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Euronext - Convening of 2018 Annual General Meeting

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Euronext - Convening of 2018 Annual General Meeting

EURONEXTEURONEXT Euronext NL0006294274, NL0006294274
RELEASE 03 APR 2018 17:45 CET

Regulatory News:

Euronext (Paris:ENX) (Amsterdam:ENX) (Brussels:ENX) today announced that its Annual General Meeting (AGM) will take place on Tuesday 15 May 2018 at 10.30am CET, at Beursplein 5, 1012 JW Amsterdam, The Netherlands.

The agenda for the meeting is as follows:

1. Opening

2. Presentation of the Chief Executive Officer (discussion item)

3. Annual report 2017

a. Explanation of the implementation of the remuneration policy (discussion item)

b. Explanation of the policy on additions to reserves and dividends (discussion item)

c. Proposal to adopt the 2017 financial statements (voting item 1)

d. Proposal to adopt a dividend of EUR 1.73 per ordinary share (voting item 2)

e. Proposal to discharge the members of the Managing Board in respect of their duties performed during the year 2017 (voting item 3)

f. Proposal to discharge the members of the Supervisory Board in respect of their duties performed during the year 2017 (voting item 4)

4. Composition of the Supervisory Board

a. Re-appointment of Manuel Ferreira da Silva as a member of the Supervisory Board (voting item 5)

b. Re-appointment of Lieve Mostrey as a member of the Supervisory Board (voting item 6)

c. Appointment of Luc Keuleneer as a member of the Supervisory Board (voting item 7)

d. Appointment of Padraic O’Connor as a member of the Supervisory Board (voting item 8)

5. Composition of the Managing Board

a. Appointment of Deirdre Somers as a member of the Managing Board (voting item 9)

6. Proposal to amend the remuneration policy (voting item 10)

7. Proposal regarding the remuneration of the Supervisory Board (voting item 11)

8. Proposal to appoint the external auditor (voting item 12)

9. Proposal to designate the Managing Board as the competent body:

a. to issue ordinary shares (voting item 13); and

b. to restrict or exclude the pre-emptive rights of shareholders (voting item 14)

10. Proposal to authorise the Managing Board to acquire ordinary shares in the share capital of the company on behalf of the company (voting item 15)

11. Corporate governance (discussion item)

12. Any other business

13. Close

The AGM will be conducted in English.

Registration date

Pursuant to Dutch law and Euronext N.V.’s Articles of Association, the persons who will be considered as entitled to attend and vote at the AGM are those persons who are registered as such in the administrations held by their financial intermediaries (the "Shareholders") on Tuesday 17 April 2018, after processing of all settlements on that date (the “Registration Date”).

Registration

Shareholders holding their shares through Euroclear France S.A. (i.e. the public) who wish to attend the AGM, provide instructions or grant a power of attorney to vote on their behalf, must complete the form (voting form / attendance card request) provided for this purpose by their financial intermediary or by Euronext Securities Department – BNP PARIBAS Securities Services. The Shareholders should be aware that these documents must be received, no later than Tuesday 8 May 2018 by their financial intermediary for receipt no later than Wednesday 9 May 2018 by BNP Paribas Securities Service CTS Assemblées Générales, 9 rue du Débarcadère 93761 Pantin Cedex, France.

The financial intermediary should deliver to the Shareholder a certificate of holding containing: name and city of residence of the Shareholder; number of shares; name and city of residence of the attendee (if different from the Shareholder) and declaration that the shares were in custody with the Euroclear France admitted institution on the Registration Date. This certificate will serve as the admission certificate for the AGM for the Shareholder.

Shareholders holding their shares through Interbolsa in Portugal who wish to attend the AGM, provide instructions or grant a power of attorney to vote on their behalf, must complete the form (voting form / attendance card request) provided for this purpose by Euronext Securities Department – BNP PARIBAS Securities Services. The Shareholders should be aware that these documents must be received, no later than Tuesday 8 May 2018 by their financial intermediary for receipt no later than Wednesday 9 May 2018 by BNP Paribas Securities Services, PT Local Team, Edificio ART’S – Av. D. Joao II – Lote 1.18.01, Bloco B, 1998-028 Lisboa, Portugal. The financial intermediary should deliver to the Shareholder a certificate of holding containing: name and city of residence of the Shareholder; number of shares on the Registration Date; name and city of residence of the attendee (if different from the Shareholder). This certificate will serve as admission certificate for the AGM for the Shareholder.

We advise Shareholders to make contact with their financial intermediary for any questions.

Persons without a valid admission certificate will not be given access to the meeting. Attendants may be asked for identification prior to being admitted.

At the time of the publication of this convening notice, Euronext’s total issued share capital in number of issued shares and in voting rights is published on Euronext’s website:
https://www.euronext.com/investors/share/capital-shareholding

AGM Documentation

The AGM Documentation (i.e. this convening notice, the agenda and the explanatory notes thereto including the information on the person to be appointed to the Managing Board with article 2:142 paragraph 3 of the Dutch Civil Code, as well as the Annual Report 2017) is available:

  • at the registered office of Euronext N.V.: Beursplein 5, 1012 JW Amsterdam, The Netherlands
  • at the following addresses :

in Belgium: Euronext, Rue du Marquis, 1, bte 1 / Markiesstraat 1, b1, 1000 Bruxelles / 1000 Brussel, Belgium

in France: Euronext, 14, place des Reflets, 92054 Paris La Défense Cedex, France

in Portugal: Euronext, Av. da Liberdade, n.º 196 - 7º, 1250-147 Lisboa, Portugal

in the United Kingdom: Euronext, 10th floor, 110 Cannon Street, London EC4N 6EU, United Kingdom

Managing Board and Supervisory Board of Euronext N.V.

Beursplein 5, 1012 JW Amsterdam, The Netherlands

Registered at the Dutch Chamber of Commerce, under number 60234520

About Euronext

Euronext is the leading pan-European exchange in the Eurozone, spanning Belgium, France, Ireland, The Netherlands, Portugal and the UK. With more than 1,300 listed issuers worth €3.8 trillion in market capitalisation as of end February 2018, an unmatched blue chip franchise consisting of 24 issuers in the Morningstar® Eurozone 50 Index℠ and a strong diverse domestic and international client base. Euronext operates regulated and transparent equity and derivatives markets. Its total product offering includes Equities, Exchange Traded Funds, Warrants & Certificates, Bonds, Derivatives, Commodities and Indices. Euronext also leverages its expertise in running markets by providing technology and managed services to third parties. In addition to its main regulated market, Euronext also operates Euronext GrowthTM and Euronext AccessTM. For the latest news, find us on Twitter (twitter.com/euronext) and LinkedIn (linkedin.com/euronext).

Disclaimer

This press release is for information purposes only and is not a recommendation to engage in investment activities. This press release is provided “as is” without representation or warranty of any kind. While all reasonable care has been taken to ensure the accuracy of the content, Euronext does not guarantee its accuracy or completeness. Euronext will not be held liable for any loss or damages of any nature ensuing from using, trusting or acting on information provided. No information set out or referred to in this publication may be regarded as creating any right or obligation. The creation of rights and obligations in respect of financial products that are traded on the exchanges operated by Euronext’s subsidiaries shall depend solely on the applicable rules of the market operator. All proprietary rights and interest in or connected with this publication shall vest in Euronext.

This press release speaks only as of this date. Euronext refers to Euronext N.V. and its affiliates. Information regarding trademarks and intellectual property rights of Euronext is located at www.euronext.com/terms-use.

© 2018, Euronext N.V. - All rights reserved.

Euronext
Shareholders, analysts & investors
Aurélie Cohen, +33 1 70 48 24 17
Head of Investor Relations
ir@euronext.com
or
Media
Alice Jentink (Europe), +31 20 721 4488
mediateam@euronext.com

Source: EURONEXT PARIS SA
Provider: BusinessWire