Un-Wise governance: Does investment culture disappear at customs?

Fintech company Wise, formerly known as TransferWise, has long positioned itself as a disruptor. Launched in 2011 to make international money transfers cheaper and more transparent, it has grown into one of the UK’s most prominent tech success stories. Listed on the London Stock Exchange since 2021, it is often held up as a poster child for the UK’s fintech ambitions. Now, it’s making the bold move of shifting its primary listing from London to New York. But this isn’t just a story about chasing deeper capital markets — it’s a governance story, and a communications one.
When Wise listed in London in 2021, it introduced a dual-class share structure, giving founders extra voting power — but with a built-in expiration date of July 2026. Now, as part of its move to a US primary listing, it’s asking shareholders to extend that setup for another 10 years. In plain terms: more control, for much longer. And because the vote is bundled, shareholders must approve both the US listing and the governance extension together — or neither.
The assumption seems to be that what works in the US will be accepted by UK investors. But while dual-class shares are common on Wall Street, the City still views them with suspicion. That’s not just a regulatory difference — it reflects a deeper cultural divide in how investor rights are viewed. UK-based companies making this move face a significant challenge: re-educating already seasoned investors.
There’s a real communications gap here. If you’re changing the rules, you need to explain why. If you’re consolidating control, you need to show how that benefits everyone. And if you’re bundling big decisions into a single vote, you need to be ready for pushback. Wise says the structure supports its long-term, founder-led vision and has backing from proxy advisors. But co-founder Taavet Hinrikus — still a 5.1% shareholder — is urging others to vote it down. His argument? That the combined vote undermines shareholder democracy and concentrates power unfairly.
Whether you agree or not, it’s a reminder that communication is a key trait of any listing — especially when you’re crossing borders. If you don’t keep stakeholders informed, someone else will fill the vacuum. And once the narrative slips out of your hands, it’s hard to get it back.
This isn’t just about Wise. It’s about how UK companies navigate the shift to US markets without losing trust at home. Governance structures may change, but the need for clarity, transparency, and stakeholder engagement doesn’t. Communication isn’t a one-off; it’s a constant.
The takeaway is simple: we shouldn’t assume familiarity. What is business as usual in one market may be a red flag in another. Education, explanation, and empathy are essential. Wise’s story is a timely reminder that if you want to take your stakeholders with you, you need to speak their language — not just follow the market, but lead it.