EURONEXT_Registration_Document_2017

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GENERAL DESCRIPTION OF THE COMPANY AND ITS SHARE CAPITAL

General Meeting of Shareholders and Voting Rights

4.5 General Meeting of Shareholders and Voting Rights

The Managing Board may decide that persons entitled to attend General Meetings and vote there may, within a period prior to the General Meeting to be set by the Managing Board, which period cannot start prior to the registration date, cast their vote electronically or by post in a manner to be decided by the Managing Board. Votes cast in accordance with the previous sentence are equal to votes cast at the meeting. Each shareholder may cast one vote for each Ordinary Share held. Members of the Managing Board and the Supervisory Board may attend a General Meeting in which they have an advisory role. The voting rights attached to shares are suspended as long as such shares are held by Euronext. The rights of the holders of Ordinary Shares that were offered and sold in the Offering rank pari passu with each other and with all other holders of the Ordinary Shares, including the Reference shareholders, with respect to voting rights and distributions. Euronext has no intention of changing the rights of shareholders. Resolutions of the General Meeting are taken by an absolutemajority, except where Dutch law or Euronext’s Articles of Association provide for a qualified majority or unanimity. Three General Meetings were held in 2017. An Extraordinary General Meeting was held on 15 February 2017. In this meeting the proposal to approve the acquisition by Euronext N.V. of 100% of the issued share capital of Banque Centrale de Compensation S.A ., trading as LCH S.A., was approved (1) . The Annual General Meeting was held on 19 May 2017. In this meeting decisions were taken on the adoption of the 2016 Financial Statements, a dividend of €1.42 per ordinary share, the discharge the members of the Managing Board and Supervisory Board in respect of their duties performed during the year 2016, the appointment of Paulo da Silva as a member of the Managing Board, the appointment of Ernst & Young Accountants LLP as the Company’s external auditors and the designation of the Managing Board as the competent body to 1) issue ordinary shares, 2) to restrict or exclude the pre-emptive rights of shareholders and 3) to acquire ordinary shares in the share capital of the Company on behalf of the Company. Another Extraordinary General Meeting was held on 19 October 2017. In that meeting a decision was taken on the appointment of Franck Silvent to the Supervisory Board.

The Annual General Meeting must be held within six months after the end of each financial year. An Extraordinary General Meeting may be convened, whenever Euronext’s interests so require, by the Managing Board or the Supervisory Board. shareholders representing alone or in aggregate at least one-tenth of Euronext’s issued and outstanding share capital may, pursuant to the Dutch Civil Code, request that a General Meeting be convened. Within three months of it becoming apparent to the Managing Board that Euronext’s equity has decreased to an amount equal to or lower than one-half of the paid-in and called-up capital, a General Meeting will be held to discuss any requisite measures. Euronext will give notice of each General Meeting by publication on its website and in any other manner that Euronext may be required to follow in order to comply with and the applicable requirements of regulations pursuant to the listing of its shares on Euronext Amsterdam, Euronext Brussels, Euronext Lisbon and Euronext Paris. The notice convening any General Meeting must include, among other items, an agenda indicating the place and date of the meeting, the items for discussion and voting, the proceedings for registration including the registration date, as well as any proposals for the agenda. Pursuant to Dutch law, shareholders holding at least 3% of Euronext’s issued and outstanding share capital have a right to request the Managing Board and the Supervisory Board to include items on the agenda of the General Meeting. The Managing Board and the Supervisory Board must agree to these requests, provided that (i) the request was made in writing and motivated, and (ii) the request was received by the Chairman of the Managing Board or the Chairman of the Supervisory Board at least sixty days prior to the date of the General Meeting. The Managing Board must give notice of a General Meeting, by at least such number of days prior to the day of the meeting as required by Dutch law, which is currently forty-two days. Each shareholder (as well as other persons with voting rights or meeting rights) may attend the General Meeting, to address the General Meeting and, in so far as they have such right, to exercise voting rights pro rata to its shareholding, either in person or by proxy. shareholders may exercise these rights, if they are the holders of shares on the registration date which is currently the 28 th day before the day of the meeting, and they or their proxy have notified Euronext of their intention to attend the meeting in writing at the address and by the date specified in the notice of the meeting.

(1) This transaction was cancelled.

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www.euronext.com

2017 REGISTRATION DOCUMENT