Tether International has appointed an independent director to the board of Twenty One Capital (XXI), restoring the audit committee to full compliance with SEC and NYSE standards. The seat became vacant after Tether acquired SoftBank’s entire 89.1 million share stake in XXI for roughly $711 million on May 20, a deal that gave the stablecoin issuer uncontested majority control of the Bitcoin treasury company, which holds more than 43,500 BTC.
With SoftBank’s representatives exiting the board, the audit committee lost one of its three required independent members. Tether said the new director meets strict independence criteria under the Securities Exchange Act Rule 10A-3 and the NYSE Listed Company Manual Section 303A.02, ensuring unbiased oversight of financial reporting.
CEO Paolo Ardoino emphasized that the search for the right candidate was rigorous, stating, "The strength of the oversight needs to match the strength of the balance sheet." Tether did not disclose the director’s name.
The move reinforces governance as Tether advances a proposed three-way merger of XXI with Jack Mallers’ Bitcoin payments firm Strike and mining company Elektron Energy. Elektron manages about 50 EH/s of mining power, roughly 5% of the Bitcoin network, and has mined over 5,500 BTC. The merger, first suggested in April 2026, would create a vertically integrated Bitcoin business encompassing treasury accumulation, payments, lending, and mining. However, governance challenges remain, including a conflict of interest for CEO Jack Mallers, who leads both XXI and Strike, and ongoing lawsuits against Elektron CEO Raphael Zagury.
