Evolution in the Operation, Governance, and business Models of Exchanges: Regulatory Implications and Good Practices

As an operator of a group of exchanges, we call on IOSCO to recognise the diverse way in which regional capital markets are developed and exchanges are operated.

We ask that IOSCO acknowledges in its Good Practices the reality of exchanges operating within group constructs in Europe, maximizing efficiencies under applicable regulatory frameworks that ensure good governance, the management of risks and conflicts. 

Euronext’s contribution to consolidation

We have led the way in reducing fragmentation by making important strides in EU capital markets integration. Our deep single liquidity pool now spans seven European countries, with a diverse investor base trading via a single trading technology on the basis of harmonised rules. It is clear that market-driven initiatives such as these contribute to capital markets integration. 

As a true pan-European financial markets infrastructure provider across trading, clearing and settlement, Euronext helps overcome issues of fragmentation, providing benefits to investors and issuers alike.

Euronext suggestions with respect to the Governance of exchanges 

When exchanges choose to consolidate, supervisory practices should not prevent them from introducing group efficiencies that support their clients’ needs, delivering shareholder value. At the very least, there is a need to allow for further streamlining of group efficiencies: the concept of group application should be considered in this case too, and duplication of roles and divergence of requirements should be eliminated.

More information

Our full position on this report can be downloaded below. 
Also relevant is our view on the progress of the Capital Markets Union.

Download Euronext Reponse to the IOSCO Consultation Governance July 2024

Reference is made to the amendments made to the Euronext Oslo Børs Rule Book II in connection with the rule on automatic admission of new shares, including clarifications of the rule and guidance, as well as a new information obligation in connection with the issuance of new shares of the same share class as already admitted to trading on the Euronext Oslo Stock Exchange or Euronext Expand. The changes take effect as of today, 4 July 2024. The Euronext Oslo Rule Book II has been updated accordingly and is available here: Euronext Regulated Markets | euronext.com.

The Rule Book II has also been updated to reflect that the Euronext Oslo Børs has adopted the commercial name "Euronext Oslo Børs." Additionally, updates have been made to the wording of the following sections of Euronext Oslo Rule Book II:

• The guidance to section 3.1.3.6 on requirements for the audit committee previously made reference to section 12-1 of the Securities Trading Regulations, regarding the composition of the audit committee. Following a subsequent regulation update, the reference has been updated to § 5-12 in the Securities Trading Regulations.
• Sections 4.2.4 (1) no. 2 and 6.2.2 (2) no. 2 on the information obligation in the event of corporate actions previously contained a rule on the obligation to inform the market upon the issuance of new loans. The obligation implemented a corresponding provision in section 5-8 (4) of the Securities Trading Act. As section 5-8 (4) of the Securities Trading Act has been repealed, sections 4.2.4 (1) no. 2 and 6.2.2 (2) no. 2, as well as related references, have been updated accordingly.
• In the guidance to section 4.6.2 (5) on general meetings, the reference to section 5-8 (6) of the Securities Trading Act has been removed in accordance with a subsequent legislative amendment.
• In the guidance to section 4.8.1 on general rules for foreign issuers and Norwegian issuers with a secondary listing, the reference to the Prospectus Directive under 4.8.1(2) has been removed. Furthermore, the reference to the section 5-4 (5) of the Securities Trading Act has been updated to refer to section 5-4 (8), in line with a subsequent legislative amendment.
• In sections 4.8.2.1.2 (2) and 4.8.3.2.2 (2) for foreign issuers with Norway as their home state, as well as section 6.4.2.2 on the exemption from the obligation to prepare a statement of corporate governance, the reference to the consistency check according to the Auditors Act has been updated from section 5-1 to section 9-4, in accordance with a subsequent legislative amendment.
• In sections 4.8.2.2 (7) and 4.8.3.3 (7) for issuers with Norway as their home state, the reference to the Prospectus Directive's rules on home state in relation to reportable transactions has been removed, in line with a subsequent legislative amendment.