Euronext - 2020 Universal Registration Document
Corporate Governance 4 Remuneration Report of the Remuneration Committee
4.4.1.3 Performance and Effect on Remuneration in 2020 In 2020, the Euronext team delivered major operational, financial and strategic milestones which have clearly transformed Euronext. The extreme operating conditions during Covid19 demonstrated the resilience of all its teams, its systems and its collective mindset. a. The continued focus on growth , market conditions and operational efficiency allowed Euronext to grow at double digit rates on various metrics :
After taking into consideration the views of the investor community as well as best practices in Corporate Governance, the Remuneration Committee has proposed a number of changes to the Remuneration Policy, subject to approval by shareholders at the AGM scheduled to be held on 11 May 2021. The key changes to the Remuneration Policy regarding the Group Chief Executive Officer are: n Short Term Incentive: n introduction of a minimumperformance level: 70% of objectives, n new Short Term Incentive target: 100% of Annual Fixed Salary (with an unchanged maximum pay-out at 150% of Annual Fixed Salary), n new pay-out level: 50% of the target Short Term Incentive at 90% of objectives, n increased weight of the financial parameters: 50% of target Short Term Incentive, n decreased weight of the qualitative parameters: 20% of target Short Term Incentive. n Long Term Incentive: n more restrictive threshold: no payment if the Total Shareholders Return performance is below the Index, n introduction of a lock-up period: an additional two year holding period post vesting of the shares; n Share ownership obligation: n introduction of a requirement to retain a certain number of shares equivalent to 2 years of Annual Fixed Salary in shares. 2020 remuneration Decisions The Remuneration Committee also analysed, as it does every year, the outcome of the annual performance criteria, their impact on Short Term Incentives, Long Term Incentives and total compensation of the members of the Managing Board, and proposed subsequent decisions to the Supervisory Board. The key 2020 performance indicators and strategic achievements are summarized in this report and form the basis of the 2020 remuneration decisions. 4.4.1.2 Remuneration Committee The Remuneration Committee of Euronext assists the Supervisory Board with respect to the Company’s remuneration strategy and principles for members of the Managing Board of the Company (the “Managing Board”), the administration of its cash and equity based compensation plans and draft proposals to the Supervisory Board and oversees the remuneration programmes and remuneration of the Company’s senior managers and other personnel. The Remuneration Committee meets as often as necessary and whenever any of its members requests a meeting. The Remuneration Committee as at 31 December 2020 consisted of the following members: Nathalie Rachou (chair), Manuel Ferreira da Silva, Lieve Mostrey, Padraic O’Connor and Dick Sluimers.
1. revenues at €884.3 million, +30.2% above 2019; 2. €520.0 million EBITDA (1) , +30.2% above 2019; 3. EBITDA margin (2) at 58.8% , equal to 2019; 4. EPS at €4.53, +42.1% above 2019.
b. Euronext delivered its third geographic footprint enlargement since 2002, after the acquisition of the Irish Stock Exchange in Dublin in 2018 and the acquisition of Oslo Børs VPS in Norway in 2019, through the acquisition of VP Securities in Copenhagen in August 2020 ; c. Euronext executed successfully on its plan to make Oslo the hub of Euronext’s Nordic ambitions with the completion of the acquisition of Nord Pool ; d. Integration of acquired companies is proceeding better than expected with tangible financial results. In particular, Oslo Børs VPS delivered two third of its run-rate synergies targeted 17 months after closing, and VP Securities in Copenhagen delivered more than 60% of the run-rate synergies targeted only five months after closing; e. Euronext secured significant steps to diversify its topline in order to materially improve the quality of the revenue mix with the following developments: 1. consistent deployment of our Corporate Services businesses which delivered +32.4% annual growth mostly coming from subscription-based revenues, 2. completion of the acquisition of Nord Pool, adding Power as a new asset class on Euronext markets, with no correlation with the core equities trading businesses of Euronext, 3. acquisition of VP Securities in Copenhagen, contributing significantly to the increase of non-volume driven revenues and fuelling our Euronext of CSDs’ ambition through the consolidation of our post-trade activities; it is worth noting that Euronext’s custody and settlement revenues more than doubled from 2019 to 2020 (from €49.6 million to €110.2m) thanks to both strong organic performance and external growth. f. Optiq® , Euronext’s cutting-edge technology platform has been completed, delivered and fully deployed across Euronext markets. 17 months after the acquisition, Olso Børs cash and derivatives markets were successfully migrated to Optiq® in Q4 2020. Those migrations had a very significant clearing component, in contrast to the Dublin
(1) As defined in section 5.2 – Other Financial information. (2) As defined in section 5.2 – Other Financial information.
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2020 UNIVERSAL REGISTRATION DOCUMENT
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