Euronext - 2020 Universal Registration Document

Presentation of the Group

Regulation

The objective of the Transparency Directive is to harmonise the transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market in the EU. Indices Euronext as an indices administrator has to comply with the Benchmark Regulation (Regulation [EU] 2016/1011, “BMR”) which has been applicable since 1 January 2018. Euronext Amsterdam, Euronext Brussels, Euronext Dublin, Euronext Lisbon, Oslo Børs and Euronext Paris are registered by ESMA as benchmark administrators under BMR. The Operation of Regulated Markets and MTFs MiFID II/MiFIR, MAR/MAD II, ESMA standards and the Euronext Rulebooks all provide minimum requirements for the monitoring of trading and enforcement of rules by Euronext as the operator of regulated markets and MTFs. In particular, market operators are required to meet, inter alia , all the requirements set out in MiFID II/ MiFIR (and reinforced in MAR/MAD) including the obligation to ensure that the markets they operate allow financial instruments to trade “in a fair, orderly and efficient manner”. To this end, Euronext has set up a framework to organise market monitoring by which it: n monitors trading in order to identify breaches of the rules, disorderly trading conditions or conduct that may involve market abuse; n reports breaches of rules or of legal obligations relating to market integrity to the competent authority. Market surveillance and monitoring are implemented through a two-step process consisting of real-time market surveillance and post-trade (i.e., “next day”) analysis of executed trades. Euronext ensures member compliance with its rules by conducting on-site investigations and inspections. Group-Wide Supervision and Regulation The national regulators of Euronext’s markets (where Euronext holds an exchange licence granted by the relevant national exchange regulatory authority and operates under its supervision) are parties to a memorandum of understanding most recently amended and restated in December 2019 that established a “Euronext College of Regulators” and provides a framework to coordinate their supervision and regulation of the business and of the markets operated by Euronext. The Company commits itself to the memorandum of understanding, to the extent that any obligations arising from the memorandum of understanding apply to the Company or its subsidiaries. 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.

The MiFID II/MiFIR framework includes the Markets in Financial Instruments Directive (Directive 2014/65/EU, “MiFID II”) and the Markets in Financial Instruments Regulation (Regulation [EU] No 648/2012, “MiFIR”) and has been applicable since 3 January 2018. The objective is to make European financial markets more transparent and to strengthen investor protection. The MAR/MAD II framework includes the Market Abuse Regulation (Regulation (EU) No 596/2014, “MAR”) and the Directive on criminal sanctions for market abuse (Directive 2014/57/EU “MAD II”) and has been applicable since 3 July 2016. The objective is to guarantee the integrity of European financial markets and increase investor confidence. The concept of market abuse typically consists of insider dealing, unlawful disclosure of inside information, and market manipulation. EMIR The European Union Market Infrastructure Regulation (Regulation [EU] No 648/2012, “EMIR”) is primarily focused on the regulation of CCPs and includes the obligation for standardised OTC derivative contracts to be cleared through a CCP. EMIR came into effect on 16 August 2012. CSDR CSDR sets out uniform requirements for the settlement of financial instruments and rules on the organisation and conduct of CSDs in order to ensure secure, efficient and timely settlement of transactions. VP Securities obtained authorization under CSDR on 3 January 2018. Interbolsa obtained authorisation under CSDR on 12 July 2018. Euronext VPS submitted its authorization file in June 2020. Euronext, through Interbolsa and VP Securities, participates in the ECB’s TARGET 2 Securities (T2S) platform. Interbolsa and VP Securities migrated, respectively, to the T2S platform in March 2016 and in September 2016. T2S brings substantial benefits to the European post-trading industry by providing a single pan-European platform for securities settlement in central bank money. Listing The rules regarding public offerings of financial instruments and prospectuses, as well as on-going disclosure requirements for listed companies, are set out in the Prospectus Regulation (Regulation [EU] 2017/1129) and the Transparency Directive (Directive 2004/109/ EC as most recently amended by Directive 2013/50/EU), as implemented in the countries in which Euronext operates. Companies seeking to list their securities on Euronext’s regulated markets must prepare a listing prospectus in accordance with the requirements of the Prospectus Regulation, comply with the requirements of Euronext Rulebook I, the harmonised rulebook for the Euronext Market Subsidiaries, and any additional local listing requirements in Rulebook II. Following admission, they must comply with the on-going disclosure requirements set forth by the competent authority of their home Member State. Clearing and Settlement

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2020 UNIVERSAL REGISTRATION DOCUMENT