8. CORPORATE GOVERNANCE 8.1. INTRODUCTION Euronext N.V. (hereinafter referred to as 'Euronext') is a Dutch public limited liability company (naamloze vennootschap) that has a listing on the Premier Marché of Euronext Paris. As a Dutch company whose shares are listed in France, Euronext will follow the applicable regulations of both France and the Netherlands when reporting on its corporate governance policy. The Supervisory Board and the Managing Board of Euronext place great value on a management structure that incorporates effective checks and balances, proper procedures for managing risks attached to opportunities and accountability towards shareholders with regard to the policies pursued. Any policy must result in rewards for stakeholders, and in particular shareholders. In 2003, the issue of good corporate governance received a great deal of international attention. Financial irregularities that came to light in various companies, in the United States and subsequently in Europe, have led over the past two years to a fall in investors' confidence. Corporate governance is widely considered to be crucial for rebuilding confidence in listed companies and in the financial markets in general. Initiatives have been developed in various countries, which have resulted in new legislation and regulations as well as new corporate governance codes. Euronext Amsterdam was one of the initiators of the establishment of the Dutch Corporate Governance Code. The Supervisory Board and the Managing Board discussed developments surrounding Euronext's corporate governance on several occasions during 2003. The Managing Board and Supervisory Board endorse the principles as set out by the Dutch Corporate Governance Code and French Corporate Governance regulation(1) as well as the UK Combined Code. This chapter describes the extent to which the company already applies the Dutch and the French codes and which steps have yet to be taken. The Supervisory Board and the Managing Board are of the opinion that when the company's current corporate governance structure is combined with the changes planned for the coming years Euronext will comply with most aspects set out in the codes. Euronext expects that the need to explain why it has not followed the codes in a particular area will be restricted to a limited number of issues. When deviating from one of the codes' recommendations, the Supervisory Board will normally do so in the light of the specific character of the company and its international presence. The Supervisory Board and the Managing Board intend to formulate a policy on corporate governance, which they will report on in the 2004 annual report and which they will put on the agenda of the General Meeting in 2005 for approval. Significant changes affecting the corporate governance structure or compliance with the codes will be included as separate items on the agenda for the Annual General Meeting. Euronext will take steps to further transparency by providing information on its corporate governance on its website in the future. On its website, Euronext will publish information as required by the corporate governance codes, such as the rules of procedure for the Supervisory Board, the Supervisory Board's rotation schedule and profile and the company rules on acquisition and disposal of Euronext shares. The company will also take steps to enable shareholders to follow analysts meetings through webcasting and presentations will be published on the company website. Starting with the 2004 Annual General Meeting, Euronext will webcast its General Meetings. Euronext does not exert any influence over reports produced by analysts or assessments made by analysts or rating agencies (other than by reviewing and commenting on factual information), nor does it finance such studies. (1) Dutch Corporate Governance Code (Tabaksblat) issued 9th December 2003 and French Corporate Governance regulation based on Loi de Sécurité Financière (issued 1st August 2003) and on the Rapport Bouton of 2002.