate governance statement is materially consistent with the
consolidated financial statements and our knowledge obtained
during the audit:
+
The Directors’ statement that they consider the Annual Report,
taken as a whole, is fair, balanced and understandable, and
provides the information necessary for the members to assess
the Company’s position, performance, business model and
strategy;
+ The section of the Annual Report that describes the review of
effectiveness of risk management and internal control systems;
and
+
The section of the Annual Report describing the work of the audit
committee.
Responsibilities of management and
those charged with governance for the
consolidated financial statements
Management is responsible for the preparation and fair
presentation of the consolidated financial statements in
accordance with IFRSs as issued by the International Accounting
Standards Board, and for such internal control as management
determines is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the consolidated financial statements, management
is responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless
management either intends to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing
the Group’s financial reporting process.
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Auditor’s responsibilities for the audit of
the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether
the consolidated financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue
an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a
material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these
consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional
judgement and maintain professional scepticism throughout the
audit. We also:
+ Identify and assess the risks of material misstatement of the
consolidated financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of
internal control;
+
Obtain an understanding of internal control relevant to the audit
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Group’s internal control;
+
Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related
disclosures made by management;
+
Conclude on the appropriateness of management’s use of the
going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the
Group’s ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the
consolidated financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the
Group to cease to continue as a going concern;
+ Evaluate the overall presentation, structure and content of the
consolidated financial statements, including the disclosures,
and whether the consolidated financial statements represent
the underlying transactions and events in a manner that
achieves fair presentation; and
+
Obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business activities within
the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision
and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the consolidated financial statements
of the current period and are therefore the key audit matters. We
describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent
auditor’s report is Gil Barak.
Tel Aviv, Israel Kesselman & Kesselman
Certified Public Accountants (lsr.)
A member firm of PricewaterhouseCoopers
International Limited
Gil Barak
Partner
Tel Aviv, Israel
23 March 2025
Kesselman & Kesselman, PwC Israel, 146 Derech Menachem Begin St. Tel-Aviv 6492103,
P.O. Box 7187 Tel-Aviv 6107120 Telephone: +972-3-7954555, Fax: +972-3-7954556, www.pwc.com/il
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| YEAR ENDED 31 DECEMBER | |||
US DOLLARS IN MILLIONS | NOTE | 2024 | 2023 |
Trading income | |||
Interest income | |||
REVENUE | 4 | ||
Selling and marketing expenses | 5 | ||
Administrative and general expenses | 6 | ||
OPERATING PROFIT | |||
Financial income | |||
Financial expenses | |||
FINANCIAL EXPENSES (INCOME), NET | ( | ||
PROFIT BEFORE INCOME TAX | |||
Income tax expense | 10 | ||
PROFIT AND COMPREHENSIVE INCOME FOR THE YEAR | |||
Basic earnings per share (In US dollars) | 11 | ||
Diluted earnings per share (In US dollars) | 11 |
The accompanying notes are an integral part of the consolidated financial statements.
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| AS OF 31 DECEMBER | |||
US DOLLARS IN MILLIONS | NOTE | 2024 | 2023 |
| ASSETS | |||
| Non-current assets | |||
Property, plant and equipment | 15 | ||
Goodwill and other intangible assets, net | 23 | ||
Right of use assets | 20 | ||
Long-term other receivables | |||
Total non-current assets | |||
| Current assets | |||
Income tax receivable | |||
Other receivables and others | 14 | ||
Cash and cash equivalents | 16 | ||
Total current assets | |||
TOTAL ASSETS | |||
| LIABILITIES | |||
| Non-current liabilities | |||
Lease liabilities (net of current maturities) | 20 | ||
Deferred tax liability | |||
Total non-current liabilities | |||
| Current liabilities | |||
Income tax payable | |||
Other payables | 17 | ||
Service suppliers | 18 | ||
Current maturities of lease liabilities | 20 | ||
Trade payables – due to clients | 19 | ||
Total current liabilities | |||
TOTAL LIABILITIES | |||
| EQUITY | |||
Ordinary shares | 22 | ||
Share premium | |||
Company's shares held by the Company | 12 | ( | ( |
Retained earnings | |||
Total equity | |||
TOTAL LIABILITIES AND EQUITY |
The accompanying notes are an integral part of the consolidated financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
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| COMPANY’S | |||||
| SHARES | |||||
| ORDINARY | SHARE | HELD BY THE | RETAINED | ||
| US DOLLARS IN MILLIONS | SHARES | PREMIUM | COMPANY | EARNINGS | TOTAL |
BALANCE AT 1 JANUARY 2023 | ( | ||||
| CHANGES DURING THE YEAR ENDED 31 DECEMBER 2023 | |||||
Profit and comprehensive income for the year | |||||
Share based compensation | |||||
| TRANSACTION WITH SHAREHOLDERS: | |||||
Dividend | ( | ( | |||
| Issue of treasury shares to settle equity share based | |||||
compensations | ( | ||||
Acquisition of treasury shares | ( | ( | |||
BALANCE AT 31 DECEMBER 2023 | ( | ||||
| CHANGES DURING THE YEAR ENDED 31 DECEMBER 2024 | |||||
Profit and comprehensive income for the year | |||||
Share based compensation | |||||
| TRANSACTION WITH SHAREHOLDERS: | |||||
Dividend | ( | ( | |||
| Issue of treasury shares to settle equity share based | |||||
compensations | ( | ||||
Acquisition of treasury shares | ( | ( | |||
BALANCE AT 31 DECEMBER 2024 | ( |
The accompanying notes are an integral part of the consolidated financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
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| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
| OPERATING ACTIVITIES: | ||
Cash generated from operations (see Note 26) | ||
Income tax paid, net | ( | ( |
Interest received | ||
Net cash flows provided by operating activities | ||
| INVESTING ACTIVITIES: | ||
Purchase of property, plant and equipment | ( | ( |
Net cash flows used in investing activities | ( | ( |
| FINANCING ACTIVITIES: | ||
Dividend paid to equity holders of the Company | ( | ( |
Payment in respect of lease liabilities | ( | ( |
Acquisition of treasury shares | ( | ( |
Net cash flows used in financing activities | ( | ( |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | ( | ( |
BALANCE OF CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR | ||
Gains (losses) from effects of exchange rate changes on cash and cash equivalents | ( | |
BALANCE OF CASH AND CASH EQUIVALENTS AT END OF THE YEAR |
The accompanying notes are an integral part of the consolidated financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS
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NOTE 1 – GENERAL INFORMATION
Information on activities
The Group’s offering is available internationally with main market
presence in the UK, the European Economic Area (“EEA”), Australia,
the US, and the Middle East and has customers located in more
than 60 countries worldwide. The Group operates through
operating subsidiaries regulated by the Financial Conduct Authority
(“FCA”) in the UK, the Australian Securities and Investments
Commission (“ASIC”) in Australia, the Cyprus Securities and
Exchange Commission (“CySEC”) in Cyprus, the Israel Securities
Authority (“ISA”) in Israel, the Financial Markets Authority (“FMA”) in
New Zealand, the Financial Sector Conduct Authority (“FSCA”) in
South Africa, the Monetary Authority of Singapore (“MAS”) in
Singapore, the Financial Services Authority (“FSA”) in the Seychelles,
the Commodities Futures Trading Commission (“CFTC”) in the US,
the Estonian Financial Supervision Authority (“EFSA”) in Estonia, the
Financial Services Agency (“FSA”) in Japan, the Dubai Financial
Services Authority (“DFSA”) in the UAE, the Securities Commission
of the Bahamas (“SCB”) in the Bahamas and the Securities and
Commodities Authority (“SCA”) in the UAE.
The Company also has a subsidiary in Bulgaria which provides
operational services to the Group.
The Company was admitted to trading on the London Stock
Exchange on 24 July 2013. It was admitted to the Equity Shares in
Commercial Companies (“ESCC”) Category of the Official List and
is a constituent of the FTSE 250 Index and the STOXX Europe 600 Index.
The Group offers trading products: OTC trading; share dealing; and
futures and options on futures. The Group presents its operation
as one operating segment.
The address of the Company’s principal offices is Building 10.2,
NOTE 2 – SUMMARY OF MATERIAL
ACCOUNTING POLICIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
NOTE 2 – SUMMARY OF MATERIAL
ACCOUNTING POLICIES CONTINUED
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
NOTE 4 – REVENUE
The revenue attributed to geographical areas is as follows:
| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
European Economic Area (“EEA”) | 309.0 | 324.1 |
United Kingdom | 60.8 | 66.3 |
Australia | 51.4 | 52.4 |
Rest of the World | 347.1 | 283.4 |
768.3 | 726.2 |
| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
Advertising and technology costs | 160.0 | 123.9 |
Commissions to media buying | 11.8 | 11.5 |
Payment processing costs | 39.4 | 40.0 |
Commissions and fees | 47.0 | 31.2 |
Data processing costs | 16.2 | 23.2 |
Payroll and related expenses | 29.5 | 26.2 |
Variable bonuses | 8.0 | 6.7 |
Share based compensation | 10.0 | 11.4 |
Other | 7.1 | 22.8 |
329.0 | 296.9 |
| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
Payroll and related expenses | 24.3 | 20.5 |
Variable bonuses | 11.2 | 15.2 |
Share based compensation | 40.9 | 14.3 |
Professional and regulatory fees | 10.5 | 21.7 |
Depreciation and amortisation | 6.2 | 4.1 |
Other | 10.1 | 17.1 |
103.2 | 92.9 |
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| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
Advertising, marketing and commissions to media buying | 111.1 | 99.3 |
Employee benefit and other related expenses | 123.9 | 94.3 |
IT and technology costs | 76.9 | 59.3 |
Payment processing costs | 39.4 | 40.0 |
Professional and regulatory fees | 10.5 | 21.7 |
Depreciation and amortisation | 6.2 | 4.1 |
Commissions and fees | 47.0 | 31.2 |
Other | 17.2 | 39.9 |
432.2 | 389.8 |
| YEAR ENDED 31 DECEMBER | ||
| US DOLLARS IN MILLIONS | 2024 | 2023 |
Audit of Plus500 Ltd.'s consolidated financial statements | 0.3 | 0.3 |
Audit of Plus500 Ltd.'s subsidiaries | 0.7 | 0.6 |
Total audit fees | 1.0 | 0.9 |
Other assurance related services | 0.3 | 0.2 |
Tax compliance services | 0.1 | 0.1 |
Total non-audit fees | 0.4 | 0.3 |
Total fees | 1.4 | 1.2 |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
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| NUMBER OF ORDINARY | NUMBER OF EMPLOYEES | |||
| SHARE PRICE | SHARES/RSUs GRANTED | AND SERVICE | ||
GRANT DATE | VESTING DATE | (GBP) | ON GRANT DATE | CONTRACTORS |
1 January 2021 | 31 December 2023 | 14.50 | 160,926 | 8 |
1 January 2021 | 31 December 2023 | 14.50 | 122,496 | 7 |
2 January 2022 | 31 December 2024 | 12.91 | 153,134 | 7 |
2 January 2022 | 31 December 2024 | 12.91 | 346,999 | 137 |
2 January 2022 | 31 December 2023 | 12.91 | 84,015 | 130 |
1 July 2022 | 30 June 2024 | 15.96 | 3,702 | 10 |
1 July 2022 | 30 June 2025 | 15.96 | 3,702 | 10 |
15 February 2023 | 31 December 2023 | 18.56 | 43,890 | 2 |
15 February 2023 | 31 December 2023 | 18.56 | 88,239 | 195 |
15 February 2023 | 31 December 2024 | 18.56 | 88,239 | 195 |
15 February 2023 | 31 December 2025 | 18.56 | 204,610 | 199 |
15 February 2023 | 31 December 2025 | 14.50 | 168,540 | 2 |
15 February 2023 | 31 December 2025 | 18.56 | 59,861 | 5 |
3 July 2023 | 30 June 2024 | 14.74 | 5,353 | 6 |
3 July 2023 | 30 June 2025 | 14.74 | 5,353 | 6 |
3 July 2023 | 30 June 2026 | 14.74 | 5,355 | 6 |
31 December 2023 | 31 December 2024 | 14.67 | 162,918 | 2 |
31 December 2023 | 31 December 2024 | 14.67 | 122,754 | 206 |
31 December 2023 | 31 December 2025 | 14.67 | 122,754 | 206 |
31 December 2023 | 31 December 2026 | 14.67 | 282,727 | 210 |
31 December 2023 | 31 December 2026 | 14.67 | 316,076 | 7 |
1 July 2024 | 30 June 2025 | 21.63 | 2,824 | 11 |
1 July 2024 | 30 June 2026 | 21.63 | 2,824 | 11 |
1 July 2024 | 30 June 2027 | 21.63 | 2,828 | 11 |
1 July 2024 | 31 December 2024 | 21.63 | 1,776 | 1 |
1 July 2024 | 31 December 2025 | 21.63 | 1,776 | 1 |
1 July 2024 | 31 December 2026 | 21.63 | 1,775 | 1 |
31 December 2024 | 31 December 2025 | 24.97 | 95,386 | 249 |
31 December 2024 | 31 December 2026 | 24.97 | 95,386 | 249 |
31 December 2024 | 31 December 2027 | 24.97 | 197,133 | 253 |
31 December 2024 | 31 December 2025 | 14.67 | 169,308 | 2 |
31 December 2024 | 31 December 2027 | 14.67 | 253,962 | 2 |
31 December 2024 | 31 December 2027 | 24.97 | 12,015 | 3 |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
| PRINCIPAL TAX RATE | |||
SUBSIDIARY | 2024 | 2023 | TAX REGULATION |
UK | 25% | 25% | Tax laws in United Kingdom |
CY | 12.5% | 12.5% | Tax laws in Cyprus |
AU | 30% | 30% | Tax laws in Australia |
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| YEAR ENDED 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
| Current taxes: | ||
Current taxes in respect of current year’s profits | 64.4 | 70.0 |
Tax income in respect of previous years | - | (3.6) |
64.4 | 66.4 | |
| Deferred income taxes: | ||
Change of deferred tax assets (see Note 10e) | (0.3) | (1.6) |
Taxes on income expenses | 64.1 | 64.8 |
g. Reconciliation of the theoretical tax expense
Following is a reconciliation of the theoretical tax expense, assuming all income is taxed at the regular corporate tax rate applicable to
a company in Israel (see Note 10b) and the actual tax expense:
| YEAR ENDED 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Income before taxes on income, as reported in the consolidated income statement | 337.2 | 336.2 |
Theoretical tax expense in respect of this year’s income – at 23% | 77.6 | 77.3 |
Less tax benefits arising from preferred technological income in respect of the current year | (11.9) | (6.1) |
Decrease in taxes resulting from different tax rates applicable to foreign subsidiaries | (2.1) | (1.0) |
Impact of change in tax rates on deferred tax balances and temporary differences | (0.4) | (0.9) |
| Increase (decrease) in taxes in respect of currency differences and expenses not deductible | ||
for tax purposes | 0.9 | (0.9) |
Tax income in relation to previous years | - | (3.6) |
Taxes on income for the reported year | 64.1 | 64.8 |
h. Pillar Two – Background
The Pillar Two model rules, released on 20 December 2021, are part of the two-pillar solution to address the tax challenges of the
digitalisation of the economy that was agreed by 142 member jurisdictions of the OECD/G20 Inclusive Framework on BEPS and endorsed
by the G20 Finance Ministers and Leaders in October 2021.
The Pillar Two model rules are designed to ensure large multinational enterprises (“MNEs”) pay a minimum level of tax on the income
arising in each jurisdiction where they operate.
Taxpayers in scope (MNEs with global revenue of at least EUR 750 million in at least two years out of the four previous years) calculate
their effective tax rate according to the model rules provisions for each jurisdiction where they operate, and should pay top-up tax on
the difference between their effective tax rate per jurisdiction and the 15% minimum rate. Any resulting top-up tax will be charged
according to the coordinated system of interlocking rules that was introduced in the model rules (Qualified Domestic Minimum Top-Up
Tax – QDMTT, Income Inclusion Rule – IIR, Under Tax Payment Rule – UTPR). A de minimis exclusion applies where there is a relatively small
amount of revenue and income in a jurisdiction or when several other conditions are met.
The Multinational enterprises top-up tax exposure:
Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which the Group operates. However, this
legislation does not apply to the Group as its consolidated revenue is lower than EUR 750 million.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
NOTE 11 – EARNINGS PER SHARE
Earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the weighted average number
of ordinary shares in issue during the year.
| YEAR ENDED 31 DECEMBER | ||
2024 | 2023 | |
Profit attributable to equity holders of the Company (US dollars in millions) | 273.1 | 271.4 |
| Weighted average number of ordinary shares in issue*: | ||
Basic | 76,459,266 | 85,744,552 |
Dilutive effect of equity share based compensation | 2,733,527 | 1,139,574 |
Diluted | 79,192,793 | 86,884,126 |
Basic earnings per share (In US dollars) | 3.57 | 3.17 |
Diluted earnings per share (In US dollars) | 3.45 | 3.12 |
*After weighting the effect of Company’s share buyback programmes. See Note 12.
| NUMBER OF ORDINARY | AGGREGATE PURCHASE | AVERAGE PRICE OF | |
| YEAR ENDED 31 DECEMBER | SHARES PURCHASED | AMOUNT (US $ IN MILLIONS) | SHARES PURCHASED |
2023 | 14,859,392 | 275.3 | £14.82 |
2024 | 6,840,104 | 195.0 | £22.23 |
| AMOUNT OF DIVIDEND | AMOUNT OF DIVIDEND | ||
| EX-DATE | (US $ IN MILLIONS)* | PER SHARE (US $) | DATE OF PAYMENT TO SHAREHOLDERS |
23 February 2023 | 29.9 | 0.3234 | 11 July 2023 |
24 August 2023 | 59.9 | 0.7344 | 9 November 2023 |
29 February 2024 | 74.8 | 0.9462 | 11 July 2024 |
29 August 2024 | 75.4 | 1.0000 | 11 November 2024 |
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| AS OF 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Securities at fair value | 1.5 | 2.8 |
Prepaid expenses | 6.0 | 2.3 |
Excess funds in segregation, net* | 5.0 | 4.7 |
Other | 17.6 | 14.6 |
30.1 | 24.4 | |
| * Excess funds in segregation, net are comprised of the following: | ||
Amount required to be segregated | (348.8) | (291.3) |
Amount in segregation | 353.8 | 296.0 |
5.0 | 4.7 |
NOTE 15 – PROPERTY, PLANT AND EQUIPMENT
Composition of assets, grouped by major classifications and changes therein in 2024 is as follows:
| COMPUTERS, OFFICE | LEASEHOLD | ||
| US DOLLARS IN MILLIONS | EQUIPMENT AND OTHERS | IMPROVEMENTS | TOTAL |
| Cost | |||
Balance at beginning of year | 4.3 | 11.6 | 15.9 |
Additions | 1.9 | 2.9 | 4.8 |
Balance at end of year | 6.2 | 14.5 | 20.7 |
| Accumulated depreciation | |||
Balance at beginning of year | 2.7 | 3.5 | 6.2 |
Additions | 0.8 | 1.9 | 2.7 |
Balance at end of year | 3.5 | 5.4 | 8.9 |
Depreciated balance as of 31 December 2024 | 2.7 | 9.1 | 11.8 |
Depreciated balance as of 31 December 2023 | 1.6 | 8.1 | 9.7 |
NOTE 16 – CASH AND CASH EQUIVALENTS
Cash and cash equivalents by currency of denomination:
| AS OF 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
USD | 688.7 | 810.4 |
EUR | 78.5 | 46.7 |
GBP | 17.3 | 8.7 |
AUD | 20.2 | 4.7 |
NIS | 57.8 | 22.1 |
Other | 27.5 | 14.1 |
Own cash and cash equivalents | 890.0 | 906.7 |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
| AS OF 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Payroll, tax and related liabilities | 50.6 | 34.9 |
Share based compensation | 7.2 | 3.9 |
Other | 60.9 | 55.8 |
118.7 | 94.6 |
NOTE 18 – SERVICE SUPPLIERS
Service suppliers are comprised mainly of amounts due to advertising service suppliers, their fair values approximate or are similar to
their carrying amounts.
| AS OF 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Customers’ deposits, net* | 260.3 | 279.8 |
Segregated client funds | (235.0) | (249.6) |
25.3 | 30.2 | |
| * Customers’ deposits, net, are comprised of the following: | ||
Customers’ deposits | 373.6 | 409.4 |
| Less – financial derivative open positions: | ||
Gross amount of assets | (132.1) | (148.4) |
Gross amount of liabilities | 18.8 | 18.8 |
260.3 | 279.8 |
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| US DOLLARS IN MILLIONS | ||
REAL ESTATE LEASES | 2024 | 2023 |
At 1 January | 17.1 | 5.6 |
Additions | 0.1 | 14.1 |
Amortisation | (3.1) | (2.6) |
At 31 December | 14.1 | 17.1 |
| US DOLLARS IN MILLIONS | ||
REAL ESTATE LEASES | 2024 | 2023 |
At 1 January | 18.4 | 5.6 |
Additions | 0.1 | 14.1 |
Interest expense | 1.0 | 0.7 |
Lease payments | (3.3) | (2.7) |
Exchange differences | (0.4) | 0.7 |
At 31 December | 15.8 | 18.4 |
| NUMBER OF ORDINARY SHARES AS AT 31 DECEMBER | ||
2024 | 2023 | |
Authorised | 300,000,000 | 300,000,000 |
Issued and fully paid | 114,888,377 | 114,888,377 |
Less treasury shares* | (40,569,750) | (35,170,337) |
Outstanding shares | 74,318,627 | 79,718,040 |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
| AS AT 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Related party and key management liabilities | 7.3 | 8.0 |
| YEAR ENDED 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
Payroll and related expenses and service fees (selling and marketing expenses) | 7.7 | 6.5 |
Payroll and related expenses and service fees (administrative and general expenses) | 20.5 | 16.1 |
Non-Executive Directors’ fees (administrative and general expenses) | 1.3 | 1.4 |
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US DOLLARS IN MILLIONS | 2024 | 2023 |
Highest profit | 27.6 | 19.3 |
Highest loss | (5.6) | (3.6) |
Average | 1.8 | 1.7 |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
NOTE 25 – FINANCIAL RISK MANAGEMENT CONTINUED
b. Credit risk continued
CREDIT RATING* | 2024 | 2023 |
AAA to A- | 97% | 97% |
BBB+ to B- | 0% | 1% |
Remaining counterparties | 3% | 2% |
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
NOTE 25 – FINANCIAL RISK MANAGEMENT CONTINUED
e. Capital Management continued
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NOTE 26 – CASH GENERATED FROM OPERATIONS
| YEAR ENDED 31 DECEMBER | ||
US DOLLARS IN MILLIONS | 2024 | 2023 |
| Cash generated from operating activities | ||
Net income for the year | 273.1 | 271.4 |
| Adjustments required to reflect the cash flows from operating activities: | ||
Depreciation and amortisation | 3.1 | 1.5 |
Amortisation of right of use assets | 3.1 | 2.6 |
Changes of equity and cash share based compensation | 19.9 | 4.8 |
Taxes on income | 64.1 | 64.8 |
Interest expenses in respect of leases | 1.0 | 0.7 |
Exchange differences in respect of leases | (0.4) | 0.7 |
Interest income | (56.7) | (51.9) |
Foreign exchange losses (gains) on operating activities | (0.3) | (5.4) |
33.8 | 17.8 | |
| Operating changes in working capital: | ||
Decrease (increase) in other receivables and others | (5.7) | 2.4 |
Increase (decrease) in trade payables due to clients | (4.9) | 19.8 |
Increase (decrease) in other payables | 20.8 | 24.3 |
Increase (decrease) in service suppliers | 4.8 | 0.9 |
15.0 | 47.4 | |
Cash generated from operations | 321.9 | 336.6 |
Non-cash transactions
During the years ended 31 December 2024 and 2023, $0.1 million and $14.1 million in right of use assets and lease liabilities were recognised,
respectively.
NOTE 27 – SUBSEQUENT EVENTS
In January 2025, the Group obtained a clearing membership of ICE Clear US.
In January 2025, the Group obtained a new licence in the UAE from the Securities and Commodities Authority (“SCA”) allowing it to offer
OTC, share dealing and futures products.
On 18 February 2025, the Company declared a final dividend in an amount of $29.6 million ($0.4025 per share). The dividend record date
is 28 February 2025 and it will be paid to the shareholders on 9 July 2025.
On 18 February 2025, the Company declared a special dividend in an amount of $60.4 million ($0.8213 per share). The dividend record
date is 28 February 2025 and it will be paid to the shareholders on 9 July 2025.
On 18 February 2025, the Company declared the adoption of a share buyback programme to buy back up to $110.0 million of the Company’s
ordinary shares, comprised of a final share buyback programme in the amount of $29.6 million and a special share buyback programme
in the amount of $80.4 million.
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FURTHER INFORMATION
Advisors
Sponsor and Joint Broker
Panmure Liberum Limited
Ropemaker Place
25 Ropemaker Street
London EC2Y 9LY, UK
Joint Broker
Jefferies International Limited
100 Bishopsgate
London EC2N 4JL, UK
Independent Auditors
Kesselman & Kesselman, a member firm of
PricewaterhouseCoopers International Limited
146 Derech Menachem Begin Street
Tel Aviv 6492103, Israel
Legal Advisor (Israel)
Herzog, Fox & Neeman
Herzog Tower
6 Yitzhak Sadeh Street
Tel Aviv 6777504, Israel
Legal Advisor
(United Kingdom)
Latham & Watkins (London) LLP
99 Bishopsgate
London EC2M 3XF, UK
Legal Advisor
(United Kingdom)
Bryan Cave Leighton Paisner LLP
Governor’s House
5 Laurence Pountney Hill
London EC4R 0BR, UK
Financial Public Relations
DGA Group
One Fleet Place
London, EC4M 7WS, UK
Depositary
MUFG Corporate Markets Trustees (UK) Limited
Central Square
29 Wellington Street
Leeds LS1 4DL, UK
Registrar
MUFG Corporate Markets (Guernsey) Limited
Central Square
29 Wellington Street
Leeds LS1 4DL, UK
The latest Plus500 news, share price,
financial documents and more can
be found on our investor site
Stay up to date
Visit investors.plus500.com
for more information
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