The bank is taking 100 percent of Zodia Custody Limited and its regulated entities in five markets, with no price disclosed. The software and professional services business leaves as a separate company whose shareholders include Northern Trust and Emirates NBD.
Standard Chartered has signed definitive agreements to buy Zodia Custody, the digital asset custodian its ventures arm set up with Northern Trust under a 2020 agreement, and the deal splits the business in two. Standard Chartered I H Limited will acquire 100 percent of Zodia Custody Limited, the parent of regulated operating entities in Singapore, Hong Kong, Australia, the United Arab Emirates and Luxembourg, the bank said on Wednesday. Completion is still subject to regulatory approvals and customary closing conditions, and no price was disclosed.
The regulated custody business will be folded into the digital asset custody activities Standard Chartered already runs inside Securities Services. The other half of Zodia goes the opposite way. Its digital asset software and professional services business will be separated and transferred to Zodia Solutions, a new independent entity under SC Ventures, the bank's innovation arm, which will keep selling bank-grade infrastructure to financial institutions including Standard Chartered itself.
That makes the buyer a customer of the company it is spinning out, and it leaves the technology in a vehicle other banks still own a piece of. The release names seven backers of Zodia Solutions: NAB Ventures, Northern Trust, SBI Ventures Asset, Q Studio Restricted Limited (Further Ventures), Emirates NBD Bank, Zodia Investments (Investcorp) and Zodia Holdings, which SC Ventures owns. In May, when shareholders and noteholders accepted the non-binding offer, the bank said only that Zodia Solutions would be supported by bank investors including existing Zodia Custody shareholders.
Northern Trust ends up on one side of that split only. The US custody bank agreed with SC Ventures in December 2020 to launch Zodia Custody, a venture whose original plan was to begin operating in London in 2021 subject to registration with the UK Financial Conduct Authority. Once this deal completes the custody book belongs entirely to Standard Chartered, while Northern Trust appears among the owners of the platform that book will run on.
Five months separate the two announcements, and the timetable has moved. The Block reported that the definitive agreements had originally been targeted for the end of June, with completion expected by the end of August. Neither release names a completion date now, and the May and October statements use the same conditional language about regulatory approvals.
Zodia Custody's leadership also changed in between. The May release carried a quote from Julian Sawyer as chief executive; Wednesday's names Richard Clark in that role. The Block reported that Sawyer stepped down in September and that Clark, previously the company's chief revenue officer, replaced him.
“As institutional adoption of digital assets accelerates, custody is increasingly becoming part of the global banking landscape,” Clark said in the release, arguing that combining Zodia's specialist expertise with Standard Chartered's banking platform gives institutions wider access to regulated custody. Ying Ying Tan, the bank's global head of securities services and digital assets, said the acquisition “further deepens our digital asset custody portfolio.” Craig Perrin, named as chief executive of Zodia Solutions, said financial institutions are “moving beyond digital asset pilots towards operating services at scale.”
Those are the parties' own characterizations of the market rather than measured adoption. Neither release gives assets under custody, client numbers or revenue for either half of the business, so the commercial size of what is being bought and what is being spun out is not public. The bank describes the rationale as consolidating its digital asset custody businesses and unlocking revenue synergies, and says there is no expected disruption to clients, with existing Zodia custody clients serviced as usual.
The transaction continues Standard Chartered's move of digital asset work out of its ventures arm and into the bank itself. Earlier this month it said it would hold crypto for institutional clients in Singapore, one of the five markets where Zodia's regulated entities sit. The Block reported that Zodia received a Luxembourg payment institution license in June, covering regulated stablecoin custody and transfer services in the European Union.
The agreements are signed and the structure is set out. Completion still depends on regulatory approvals the release does not identify, and the bank did not say when it expects them.