The vacant audit committee seat on Twenty One Capital’s Board of Directors has been filled by Tether International. The company has appointed an independent director who meets SEC and NYSE standards.
Twenty One Capital (XXI)’s audit committee now has all the members it needs after Tether appointed a new independent director.
Why was Twenty One Capital missing a manager?
A spot on Twenty One Capital (XXI)’s audit committee became empty after Tether bought all 89.1 million shares held by SoftBank in XXI for approximately $711 million on May 20. The deal gave Tether undisputed control as the majority shareholder in the bitcoin treasury company, which owns more than 43,500 bitcoins.
Once The deal has been closedSoftBank representatives had to leave the board, including a representative who served on the audit committee. Tether has now filled that position with an independent director that it says meets strict independence rules.
The rules involved come from the Securities Act (Rule 10A-3) and the New York Stock Exchange Listed Companies Manual (Section 303A.02). These rules are designed to ensure that members of the audit committee can oversee the company fairly without conflicts of interest.
Paolo Ardoino, CEO of Tether, said advertisement A great deal of rigor was placed in finding the best candidate to provide comprehensive and independent oversight.
“The strength of oversight should be proportional to the strength of the balance sheet,” Ardoino said, but Tether did not reveal the name of the new manager in its announcement.
The audit committee is a group of board members who oversee a company’s financial reporting. The New York Stock Exchange requires listed companies to have at least three independent members on this committee. Twenty-one in second place Among Bitcoin holders of publicly traded companies, trailing only Strategy (formerly MicroStrategy).
Independent oversight from the board is especially important now that Tether has consolidated its position. The stablecoin issuer already has voting control through Class B shares in XXI and retains the power to approve bitcoin sales, mergers exceeding $1 million, and executive appointments.
What are XXI’s next plans?
Tether has proposed merging XXI with Jack Mallers’ bitcoin payments company Strike and mining company Elektron Energy. the Triple mergerfirst proposed in late April 2026, would create a vertically integrated bitcoin business that would include treasury accumulation, payments, lending, and mining operations.
Elektron manages about 50 exahashes per second (EH/s) of mining power. This represents about 5% of the entire Bitcoin network. The platform has already mined more than 5,500 Bitcoins.
Twenty-one capital It was launched in December 2025 Through a SPAC merger with Cantor Equity Partners and is traded on the New York Stock Exchange under the ticker XXI.
The merger faces several obstacles surrounding its management. For example, Jack Mallers is currently the CEO of both Twenty One Capital (XXI) and Strike. The dual role represents a conflict of interest that requires special review and vote by minority shareholders.
Rafael Zagori, CEO of Elektron Energy, is a defendant in active lawsuits filed by Swan Bitcoin in California and the UK.
Swan claims that Zagory and other former executives conspired with Tether in 2024 to take over a mining joint venture.
Tether has announced its intention to vote in favor of the mergers, but no final terms, closing timelines, or formal merger agreements have been signed or made public.
