XTB Sells FSCA Unit Five Years After No Operations

XTB has agreed to sell its South African subsidiary for $645,000, closing out what turned out to be an eight-year attempt to enter the African continent, one that never got off the ground. The Polish broker disclosed the deal in its 2025 annual report, filed this week, noting that a conditional sale agreement for 100%…


XTB has
agreed to sell its South African subsidiary for $645,000, closing out what
turned out to be an eight-year attempt to enter the African continent, one that
never got off the ground.

The Polish
broker disclosed the deal in its 2025
annual report, filed this week, noting that a conditional sale agreement
for 100% of XTB Africa PTY Ltd. was signed on February 17, 2026, with a buyer
it did not name. The transaction remains pending regulatory approval from South
Africa’s Financial Sector Conduct Authority (FSCA), which must sign off on the
change in ownership before the deal is finalized.

The
subsidiary, which received its
FSCA operating license in August 2021, never conducted any client-facing operations,
according to the annual report. The company described the sale as resulting
from “the subsidiary not commencing operational activities,” offering
no further explanation.

Eight Years, No Clients,
One License

XTB first
established the South African entity in 2018 and spent more than two years
waiting for the FSCA to approve its application before finally securing the
license. In early 2022, the company said it planned to
start forex trading operations in South Africa in the second half of that year, calling the market a priority for
its international expansion push. That timeline slipped, and then slipped
again, until the company made no further public commitments about the market.

The annual
report’s treatment of the sale is minimal. XTB Africa PTY Ltd. appears in the
subsidiary table with one line of description – that it holds an FSCA license
and has never operated – and the sale itself is dispatched in two sentences
under post-balance-sheet events.

  • XTB Adds a Kill Switch to Its Investment App to Lock Out Hackers
  • Women Open Investment Accounts with 50% Larger First Deposits Than Men, XTB Data Shows

There is no
explanation from CEO Omar Arnaout, whose letter to shareholders discusses
Brazil, Indonesia, Chile, and the UAE at length but does not mention Africa.

The
carrying value of XTB Africa on the company’s books stood at PLN 2.34 million
as of December 31, 2025, roughly equivalent to the $645,000 sale price at
current exchange rates. XTB is selling the unit for approximately what it has
on paper, recovering little from eight years of incorporation costs, legal
fees, and license maintenance.

The buyer,
described only as “the purchasing party,” is acquiring a
fully-licensed South African brokerage for a price well below what an FSCA
license typically costs to obtain from scratch.

A Pattern of Retreats
Beyond Europe

South
Africa is not the only market where XTB has pulled back. The company began
liquidating its Turkish subsidiary in September 2020, following regulatory
changes that gutted the country’s leveraged trading market in 2017. That
process remains incomplete more than five years later, with the Turkish entity
still listed in the annual report as undergoing liquidation.

More
recently, XTB halted new
account registrations in Brazil after ending a local partnership, and the 2025 annual report
reveals the company is now weighing all options for that market, including a
full exit, citing what it described as “local protectionism.”

A Brazilian
special purpose vehicle was incorporated as recently as February 2026,
suggesting the company has not yet made a final decision, but the language in
the report is cautious.

Omar Arnaout, CEO of XTB, Source: LinkedIn

โ€œDue to
local market conditions, we decided to temporarily suspend further development
in that market [Brazil],” Arnaout commented in the newest report, โ€œfocusing
instead on growing our client base in Chile, while closely monitoring the
long-term potential of the Latin American region.โ€

The
contrast with XTB’s European and Middle Eastern operations is sharp. XTB posted
record revenues in 2025, with total operating income climbing to PLN 2.15 billion, driven
almost entirely by its European client base and a surging Middle East business.
Latin America and Asia contributed just PLN 33 million combined, roughly 1.5%
of total revenues.

Indonesia,
where XTB injected additional capital in July 2025, remains on a short leash.
XTB’s CEO has previously described Indonesia as
“a country with a question mark” that must prove itself, setting clear performance
benchmarks for the subsidiary.

Legal Head Departs After
16 Years

Alongside
the Africa news, XTB disclosed that Jakub Kubacki, its head of legal affairs
and a board member since 2018, submitted his resignation on March 3, 2026,
citing “important personal reasons.” His departure takes effect on
June 30, 2026, giving the company roughly four months to manage succession.

Kubacki
joined XTB in 2010 as a junior lawyer and rose to oversee the company’s
compliance , legal management, and internal control systems. His 16 years at the
firm cover most of XTB’s transformation from a mid-sized Polish broker into a
publicly traded company with 15 regulated entities. No replacement has been
named.

XTB has
agreed to sell its South African subsidiary for $645,000, closing out what
turned out to be an eight-year attempt to enter the African continent, one that
never got off the ground.

The Polish
broker disclosed the deal in its 2025
annual report, filed this week, noting that a conditional sale agreement
for 100% of XTB Africa PTY Ltd. was signed on February 17, 2026, with a buyer
it did not name. The transaction remains pending regulatory approval from South
Africa’s Financial Sector Conduct Authority (FSCA), which must sign off on the
change in ownership before the deal is finalized.

The
subsidiary, which received its
FSCA operating license in August 2021, never conducted any client-facing operations,
according to the annual report. The company described the sale as resulting
from “the subsidiary not commencing operational activities,” offering
no further explanation.

Eight Years, No Clients,
One License

XTB first
established the South African entity in 2018 and spent more than two years
waiting for the FSCA to approve its application before finally securing the
license. In early 2022, the company said it planned to
start forex trading operations in South Africa in the second half of that year, calling the market a priority for
its international expansion push. That timeline slipped, and then slipped
again, until the company made no further public commitments about the market.

The annual
report’s treatment of the sale is minimal. XTB Africa PTY Ltd. appears in the
subsidiary table with one line of description – that it holds an FSCA license
and has never operated – and the sale itself is dispatched in two sentences
under post-balance-sheet events.

  • XTB Adds a Kill Switch to Its Investment App to Lock Out Hackers
  • Women Open Investment Accounts with 50% Larger First Deposits Than Men, XTB Data Shows

There is no
explanation from CEO Omar Arnaout, whose letter to shareholders discusses
Brazil, Indonesia, Chile, and the UAE at length but does not mention Africa.

The
carrying value of XTB Africa on the company’s books stood at PLN 2.34 million
as of December 31, 2025, roughly equivalent to the $645,000 sale price at
current exchange rates. XTB is selling the unit for approximately what it has
on paper, recovering little from eight years of incorporation costs, legal
fees, and license maintenance.

The buyer,
described only as “the purchasing party,” is acquiring a
fully-licensed South African brokerage for a price well below what an FSCA
license typically costs to obtain from scratch.

A Pattern of Retreats
Beyond Europe

South
Africa is not the only market where XTB has pulled back. The company began
liquidating its Turkish subsidiary in September 2020, following regulatory
changes that gutted the country’s leveraged trading market in 2017. That
process remains incomplete more than five years later, with the Turkish entity
still listed in the annual report as undergoing liquidation.

More
recently, XTB halted new
account registrations in Brazil after ending a local partnership, and the 2025 annual report
reveals the company is now weighing all options for that market, including a
full exit, citing what it described as “local protectionism.”

A Brazilian
special purpose vehicle was incorporated as recently as February 2026,
suggesting the company has not yet made a final decision, but the language in
the report is cautious.

Omar Arnaout, CEO of XTB, Source: LinkedIn

โ€œDue to
local market conditions, we decided to temporarily suspend further development
in that market [Brazil],” Arnaout commented in the newest report, โ€œfocusing
instead on growing our client base in Chile, while closely monitoring the
long-term potential of the Latin American region.โ€

The
contrast with XTB’s European and Middle Eastern operations is sharp. XTB posted
record revenues in 2025, with total operating income climbing to PLN 2.15 billion, driven
almost entirely by its European client base and a surging Middle East business.
Latin America and Asia contributed just PLN 33 million combined, roughly 1.5%
of total revenues.

Indonesia,
where XTB injected additional capital in July 2025, remains on a short leash.
XTB’s CEO has previously described Indonesia as
“a country with a question mark” that must prove itself, setting clear performance
benchmarks for the subsidiary.

Legal Head Departs After
16 Years

Alongside
the Africa news, XTB disclosed that Jakub Kubacki, its head of legal affairs
and a board member since 2018, submitted his resignation on March 3, 2026,
citing “important personal reasons.” His departure takes effect on
June 30, 2026, giving the company roughly four months to manage succession.

Kubacki
joined XTB in 2010 as a junior lawyer and rose to oversee the company’s
compliance , legal management, and internal control systems. His 16 years at the
firm cover most of XTB’s transformation from a mid-sized Polish broker into a
publicly traded company with 15 regulated entities. No replacement has been
named.

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