Shareholder newsletter

Dear shareholders,

Welcome to edition 20 of your shareholder newsletter. In this newsletter, we would like to give you an update on the Corporate Evolution programmes and the next steps on how you can help your company as we go through this process.

We are pleased to announce that at the General meeting on 12 September, all resolutions were passed, allowing your company to amend its Articles of Association. As a result, we now have a simpler corporate governance structure with a single class of ordinary shares and a voting cap at 25%.

The revised articles can be found here. We would like to thank all of you for your participation and timely vote.

The next major Corporate Evolution is the proposed move of the ultimate holding company from the UK to Belgium. As we outlined at our Investor Day, this is a prudent move to manage possible geopolitical and regulatory risks related to Brexit. There will be no impact on our day-to-day operations in the UK or to jobs as a result of the reorganisation.

We have established Euroclear Holding SA to become the new holding company for the Group. It is based in Belgium, the location of the majority of our business operations.

The proposed reorganisation will be conducted via a UK Transfer Scheme of Arrangement, subject of course to shareholder and regulatory approvals. The vote requires a majority by number of shareholders voting and at least 75% in value. The voting process will be similar to a general meeting, and you will be able to submit proxy votes via email.

We have highlighted the key steps and timing in the process below:

We would once again like to thank you for your participation and request you to do so once again. All votes count, and no holding is too small.

We will be in contact with shareholders with further details in due course, and hope to give you another positive update once the scheme is complete.

Marc Antoine Autheman
Chairman

Lieve Mostrey
Chief Executive Officer