Euronext - 2019 Universal Registration Document
Euronext, a sustainable exchange 3
Euronext’s Five ESG Impact Areas and the Sustainable Development Goals
Employees Euronext promotes an environment that encourages collaborative work, learning and innovation allowing each employee to shape his/ her future and the future of the Company. As detailed in the below section 3.6 the Company undertakes several initiatives to support and nourish a culture of performance through an ongoing dialogue with its employees. In 2019 it has identified and signed up with an employee survey partner with initial rollout and usage of the tool planned for Dublin and Amsterdam in Q1 2020. Shareholders, Analysts and Investors Euronext has an ongoing dialogue with financial analysts, shareholders and investors. The Company focuses on communicating clearly and providing transparent explanations. Euronext has decided to publish full financial results on a quarterly basis. These results are commented on in either physical meetings or conference calls for analysts and investors and are accessible to the general public via webcast found on the Company’s website. In addition, Euronext investor relations team met with more than 300 investors and ESG investors in 2019, notably through conducting roadshows in eight countries (United-Kingdom, France, Germany, Italy, Switzerland, the Netherlands, the United States, Canada) and organizing an investor day, and attended eleven investors conferences. Euronext is willing to continue to engage with its shareholders on a regular basis so as to enhance the knowledge of the Company and the understanding of its strategy. Prior to the IPO, on 27 May 2014, a group of institutional investors (collectively, the “ Reference shareholders ”, and each a “ Reference shareholder ”) purchased an aggregate percentage of the issued and outstanding Ordinary Shares from ICE, the selling shareholder at the IPO. The Reference shareholders have entered into a reference shareholders’ agreement (the “ Reference shareholders Agreement ”) governing the relationship among the Reference shareholders. This agreement expired on 20 June 2017 and was extended for a further period of two years commencing on 21 June 2017. On 17 June 2019, Euronext was informed that the Reference Shareholders had decided to extend an amended version of their Reference Shareholders Agreement for a further period of two years commencing on 20 June 2019. The new Reference Shareholders group from that date comprised of five of the former members and accounted for 23.27% of Euronext share capital. More information on Euronext Reference Shareholders are disclosed in section 6.4.1 of this Universal Registration Document. At the time of its IPO in 2014, Euronext’s dividend policy was established to achieve a dividend pay-out ratio of approximately 50% of net income, upon the approval of the Annual General Meeting, and as long as the Company is in position to pay this dividend while meeting all its various duties and obligations. In May 2017, Euronext decided to complement this policy, for the remainder of its “Agility for Growth” strategic plan with the introduction of a floor to the dividend per share. Starting at the Annual General Meeting in 2017 and until the Annual General Meeting in 2020, Euronext dividend policy is to distribute the highest of 50% of the reported net income and a floor at €1.42 per share, upon the approval of the Annual General Meeting, and as long as the Company is in position to pay this dividend while meeting all its various duties and obligations.
For further information about share capital and shareholder structure or dividend, please refer to Chapter 6 of this Universal Registration Document. Regulators and Finance Industry as a Whole Euronext is an organisation that provides exchange listing, trading, post-trade and related services in Europe. The Company operates exchanges in seven European countries. Each Euronext market operator is subject to national laws and regulations and other regulatory requirements imposed by exchange authorities, central banks and finance ministries as appropriate. The seven national regulatory authorities coordinate their regulation and supervision of the regulated markets operated by the Group through the “Euronext College of Regulators”, acting pursuant to memoranda of understanding which Euronext has committed to respect. These regulatory authorities have identified certain areas of common interest and have adopted a coordinated approach to the exercise of their respective national rules, regulations and supervisory practices regarding listing requirements, prospectus disclosure requirements, on-going obligations of listed companies, takeover bid rules and disclosure of large shareholdings. Representatives of each national authority meet in working groups on a regular basis in order to coordinate their actions in areas of common interest and agree upon measures to promote harmonisation of their respective National Regulation. Euronext representatives are invited on a regular basis to part of those meetings. For more information on the regulation, see section 1.4. “Regulation” of this Universal Registration Document. United Nations Sustainable Stock Exchange Initiative Membership Euronext joined the United Nations SSE Initiative in December 2015, which aims to explore how exchanges can work together with investors, regulators, and companies to enhance corporate transparency on Environmental, Social and Corporate Governance (ESG) issues and encourage responsible long-term approaches to investment. As an Official Partner of the Sustainable Stock Exchange Initiative (SSE), Euronext’s sevenmarket operators have voluntarily committed − through dialogue with investors, companies and regulators − to promote sustainable, long-term investment and improved ESG governance disclosure and performance among the companies listed on their respective exchange. The decision of membership to SSE reflected the commitment of Euronext in these areas. The Sustainable Stock Exchanges initiative published its Progress Report in 2018 on the ranking of the world´s stock exchanges in terms of disclosure of the performance of sustainability indicators. Euronext Paris is ranked number two, Euronext Amsterdam is Memberships FESE Euronext is a member of the Federation of European Securities Exchanges (FESE), a trade body located in Brussels representing European exchanges and engages in advocacy on behalf of this member community.
76
www.euronext.com
2019 UNIVERSAL REGISTRATION DOCUMENT
Made with FlippingBook - Online Brochure Maker