FactBook 2009

FactBook 2009

FactBook 2009

Société de la Bourse de Luxembourg S.A. Street address 11, avenue de la Porte-Neuve L-2227 Luxembourg

Tel. +352 47 79 36-1 Fax +352 47 32 98 www.bourse.lu [email protected]

Bourse de Luxembourg

Postal address P.O. Box 165 L-2011 Luxembourg

Contents Introduction

3

2008 Key events Changes to organisation and legal environment Developments concerning products and services Public and international relations in 2008 2008 market review

4 4 8 10 14

Organisation Board of directors Management Supervisory authority

18 18 20 20

Listing procedures The regulatory framework Prospectus approval, listing and maintenance fees

21 21 26

Market description Markets Trading mechanism Clearing and settlement Brokerage NYSE Euronext partnership and the Luxnext standard

31 31 31 32 32 32

Membership Stock Exchange members

34 36

Corporate governance The ten principles of corporate governance of the Luxembourg Stock Exchange

38

Products and services Listing Trading Clearing & settlement Membership services Data products and dissemination Data products The consultation portals The e-file communication platform Stops on securities

45 45 45 45 45 46 46 47 48 48

International operations

49

Publications

51

2009 Exchange holidays

52

Useful contacts

53

History

55

Laws and regulations

58

Euro history and provisions

64

Statistics

67

38

1 FactBook 2009

Introduction The figures provided in this FactBook demonstrate that Luxembourg remains instrumental in providing skilled services to the worldwide community of issuers of securities and their intermediaries in an environment marked by sweeping legal, regulatory and economic changes. The Luxembourg Stock Exchange continued to develop its operations as a listing and trading centre for international securities and maintained its position in this specific field. Despite a slowing down of listing activities from October 2008, the Luxembourg Stock Exchange retains its leading position in terms of the number of international bonds listed by a European exchange. On an international level, the Exchange is a world centre for the listing of Global Depositary Receipts. With regard to listing activities, operations developed quite satisfactorily. The Euro MTF market, launched on July 18, 2005, gained ground internationally, mainly among non-EU issuers of securities placed with institutional investors and which have no requirement for a European passport but desire a listing in Europe. Well-rated issuers have decided to opt for this market, which meets a very high eligibility level within a domestic and European legal framework. In March 2008, a clearing and settlement structure, which included the introduction of Central Counterparty (CCP) services, was launched. The new model was established with LCH.Clearnet SA as CCP. An innovative structure allows participants to use both International Central Securities Depositories to settle trades. CCP services allow investors to trade on the Luxembourg Stock Exchange using industry best practices, and therefore strengthen post-trade efficiency. This clearing and settlement structure was set up as part of the long-term strategy of the Luxembourg Stock Exchange that aims at increasing both trading volumes and liquidity. The Luxembourg Stock Exchange is committed to greater transparency as regards its listed securities. In this respect, the Exchange continued the development of its range of financial information products and services. Most of the improvements related to dissemination of documents and financial information from issuers. Changes included the introduction of RSS feeds and the dissemination of documents such as prospectuses was also improved with the introduction of an online delivery facility for data vendors. A new consultation service has been available since December 2008 for continuous trading in fixed-income securities, with the active contribution of market makers. This service is available on the website of the Luxembourg Stock Exchange under the section: “Fixed-income trading” / “Obligations en continu”. Société de la Bourse de Luxembourg S.A. Luxembourg, April 28, 2009

3 FactBook 2009

2008 Key events Changes to organisation and legal environment With more than 49,000 securities listed at the end of 2008, the Luxembourg Stock Exchange offers broad listing and trading activities to capital market participants. It operates two markets: the main regulated market, an EU-regulated market, and the exchange-regulated market, named the Euro MTF market, a Multilateral Trading Facility, launched in July 2005. The advances and changes in 2008, and the beginning of 2009, concerning the operation of these two markets were significant. Of particular note were the transposition into Luxembourg law of the EU Transparency Directive and the various changes related to our partnership with NYSE Euronext. These changes, combined with the multitude of dayto-day financial and regulatory data arising from the very large number of listed securities, demand that the Luxembourg Stock Exchange maintain a strict long-term strategy combined with an ability to continually adapt.

Luxnext and the partnership with NYSE Euronext

In December 1998, the Luxembourg Stock Exchange signed a co-operation agreement called Benelux alliance with the Stock Exchanges of Amsterdam and Brussels. The agreement was mainly based on a mutual and direct access to the respective markets. In a second step, and following the merger by the Paris, Amsterdam and Brussels Stock Exchanges the agreement was extended to the Euronext alliance on November 16, 2000. On April 6, 2006, the pan-European bourse Euronext (now a part of NYSE Euronext) and the Luxembourg Stock Exchange announced the signature of a Memorandum of Understanding that significantly advanced their co-operation. The agreement covers the exchange of listing and trading technology, as well as joint efforts to develop the corporate bond market. On March 22, 2007, Euronext and the Luxembourg Stock Exchange announced the signature of a Master Agreement giving concrete form to this prior agreement. In February 2008, the partnership between NYSE Euronext and the Luxembourg Stock Exchange took a further step forward with Euronext markets’ adoption of the SAGE (Système d’Admission et de Gestion Electronique) services and functions already used by the Luxembourg Stock Exchange for the listing of corporate debt issues. NYSE Euronext’s European markets thus now process corporate-bond listings and corporate actions via the SAGE platform, equipped with an interface that facilitates the administration and tracking of procedures relating to the admission of this type of instrument.

4 FactBook 2009

2008 Key events

The SAGE system is based on the standards and procedures applied by the Luxembourg Stock Exchange. This new step followed the migration, in May 2007, of all securities on the Luxembourg Stock Exchange to NSC®, the Euronext cash trading system. In this respect, on March 9, 2009, the Luxembourg Stock Exchange successfully migrated all securities listed on its two markets, to the Universal Trading Platform or UTP of NYSE Euronext. At the same time, the Exchange ceased using the existing NSC® trading platform. All segments of all the 49,000 securities listed the Luxembourg Stock Exchange are now traded on the UTP. Taking account of these technical improvements, the Luxembourg Stock Exchange considers that these steps will contribute favourably to the growth of trade volumes in Luxembourg. Stimulation of the market should also result from the interconnectivity of the NYSE Euronext network, which is made up of 200 members with a high number of access points in Europe. The partnership also led to the creation of a European Economic Interest Grouping (EEIG) in May 2007, bringing together as its first members the two founders – Euronext and the Luxembourg Stock Exchange. Called Luxnext, the EEIG’s purpose is to develop a common standard for the listing and trading of corporate bonds through the use and promotion of a comprehensive, integrated solution incorporating state-of-the-art technology and aligned with the best market practice. Luxnext favours transparency, efficiency and innovation in the corporatebond sector.

Memorandum of Understanding with the Tokyo Stock Exchange

The Luxembourg Stock Exchange and Tokyo Stock Exchange Group, Inc. (TSE Group) signed a Memorandum of Understanding (MOU) on October 12, 2008. In so doing both exchanges signalled their intention to work together in the future. Under the terms of the memorandum, both exchanges agreed to foster a closer relationship and explore opportunities for exchanging information and working on the development and the listing of financial products. The two exchanges believe that this agreement will facilitate the development of securities markets in Asia and Europe and will produce a more efficient and active circulation of capital in global markets.

Project to implement disaster recovery site for the Belgrade Stock Exchange

On December 4, 2008, during the ministerial council of the OSCE (Organization for Security and Co-operation in Europe), the foreign ministers of Luxembourg and Serbia signed a memorandum of co-operation on a project to develop a backup site (Disaster Recovery Site) for the Belgrade Stock Exchange. This project was made possible with the financial assistance of the Luxembourg government. 5 FactBook 2009

This project will be implemented by the Luxembourg Stock Exchange, with the costs being borne by the Luxembourg government. It involves the setting up of a backup site (Disaster Recovery Site) which would ensure the smooth functioning of the Exchange in case of an incident. The creation of a backup site follows two previous projects carried out by the Luxembourg Stock Exchange for the Belgrade Stock Exchange, the first in 2003 and a second covering the period 2005-2008. The first project between the two exchanges covered the installation of a remote access network allowing direct transmission of trading orders from banks and brokers. This network has contributed to greater efficiency. The second project involved the establishment of a system for trading and dissemination of market information.

Launch of a clearing and settlement structure

In March 2008, a clearing and settlement structure, which included the introduction of Central Counterparty (CCP) services, was launched. The first trades under the new structure were executed on Friday, March 14, 2008 and were successfully settled on Wednesday, March 19, 2008. The new model was established with LCH.Clearnet SA as CCP. An innovative structure allows participants to use both ICSDs (International Central Securities Depositories) to settle trades: Clearstream Banking Luxembourg and Euroclear Bank. CCP services allow investors to trade on the Luxembourg Stock Exchange using industry best practices, and therefore strengthen post-trade efficiency. This clearing and settlement structure was set up as part of the long-term strategy of the Luxembourg Stock Exchange that aims at increasing both trading volumes and liquidity.

Transposition of EU Transparency Directive

The Transparency Directive 2004/109/EC of December 15, 2004 on the harmonisation of transparency requirements was transposed into Luxembourg law by the Law of January 11, 2008 on the transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market. The purpose of the Transparency Directive, which is part of the Financial Services Action Plan, is to impose a transparency and information level adapted to the objectives of investor protection and market efficiency. Issuers whose transferable securities are traded on a regulated market and are within the competence of the Luxembourg supervisor, the Commission de Surveillance du Secteur Financier (CSSF) are subject to certain obligations to provide information under the Law of January 11, 2008. Issuers which fall within the scope of application of this Law are obliged to provide periodic and ongoing information, described as “regulated information”. In particular, regulated information includes periodic financial reports, information to be provided with regard to major holdings and price-sensitive information.

6 FactBook 2009

2008 Key events

In addition to the drafting and preparation of documents relating to regulated information, the Law requires issuers: - to publish regulated information; - to provide that information to an officially appointed mechanism for the central storage of regulated information (OAM); and - to file the regulated information with the CSSF. On the same day as the publication of this Law, the Grand-ducal regulation of January 11, 2008 on transparency requirements for issuers of securities entered in force. This provided additional technical explanations to the provisions of the transparency law. On February 6, 2008, the CSSF published CSSF Circular 08/337 relating to the entry into force of the Law and the Grand-ducal Regulation and presenting more detailed information on the conduct to be adopted in order to fulfil the three above obligations. The Grand-ducal Regulation dated July 3, 2008 relating to the official appointment of mechanisms for the central storage of regulated information conferred upon the Luxembourg Stock Exchange the status of OAM. CSSF Circular 08/359 was published on June 27, 2008 and specified the quality standards which the Luxembourg Stock Exchange must implement in order to perform its task as an OAM. The Stock Exchange’s new OAM service became fully operational from January 1, 2009 and thus the Luxembourg Stock Exchange is in a position to provide issuers or their representatives with a service enabling them to file documents containing regulated information. These documents are accessible to the public on the Stock Exchange website in the section “Regulated Information (OAM)” / “Informations réglementées (OAM)”.

Prohibition of uncovered short selling

In view of the turbulent market situation, the Commission de Surveillance du Secteur Financier (CSSF) issued a ban on uncovered (naked) short sales on September 19, 2008. The CSSF prohibited market participants from performing this type of short sales where the underlying assets are stocks of a credit institution or insurance undertaking traded on a regulated market. The CSSF issued further precisions on the prohibition on September 29, 2008.

Change of name of CCLux to Finesti

The Stock Exchange’s wholly-owned subsidiary, Centrale de Communications Luxembourg S.A. (CCLux) changed its name to Finesti S.A. on 28 January 2009. The decision to change the company’s name was taken to reflect the increasingly European nature of its business, as seen by the company’s involvement in, among others, the European Fund Classification and the creation of standardized Fund Processing Passports.

7 FactBook 2009

Finesti (www.finesti.com) aims to support the European investment fund industry with solutions and strategies to streamline the collection, management and dissemination of fund data and documents. It also encourages wider transparency for investment funds by providing general consultation products and services in order to facilitate public access to such data. Developments concerning products and services Given its large number of listed securities, the Luxembourg Stock Exchange is in a strong position to provide companies, professionals and investors with a wide range of data and information products. In terms of product development and positioning, the Luxembourg Stock Exchange shares technology infrastructure as well as a long-term strategy with its subsidiary Finesti; the Stock Exchange providing data products and services for listed securities while Finesti provides data products and services for investment funds. Key developments for products and services of the Luxembourg Stock Exchange and Finesti during 2008, and the beginning of 2009, were mainly in the following areas: - SAGE®, the admission to trading platform; - the migration of the trading platform to UTP, during the first quarter of 2009; - the introduction of a clearing and settlement structure; - the e-file communication platform (www.e-file.lu), developed by both the Luxembourg Stock Exchange and Finesti; - a number of improvements and new services on the website of the Luxembourg Stock Exchange (www.bourse.lu).

The SAGE® platform and Luxnext

With around 33,000 bonds listed, the Exchange’s SAGE® platform is considered to be the benchmark for listing securities in Europe. After much preparatory work, the SAGE® (Système d’Admission et de Gestion Electronique) platform of the Luxembourg Stock Exchange was adopted by NYSE Euronext’s European markets for the corporate bond segment. This project was carried out in the context of the Luxnext standard, which arose through the partnership between NYSE Euronext and the Luxembourg Stock Exchange. Luxnext offers an integrated, innovative and transparent solution for both issuers and investors.

Launch of a clearing and settlement structure

As detailed above, in March 2008, a clearing and settlement structure, which included the introduction of Central Counterparty (CCP) services, was launched. The new model was established with LCH.Clearnet SA as CCP. An innovative structure allows participants to use both ICSDs (International Central Securities Depositories) to settle trades: Clearstream Banking Luxembourg and Euroclear Bank.

8 FactBook 2009

2008 Key events



The e-file communication platform

E-file (www.e-file.lu) is a common platform of the Luxembourg Stock Exchange and its subsidiary Finesti and is used for secure communication and transmission of documents from filing entities to the Luxembourg authorities. It offers a broad range of functions related to these services for a large variety of entities. During 2008, the use of e-file increased dramatically. The main part of this increase was as a result of the roll-out of the Finesti Station, which contains an e-file module, for investment funds. However, use was also increased in other areas with the introduction, during the last quarter of 2008, of modules for reporting for PSFs (financial sector professionals) and also for SICARs. Growth was also seen in the “Bank Reporting” modules of e-file. These cover reports concerning TAF/MiFID, BCL Balance of Payments, CSSF FINREP/COREP, BCL Statistics, Specific Reports and Security by Security reporting.

A range of web-related services focusing on transparency

During 2008, the Luxembourg Stock Exchange pursued an information policy that focused almost entirely on reinforcing transparency. This was translated into a number of important changes to the website (www.bourse.lu) and the Exchange’s dissemination products. At the end of 2007, the Luxembourg Stock Exchange ceased operating its gold market. However, from the beginning of 2008, a new menu displaying indicative prices for both gold and silver was available on the website. An RSS (Really Simple Syndication) facility was launched in February. Via this facility, investors and other interested parties may have immediate access to notices and price-sensitive information disseminated by issuers. Available feeds are: the latest press releases made public by issuers using the Exchange’s financial news services, the latest notices issued by the Exchange, the latest listings, delistings, trading suspensions and market transfers. In this context, the Luxembourg Stock Exchange introduced an improved “Financial News Service” in order for issuers to publish and disseminate notices and press releases and, in particular, price-sensitive information that must be published rapidly. A significant change to the website was the introduction of a new consultation service, from December 2008, for fixed income continuous trading, with the active contribution of market makers. The service displays the bid and ask prices for fixed income securities. During 2008, dynamic charts were introduced for all securities. These were much appreciated by users. Furthermore, a new menu for commercial papers was also added during the first quarter of 2009.

9 FactBook 2009

As mentioned above, work was completed on the new OAM (Officially Appointed Mechanism) service, which became active on 1 January 2009. This online service, accessible via the website, allows issuers or their representatives to file documents containing regulated information and provides them with a range of follow-up functionalities. The documents are then accessible to the public via the website. In conjunction with these changes, minor adaptations were made with regards to the general usability of the website. Such adaptations are expected to continue throughout 2009. Finally, following the change of name of CCLux to Finesti, the CCLux website was withdrawn and replaced by the Finesti website (www.finesti.com). During 2008, services for Fund Processing Passports and the European Fund Classification were launched on the website. The Luxembourg Stock Exchange is strongly committed to greater transparency as regards its listed securities. In this respect, the Exchange will continue the development of its information services. Public and international relations in 2008 The Luxembourg Stock Exchange encourages in many ways the development and promotion of the Luxembourg financial centre. Representatives of the Stock Exchange are members of numerous committees, including the Consultative Committee of the prudential regulation (COREPU), the Committee of markets observation (COBMA), the Committee of the Securities market, the UCITS Committee, the Committee for the development of the Luxembourg financial centre (CODEPLAFI) and the Luxembourg Financial Industry Federation (PROFIL). The Exchange is also represented on the boards of ABBL, ALFI and the IFBL, respectively the Luxembourg Bankers’ Association, the Association of the Luxembourg Fund Industry and the Luxembourg Bank Training Institute. In addition to the line of services which it renders to its members and to market operators, the Luxembourg Stock Exchange participates in economic missions and conducts internationally oriented activities, in relation to the role which it plays on behalf of its member firms and issuers of international securities. It welcomes official delegations and groups of visitors showing interest in stock exchange activities, presenting them the Luxembourg Stock Exchange activities, its projects and developments, focusing more particularly on listings, on investment funds and on the partnership with NYSE Euronext N.V. The activities of Finesti are also explained to the visitors. It takes part in the meetings and reflections of both the Federation of European Securities Exchanges and the World Federation of Exchanges. It is also a member of ICMA, the International Capital Market Association, of ICMSA, the International Capital Market Services Association, of ESF, the European Securitisation Forum, and of CEPS, the Centre of European Policy Studies.

10 FactBook 2009

2008 Key events

It ensures that it is adequately represented so as to air its views in the forums and bodies dealing specifically with all the draft directives and regulations impacting the Stock Exchange’s key activities. January 11, 2008

Meeting with Minister of Public Works,

On Friday January 11, 2008, the Board of Directors of the Luxembourg Stock Exchange met with Claude Wiseler, Minister of Public Works. This meeting took place within the scope of the start-of-year luncheon, to which the Board has traditionally invited a representative of the government or state. The members of the Board of Directors exchanged views with the Minister on the topics that he had explored during the meeting. March 18, 2008

European Fund Awards

The seventh edition of the European Fund Awards, sponsored by the Luxembourg Stock Exchange and its subsidiary Finesti, took place in Luxembourg on March 18, 2008. This important event for the investment fund industry brought together around 700 industry professionals. Held in conjunction with the ALFI spring conference, it has been sponsored by the Luxembourg Stock Exchange and Finesti since 2002. April 10, 2008

Stock Exchange Day

The annual Stock Exchange Day was held on April 10, 2008 in the Hemicycle of the Conference Centre of Luxembourg-Kirchberg. The event was attended by 800 guests drawn from Luxembourg’s economic, social and financial circles. The guest speaker of the evening was Michel Pébereau, Chairman of the Supervisory Board of BNP Paribas, who delivered a speech entitled “The subprime crisis and strategies to deal with it”. April 24, 2008

Luxembourg Business Angels Network

The Luxembourg Business Angels Network (LBAN) held its eighth Investment Forum on the premises of the Luxembourg Stock Exchange on Thursday April 24, 2008. May 27, 2008

Belgo-Luxembourg-Brazilian Chamber of Commerce

On May 27, 2008, the Luxembourg Stock Exchange was visited by a delegation from the Belgo-Luxembourg-Brazilian Chamber of Commerce. This delegation was led by the Chamber of Commerce’s chairman, Mr Yves Jadoul. During the visit, the activities and projects of the Exchange were described, with a focus on those securities listed in Luxembourg that are of Brazilian origin.

11 FactBook 2009

June 17-18, 2008

Convention of the Federation of European Securities Exchanges

The twelfth annual Federation of European Securities Exchanges (FESE) convention took place in Stockholm on June 17 and 18, 2008. The incoming FESE President, Spyros Capralos, commented on the credit crisis and pointed out the differences, as regards transparency, neutrality and surveillance, between non-public markets and public regulated markets. Also discussed were post-trading and the TARGET2-Securities (T2S) project. T2S is an initiative from the European Central Bank and is a proposal to overcome the fragmentation in the European market for securities settlement and intends to provide a single European settlement platform. T2S supports other European Union initiatives, such as the Code of Conduct for clearing and settlement and MiFiD directive. During the convention, Börse Berlin was approved as a full member. June 24, 2008

Corporate Governance Conference with the Institut Luxembourgeois des Administrateurs

The Institut Luxembourgeois des Administrateurs (ILA) together with the Luxembourg Stock Exchange organised a conference on “Current Challenges facing the EC on Corporate Governance” on Tuesday June 24, 2008. The keynote speaker for the conference was Claire Bury, Head of Unit for Company Law, Corporate Governance and Financial Crime of the European Commission (Directorate General Internal Market & Services). During her speech, Ms Bury underlined the value of having corporate governance rules accessible and understandable to all. The Luxembourg Stock Exchange has supported the creation of corporate governance rules since the launch, in 2003, of the European Commission’s Action Plan on modernising company law and enhancing corporate governance. It continues to support and lead corporate governance initiatives most notably by the application to companies listed on the Luxembourg Stock Exchange of its “10 Principles of Corporate Governance”. July 4, 2008

Uzbek student delegation

A part of a series of seminars organised by the ATTF, the Financial Technology Transfer Agency. A delegation of economics and finance students from Uzbekistan visited the Luxembourg Stock Exchange on July 4, 2008.

12 FactBook 2009

2008 Key events

July 25, 2008

Visit of Senator Jean Arthuis

On July 25, 2008, the Luxembourg Stock Exchange welcomed Senator Jean Arthuis, member of the French senate and former Minister of Economy and Finance from August 1995 to June 1997. Senator Arthuis was accompanied by Mr Charles Waline, head of the Secretariat of the Finance Committee of the senate. Senator Arthuis visited Luxembourg in his capacity as Chairman of the French Committee of Finance, Budgetary Control and Economic Accounts of the Nation. The visit included an exchange of views between Senator Arthuis and officials of the Stock Exchange and was followed by a meeting with representatives of a number of financial institutions of the Luxembourg financial centre. September 3, 2008

Visit of National Bank of Romania

A delegation from the National Bank of Romania led by Mr Ianfred Silberstein, Director, visited the Luxembourg Stock Exchange on September 3, 2008. September 9, 2008

Visit to Istanbul Stock Exchange

On September 9, 2008, Michel Maquil, President and CEO of the Luxembourg Stock Exchange met with Huseyin Erkan, Chief Executive of the Istanbul Stock Exchange and other officials. The visit took place in the context of an official economic mission to Turkey by representatives of the Luxembourg government and business leaders between September 8 and 11, 2008. September 22-23, 2008

Mission to India

The Luxembourg Stock Exchange carried out a promotional mission to India on September 22 and 23, 2008. The aim of the mission was to promote the activities of the Exchange and to raise awareness of the advantages of Luxembourg for Indian companies. The delegation visited three important financial institutions in Mumbai, the Bombay Stock Exchange, the National Stock Exchange of India and ICICI Bank. During the mission, Michel Maquil, President and CEO of the Exchange was also a speaker at the IPO India Summit 2008. The Luxembourg Stock Exchange has been working actively with Indian companies since 1992, in particular for the admission to trading of Global Depositary Receipts (GDRs). September 23, 2008

Visit of a delegation of the Financial Supervisory Commission from Taiwan

September 26, 2008

Visit of a delegation of the State Securities Commission from Vietnam

13 FactBook 2009

October 2, 2008

Visit of Spanish financial journalists

A group of Spanish journalists specialised in finance accompanied by a representative of the Luxembourg Embassy in Madrid visited the Luxembourg Stock Exchange on October 2, 2008. October 12-14, 2008

48th annual general assembly of the World Federation of Exchanges, Milan

During the annual general assembly of the World Federation of Exchanges (WFE), the world’s exchange leaders strongly reaffirmed the principle that equities and equity-related exchanges should remain open throughout times of market turmoil. The WFE stressed the fact that public, regulated exchanges remained critical providers of liquidity to the world’s capital markets and that exchanges provide ongoing, transparent price discovery for much of the world economy’s financial assets, together with financial futures and futures on physical goods. The meeting further encouraged global regulators to recognize the benefits of transparency, balanced regulation and central counterparty clearing that are available in regulated, exchange-based markets. The meeting also voted in support of the OECD Corporate Governance Principles and welcomed the CME and the ICE as WFE members. November 20, 2008

Management committee meeting of the Federation of European Securities Exchanges

The management committee meeting of the Federation of European Securities Exchanges (FESE) took place in Brussels on November 20, 2008. The meeting examined a number of issues related to various European Union directives. During the meeting Christian Descoups of the Luxembourg Stock Exchange was appointed as Vice-chairman of the Management Committee of FESE. 2008 market review

Listing activities remain robust

In 2008, the Luxembourg Stock Exchange admitted a total of 11,651 new securities to the official list. The main segments of newly listed securities were fixed income (7,318 units), investment funds (1,535 units) and warrants (2,771 units). This growth was carried out in an increasingly challenging environment for capital markets. By the end of the year, the Luxembourg Stock Exchange held 49,097 quotation lines against 45,573 in 2007. This represents a net growth after delistings of 7.73% for the year, a satisfactory increase in view of the situation in 2008.

14 FactBook 2009

2008 Key events

The fixed income segment saw a net growth of 1,464 units, representing an increase of 4.65%, while the investment fund segment saw a net growth of 761 units, representing an increase of 10.32%. The warrant segment was particularly strong and had a net growth of 1,301 units, a 20.20% increase. The only segment which declined during the year was the equity segment, which decreased by 2 units, a reduction of 0.68%. On the two markets that it operates, the main EU-regulated market and the Euro MTF market, 43,876 securities were listed on the regulated market and 5,221 were listed on the Euro MTF market as at 31 December 2008. The largest segments for both markets combined were fixed income, with 32,933 lines, and investment funds, with 8,133 lines. This growth is evidence of the attractiveness of the Luxembourg financial centre for admissions to trading of international securities. Despite a slowing down of listing activities from October 2008, the Luxembourg Stock Exchange retains its leading position in terms of the number of international bonds listed by a European exchange. On an international level, the Exchange is a world centre for the listing of Global Depositary Receipts and a leading European stock exchange for the listing of Sukuks, the increasingly popular Sharia-compliant fixed income securities. July 22, 2008

Listing of GDF Suez

Following the merger between SUEZ and Gaz de France, the shares of the resulting entity, GDF Suez, were listed on the main EU-regulated market of the Luxembourg Stock Exchange. At the same time, the shares of SUEZ, which had previously been traded on the Luxembourg Stock Exchange, were withdrawn from the official list. September 3, 2008

Euro MTF market reaches 5,000 listings

On September 3, 2008, the Euro MTF market of the Luxembourg Stock Exchange, listed its five thousandth security. Of the 5,000 securities listed, the majority were bonds with 3,429 lines, followed by warrants with 1,354. In addition, there were 151 lines for shares and depositary receipts, notably Global Depositary receipts, as well as 46 for investment funds. These figures were reached in just over 3 years. The Euro MTF market, an exchange-regulated market as well as a Multilateral Trading Facility as defined by the MiFID Directive, was created in July 2005 in order to provide issuers with an alternative market to the traditional EU-regulated market. As such, it allows issuers to take advantage of a more liberal regime, which is particularly useful for international issuers that do not require a European passport for their securities issues. October 9, 2008

First SICAR listed

The first SICAR (Société d’investissement en capital à risque) was listed. This took place on the Euro MTF market on October 9, 2008 for Athanor Equities SICAR-S.C.A.. SICARs are vehicles that are dedicated to investments in venture capital and private equity whose securities are targeted at experienced investors.

15 FactBook 2009

October 21, 2008

Listing of Reinet Investments S.C.A.

The shares of Reinet Investments S.C.A., a Luxembourg-registered company, were admitted to trading on October 21, 2008. On the first day of trading, a record number of trades were recorded. Trading volumes for this security continued to be strong to the end of the year. December 4, 2008

Secondary trading of a bond issue of the Grand Duchy of Luxembourg

On December 4, 2008, the Luxembourg Stock Exchange commenced secondary trading of a bond issue of the Grand Duchy of Luxembourg for an amount of two billion euros. This issue is the largest amount ever issued by the Luxembourg state and follows the very successful primary offer period that was mainly addressed to retail investors and carried out between November 10 and November 20, 2008.

A difficult year for the LuxX

The LuxX (base 1,000 on January 4, 1999), the Luxembourg Stock Exchange index, is a basket index calculated both as a price index, the LuxX Price, and as a return index, the LuxX Return. During the year, the LuxX Price fell by 59.17% (from 2,402.16 at the start of the year to 980.91 at year end) and the LuxX Return fell by 57.90% (from 2,885.41 at the start of the year to 1,214.88 at year end). The LuxX was particularly affected by the ongoing financial crisis due to the preponderance of banks and financial companies that made up the index. The highest level of the LuxX Price was on January 2, 2008 at 2,402.16 points. The lowest level was reached on November 21 at 905.52 points. Domestic market capitalisation fell accordingly: from EUR 113.60 billion in December 2007 to EUR 47.81 billion at the end of 2008. The LuxX constituents are periodically reviewed under the supervision of the Stock Exchange Surveillance Committee. On January 2, 2009, as part of its annual revision of this index, the composition of the LuxX was changed. From this date, the index was made up of a basket of shares from eleven companies. Two new companies were added: Reinet Investments S.C.A., which was admitted to trading on October 21, 2008, and Intercultures S.A., first listed on the Exchange on April 18, 1966. Following exceptional events, the shares of Fortis S.A. were removed from the index on October 14, 2008. The constituent equities of the LuxX basket in January 2009 were those of the eleven following companies: ArcelorMittal, BIP Investment Partners S.A., CEGEDEL S.A., Dexia S.A., Foyer S.A., Intercultures S.A., KBC Group, Luxempart S.A., Reinet Investments S.C.A., RTL Group and SES S.A.

16 FactBook 2009

2008 Key events



Trading activities grow

Turnover increased to an amount of EUR 1.41 billion during 2008. This represents growth of 116.9% compared to 2007.

17 FactBook 2009

Organisation Board of directors Messrs

Raymond Kirsch, Chairman Robert Scharfe, 1st Vice-Chairman Membre du Comité d’administration BGL S.A., Luxembourg



Frank Wagener, 2nd Vice-Chairman Président du Comité de direction Dexia Banque Internationale à Luxembourg S.A., Luxembourg



Pierre Ahlborn Administrateur délégué Banque de Luxembourg S.A., Luxembourg



Michel Birel Directeur général adjoint Banque et Caisse d’Epargne de l’Etat, Luxembourg



Luc Caytan Directeur fonction marchés, marchés monétaires et capitaux Kredietbank S.A. Luxembourgeoise, Luxembourg



Vincent Decalf Administrateur délégué Foyer Patrimonium S.A., Luxembourg



Walter H. Draisbach Dresdner Bank Luxemburg S.A., Luxembourg



Jean-Claude Finck Président du Comité de direction Banque et Caisse d’Epargne de l’Etat, Luxembourg



Frédéric Genet Administrateur délégué Société Générale Bank & Trust S.A., Luxembourg

Ms

Isabelle Goubin Conseiller de Direction 1ère classe Ministry of Finance, Luxembourg

18 FactBook 2009

Organisation

Messrs

Pierre Gramegna Directeur de la Chambre de Commerce, Luxembourg



Charles Hamer Administrateur délégué Crédit Agricole Luxembourg S.A., Luxembourg



Claude Kremer Président Association Luxembourgeoise des Fonds d’Investissement, Luxembourg



André Lecoq Membre du Comité de direction Dexia Banque Internationale à Luxembourg S.A., Luxembourg



José-Benjamin Longrée Administrateur délégué CACEIS Bank Luxembourg S.A., Luxembourg



Eric Martin Administrateur délégué, directeur général BNP Paribas Luxembourg S.A., Luxembourg



Henri Servais Administrateur Bruxelles



Rik Vandenberghe Administrateur délégué ING Luxembourg S.A., Luxembourg



Carlo Wagner Directeur Société Européenne de Banque S.A., Luxembourg

Messrs

Honorary Chairmen Edmond Israel Président honoraire de CEDEL S.A. Directeur général honoraire de Dexia Banque Internationale à Luxembourg S.A.



Remy Kremer Administrateur délégué honoraire de la Banque Générale du Luxembourg S.A. (now BGL S.A.)

19 FactBook 2009

Management

Executive Committee

Messrs

Michel Maquil, President & CEO Axel Forster, Member Dominique Valschaerts, Member



Departments

Messrs

Paul Altman, Vice-President Market and surveillance



Christian Descoups, Secrétaire de la Bourse Strategy and membership



Hubert Grignon Dumoulin, Vice-President Securities and issuers



Bernard Simon, Vice-President Information Technology



Antoine Wagner, Vice-President Marketing and communication

Messrs

Functions Maurice Bauer, Vice-President Legal and compliance



Christian Descoups, Company secretary Press relations



Hubert Grignon Dumoulin, Vice-President Issuers and market regulation



Carlo Mouschang, Vice-President Human resources

Ms

Nadine Pomes, Vice-President Finance and budget

Supervisory Authority

Commission de surveillance du secteur financier 110, route d’Arlon - L-2991 Luxembourg Tel. +352 26 25 1-1 Internet: www.cssf.lu

20 FactBook 2009

Listing procedures Note: The provisions, explanations and fees indicated below are those currently applicable, i.e. at the date of publication of this Fact Book.

The regulatory framework Three distinct areas should be outlined for describing listing procedures. The first one is prior to the beginning of the listing and is linked to initial disclosure requirements to be made by the issuer before the listing. The second one deals with the conditions for obtaining the authorization of listing from the Luxembourg Stock Exchange. The third one covers the continuing obligations on issuers having listed securities on one of the markets operated by the Luxembourg Stock Exchange.

A) The regulatory framework for the documentation to be published prior a listing One of the conditions for listing securities on the markets operated by the Luxembourg Stock Exchange is compliance with the provisions provided in the Law on prospectuses (the Prospectus Law) for securities of July 10, 2005 implementing the Prospectus Directive (Directive 2003 /71 /EC of November 4, 2003). Issuers applying for listing securities on our markets for the first time are encouraged to approach the Commission de surveillance du secteur financier (CSSF) or the Luxembourg Stock Exchange at the earliest possible stage in order to verify the need, if any, of obtaining an approval on a prospectus. The Prospectus Law provides for three different prospectus regimes: I) The first regime is contained in Part II of the Prospectus Law with respect to offers to the public of securities and to admissions of securities to trading on a regulated market falling in the scope of application defined in Article 4 of the said Law (scope of application of Article 1(1) and (3) of the Prospectus Directive).

The CSSF ensures enforcement of the provisions of Part II of the Prospectus Law and is in charge of the approval of the corresponding prospectuses. Draft prospectuses should be submitted to CSSF in accordance with circular CSSF 05 /226. All relevant texts with appropriate links can be found on the website of the CSSF (http:// www.cssf.lu) in the section “Issuers / Prospectuses”.



Initial contact should be made with the CSSF Financial Assets Markets Department (telephone +352 26 25 12 32 or +352 26 25 13 76).

21 FactBook 2009

II) The second regime is contained in Part III of the Prospectus Law with respect to offers to the public of securities and to admissions of securities to trading on a regulated market not falling in the scope of application defined in Article 4 of the said Law (scope of application of Article 1 (2) of the Prospectus Directive). However, Part III is divided in two chapters.

Chapter One deals with offers to the public of securities. CSSF ensures enforcement of the provisions of Part III, chapter 1 of the Prospectus Law and is in charge of the approval of the corresponding simplified prospectuses. Draft simplified prospectuses should be submitted to CSSF in accordance with circular CSSF 05 /226 and prepared in accordance with circular CSSF 05 /210 of October 10, 2005. All relevant texts with appropriate links can be found at the abovementioned address.



Chapter Two refers to admissions of securities to trading on a regulated market. If the Luxembourg Stock Exchange operates such market, the Stock Exchange is the competent authority for approving prospectuses subject to the provisions of Part III chapter 2 of the Prospectus Law. Draft simplified prospectuses should be submitted to the Stock Exchange in case of listing securities falling in the scope of application of Article 1 (2) of the European Union Prospectus Directive and listed on the regulated market named “Bourse de Luxembourg”. The applicable requirements on the information requirements for drafting such documents are contained in Part 2 of the Rules and Regulations of the Luxembourg Stock Exchange. All relevant texts can be found and downloaded on the Internet site (www.bourse.lu).

III) The third regime is described in Part IV of the Prospectus Law with respect to admissions of securities to trading on a market which is not included in the list of regulated markets published by the European Commission. If the Luxembourg Stock Exchange operates such a market, the Stock Exchange is the competent authority for approving prospectuses subject to the provisions of Part III chapter 2 of the Prospectus Law. Draft simplified prospectuses should be submitted to the Stock Exchange in case of listing securities falling in the scope of application of Article 1 (2) of the Prospectus Directive and listed on the exchange-regulated market named “Euro MTF”. The applicable requirements on the information requirements for drafting such documents are contained in Part 2 and in the appendices to the Rules and Regulations of the Luxembourg Stock Exchange. All relevant texts can be found on and downloaded from the Internet site of the Stock Exchange. The Rules and Regulations give the Exchange some discretion and flexibility so that, in accordance with this text, part of the disclosure requirements contained in the appendices can be adapted to reflect an issuer’s need.

22 FactBook 2009

Prospectuses to be approved by the Luxembourg Stock Exchange may be submitted through the e-file communication system at www.e-file.lu if the applicant has the e-file connection or via email at [email protected]. Initial contact should be made with the Issuers Department (telephone Carlo Oly +352 47 79 36 227 for bonds and derivatives securities, or Alessandro Picco +352 47 79 36 261 for equity and investment funds).

Listing procedures

B) The regulatory framework for admitting securities to the official list of the Luxembourg Stock Exchange and for admitting to trading these securities on the markets operated by the Stock Exchange Compliance with the rules governing the conditions for listing of securities is monitored by the Luxembourg Stock Exchange, which is the competent authority for admitting securities on its official list and for admitting to trading these securities on its markets. This means that the Stock Exchange must ensure that dealings in securities admitted to trading on its markets are conducted in a proper and orderly manner, which requires minimum standards, derived from EU and national securities legislation, to be placed upon issuers seeking to have their securities listed. Articles 8 and 20 of the Luxembourg law of July 13, 2007 on markets in financial instruments and the Grand-ducal regulation of July 13, 2007 relating to the keeping of an official list are the legal basic framework for a listing on the markets operated by the Stock Exchange. An application for admission to trading securities on one of the markets operated by the Luxembourg Stock Exchange is simultaneously deemed to be an application for admission to stock exchange official listing. Therefore, the listing procedure with the Luxembourg Stock Exchange is a simple, fast and efficient process with a single authority and a single fee structure. In addition the listed securities mentioned on the official list of the Stock Exchange, are admitted to trading on one of the Luxembourg markets and can be effectively traded on exchange because of the opening of the order book for all securities listed on the Stock Exchange. The applicable requirements for listing securities are contained in Part 1 of the Rules and Regulations of the Luxembourg Stock Exchange. This text is publicly available on its Internet site (www.bourse.lu). Therefore issuers need to comply with the Stock Exchange’s admission criteria. However, the Rules and Regulations give the Stock Exchange some discretion and flexibility so that, in limited and appropriate circumstances, part of the requirements contained in Part 1 can be adapted to reflect an issuer’s need. The principal requirements are the existence of a minimum of years of trading record, the existence of audited financial statements prepared according to accepted accounting standards, the free transferability of the securities, the minimum size of the market capitalisation of the securities to be listed and that all the securities of the same class should be covered by the listing application. For debt or derivative securities issuance programmes, the decision of listing is effective for one year and can be renewed annually in order to continue new listings. Any party intending to apply for listing securities on one of the markets operated by the Luxembourg Stock Exchange has to inform the Stock Exchange thereof by submitting a written application supported by the documents listed in the relevant Articles of Chapter 4 of Part 1 of the Rules and Regulations. The applicant shall sign the application, which may be the issuer or the person who seeks such listing. Application forms for the main categories of securities are available on our Internet site with models of letters of undertaking.

23 FactBook 2009

The application should indicate on which market the securities should be admitted to trading. Currently the Luxembourg Stock Exchange operates two markets. The first one is named “Bourse de Luxembourg” and is a regulated market according to EU and national legislation. The second one is the “Euro MTF” market and is a Multilateral Trading Facility according to EU and national legislation. The functioning of these markets is identical and the detailed applicable rules are contained in the Rules and Regulations of the Stock Exchange. Both markets offer the highest possible standards based on their own characteristics in order to meet most of the eligibility criteria imposed to investors or by securities regulators and central banks. Application for listing may be submitted via email at [email protected]. Within the Luxembourg Stock Exchange, a specific department deals with the examination of the listing applications for all categories of securities. Initial contact should be made with the Issuers Department (telephone Carlo Oly +352 47 79 36 227 for bonds and derivatives securities, or Alessandro Picco +352 47 79 36 261 for equity and investment funds). As a result listing approvals are granted on a daily basis, thereby substantially reducing the time required for processing applications and, meeting the requirement of the issuers, in an environment where time is a key decision factor.

C) The regulatory framework after the listing After a listing, issuers are subject to continuing disclosure obligations on a periodical or ad hoc basis. Most of this information is of corporate nature. Notably, issuers have to publish in Luxembourg price-sensitive information on a timely basis in accordance with Luxembourg legislation, which imposes a general obligation on issuers whose securities are admitted to trading on the regulated market and on the “Euro MTF” market. The detailed continuing obligations, including those in connection with the annual report (for all issuers) and half-yearly information (only for share issuers) are contained in the Luxembourg law of January 11, 2008 on the transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market and its related Grand-ducal Regulation of January 11, 2008. Article 14 of the Luxembourg law of 9 May 2006 is the legal requirement of publication of price sensitive information. In addition to the drafting and preparation of documents containing regulated information, the Transparency Law requires issuers to file the regulated information with the CSSF, to provide that information to an officially appointed mechanism for the central storage of regulated information (OAM) and to publish regulated information, ensuring effective dissemination of such information to the public within the European Union.

24 FactBook 2009

Listing procedures

The CSSF published on page 5 of its Circular 08/337 of February 6, 2008 an exhaustive and explicit list of regulated information* to be published. The Grand-ducal Regulation dated July 3, 2008 relating to the official appointment of mechanisms for the central storage of regulated information conferred upon the Luxembourg Stock Exchange the status of officially appointed mechanism for the central storage of regulated information. Circular CSSF 08 /359 specifies the quality standards, which the Luxembourg Stock Exchange must implement, in order to perform is task as an officially appointed mechanism for the central storage of regulated information. Issuers may subscribe to the new OAM service using our Internet site and send queries via email at [email protected]. In order to help issuers to fulfill their publication obligation, the Luxembourg Stock Exchange offers a Financial News Service that give them the possibility to publish their notices / press releases for announcement of regulated information on the Luxembourg Stock Exchange website www.bourse.lu and simultaneously to distribute them to other European Union financial media. Issuers may find the subscription form to be completed on our Internet site in order to make use of the Financial News Service of the Luxembourg Stock Exchange. Such document and the announcement to be made public (in PDF format) have to be sent via email at [email protected]. The detailed continuing obligations for issuers of securities admitted to trading on the Euro MTF market are contained in Chapter 10, Part 1 of the Rules and Regulation of the Exchange. In addition, issuers are subject to continuing obligations towards the Exchange, notably on filing information and corporate events with the Exchange, in order to enable an efficient monitoring of the functioning of its markets (see Chapter 9 in Part 1 of the Rules and Regulation). Announcements to the public, press releases and notices to securities holders must be disseminated in accordance with Article 20 of the mentioned above law and Article 13 of the mentioned above Grand-ducal regulation. In case of securities admitted to trading on the Euro MTF market, Article 1005 in Part 1 of the Rules and Regulation of the Exchange is applicable. Within the Luxembourg Stock Exchange, a specific team deals with the publication of such information on its Financial News Services (tel.: +352 47 79 36 202 and 244). Issuers may find the subscription form to be completed on our Internet site in order to make use of the news service of the Luxembourg Stock Exchange.

*

Point 3 of CSSF circular 08/337

25 FactBook 2009

Prospectus approval, listing and maintenance fees* Prospectuses approved by CSSF are subject to approval fees to be paid directly to this authority in accordance with the Grand-ducal regulation of August 3, 2005 on prospectuses for securities (fees /taxes), which can be found on the website of the CSSF (http://www.cssf.lu) in the section “Issuers / Prospectuses”. The summary of the Luxembourg Stock Exchange fee structure covers only fees to be paid to the Stock Exchange. The fee structure is identical for the two markets operated by the Luxembourg Stock Exchange (Bourse de Luxembourg and Euro MTF). A prospectus approval fee has to be paid only if there is an approval to be granted by the Stock Exchange in compliance with the securities prospectus law of 10 July 2005. The listing fee is a one-off payment for approval of the admission to official stock exchange listing and to admission to trading of the securities on one of the markets operated by the Stock Exchange. The maintenance fee is an annual fee for being on the trading systems of the Stock Exchange with an open order book. I. Fixed-income securities The fee structure for fixed-income securities covers the following types of bond issues: - straight bonds and convertible bonds, - bonds with warrants, - bonds exchangeable into other bonds and bonds originating from the exchange, - multi-tranche issues, - debt securities programmes.

*

The full fee schedule applicable to the securities listed on the Luxembourg Stock Exchange is available on request.

26 FactBook 2009

Listing procedures

First listing ordinary issuer

Subsequent listings supranational issuer

ordinary issuer

EUR

supranational issuer EUR

Prospectus approval fee: in general (stand alone and registration document)

1,500.-

1,375.-

625.-

560.-

2,125.-

1,935.-

1,250.-

1,120.-

400.-

360.-

particular cases of: • bonds with warrants • securities note • debt securities programmes: - for the basic prospectus

625.-

560.-

- for each prospectus supplement

1,500.-

1,375.-

400.-

360.-

- for each unitary prospectus

400.-

360.-

Listing fee: in general (stand alone)

600.-

600.-

1,200.-

600.-

particular cases of: • debt securities programmes: - for the programme - for each tranche

400.-

Maintenance fee (annual fee): Issued amount lower than or equal to EUR or a similar amount in any other currency (in million) in general: 50

440.-

395.-

315.-

285.-

75

575.-

520.-

415.-

375.-

100

650.-

585.-

460.-

415.-

250

700.-

630.-

495.-

445.-

500

750.-

675.-

535.-

475.-

above 500

800.-

720.-

570.-

505.-

- for multi-tranche issues, the prospectus approval and listing fees are one-off fees to be paid for all the tranches, the maintenance fees are charged for each tranche - for bonds originating from the exchange the maintenance fee is charged depending on the maximum amount which can be exchanged - the listing fee of the programmes is payable on the day on which the admission of the programme is approved by the Luxembourg Stock Exchange and the maintenance fee of the short-term issues (“Commercial Paper” type) is calculated by a tranche of three months on the basis of the annual maintenance fee - For programmes with different issuers, the prospectus approval, listing and maintenance fees are charged with each issuer.

27 FactBook 2009

General: The maximum term to be taken into account to calculate the maintenance fee is 20 years (perpetual bonds incl.). Special maintenance fee schedules are applicable for multi-tranche issues with more than 10 tranches, for “stripped bonds” and for issues fungible with tranches already listed. They are available on request. The exchange rates necessary to calculate the amount issued in EUR are available upon request. Where an application for listing of fixed-income securities is not followed by a listing, administrative charges amounting to EUR 600.- will be charged. II. Warrants The fee structure for warrants covers the following types of issues: - ordinary warrant issues, - warrants exchangeable into other warrants and warrants originating from the exchange, - multi-tranche warrant issues, - warrant programmes. First listing ordinary issuer

Subsequent listings supranational issuer

ordinary issuer

EUR

supranational issuer EUR

Prospectus approval fee: in general (stand alone and registration document)

1,500.-

1,375.-

625.-

560.-

400.-

360.-

particular cases of: • securities note • warrant programmes: - for the basic prospectus

625.-

560.-

- for each prospectus supplement

1,500.-

1,375.-

400.-

360.-

- for each unitary prospectus

400.-

360.-

Listing fee: in general (stand alone)

600.-

600.-

1,200.-

600.-

for warrant programmes: - for the programme - for each tranche Maintenance fee (annual fee):

400.ordinary issuer

supranational issuer

400.-

360.-

- for multi-tranche issues, the prospectus approval and listing fees are one-off fees to be paid for all the tranches, maintenance fees are charged for each tranche - the listing fee of the programmes is payable on the day on which the admission of the programme is approved by the Luxembourg Stock Exchange - For programmes with different issuers, the prospectus approval, listing and maintenance fees are charged with each issuer.

28 FactBook 2009

Listing procedures

General: The maximum term to be taken into account to calculate the maintenance fee is 20 years. Where an application for listing of warrants is not followed by a listing, administrative charges amounting to EUR 600.- will be charged. III. Stocks, shares and depositary receipts The fee structure covers the following companies: A. Companies having published or registered their annual accounts for the three preceding financial years B. Companies which have not published or registered annual accounts for the three preceding financial years A first listing

B subsequent listings

first listing

EUR

subsequent listings EUR

Prospectus (or RD) approval fee:

2,500.-

1,250.-

2,500.-

1,250.-

Listing fee:

2,500.-

1,250.-

5,000.-

1,250.-

Maintenance fee (annual fee): 1st quotation line

2,500.-

2nd quotation line

1,875.-

3,750.-

3rd quotation line

1,250.-

2,500.-­

4th quotation line and subsequent lines

625.- /line

5,000.-

1,250.- /line

For companies which have not published or registered annual accounts for the three preceding financial years, the normal provisions governing the maintenance fee shall apply after the end of the third financial year.

Where an application for listing is not followed by a listing, administrative charges amounting to EUR 2,500.- will be charged.

29 FactBook 2009

IV. Shares and units of undertakings for collective investment (UCIs) The fee structure covers the following UCIs: A. Luxembourg UCIs and UCIs of the European Union B. UCIs from countries outside of the European Union A

B

EUR

EUR

Prospectus approval fee 1:

1,250.-

2,500.-

Listing fee:

1,250.-

2,500.-

2,500.-

Maintenance fee (annual fee): 1st quotation line

1,875.-

2nd quotation line

1,250.-

1,875.-

3rd quotation line

875.-

1,250.-

4th quotation line and subsequent lines

500.- /line

1 does not apply to Luxembourg UCIs other than the closed-end type, UCITS governed by harmonised Community Law and foreign UCIs in case of a public offer in Luxembourg

Where an application for listing is not followed by a listing, administrative charges amounting to EUR 1,250.- will be charged for Luxembourg UCIs and for UCIs of the European Union, and EUR 2,500.- for UCIs from countries outside of the European Union. V. Subscription and allotment rights of unlisted companies Administrative charges: Maintenance fee:

EUR 2,500 EUR 625.-

Date of implementation of this fee structure: November 1, 2007.

30 FactBook 2009

625.- /line

Market description Markets The Luxembourg Stock Exchange operates two markets. The first opened in May 1929. It became a European regulated market and as such provides a European passport. The second, opened in July 2005, is named “Euro MTF” and is a Multilateral Trading Facility. The same rules & regulations and trading mechanism apply to both markets. Trading mechanism Fully automated and decentralized, the markets of the Luxembourg Stock Exchange are open from 9.00 a.m. to 5.35 p.m. Trades are generated on the UTP trading platform hosted by NYSE Euronext’s European cash markets. Member firms can access this platform directly through their own architecture or any ISV network. The key criteria for the platform are reliability, performance, high availability and security. This means that the UTP system is subject to permanent review and updating, with a view to always providing the best trading service possible to market participants. The system is capable of handling exceptionally large volumes rapidly. Securities are divided into trading groups based on different trading procedures. The composition of these groups, determined on the basis of factors such as the particular characteristics and liquidity of the securities, is detailed in the appendix to the Trading Manual. Securities within the same group are subject to the same timetable and price variation rules. The Luxembourg Stock Exchange announces the admission of a financial instrument to trading groups by means of a notice. Securities are traded on the Luxembourg Stock Exchange either continuously for securities that are liquid enough or for securities with a market maker willing to accept certain obligations or, when they are less liquid, by auction. The operating hours of the Luxembourg Stock Exchange and the times of the different phases of the trading day are published in the appendix attached to the Luxembourg Stock Exchange Trading Manual. Real-time monitoring and supervision is performed by the Market & Surveillance Department of the Luxembourg Stock Exchange.

31 FactBook 2009

Clearing and settlement As from March, 2008 post-trade activities are carried out in conjunction with LCH.Clearnet SA for clearing and with Euroclear Bank and Clearstream Banking Luxembourg for settlement. The Luxembourg Stock Exchange offers three types of post-trade models. These are: - central counterparty (guaranteed); - pass-through (non-guaranteed); - bilateral settlement. Brokerage Brokerage fees are fully negotiable. No tax is withheld from transactions carried out on the Luxembourg Stock Exchange. NYSE Euronext partnership and the Luxnext standard The partnership with Euronext N.V., a subsidiary of NYSE Euronext, covers two main areas: - cross-membership; - technology transfer. In accordance with this partnership, existing members of the continental European securities exchanges of NYSE Euronext, these being the Euronext cash markets of Amsterdam, Brussels, Lisbon and Paris, are able to activate cross-membership rights to the Luxembourg Stock Exchange. Conversely, members of the Luxembourg Stock Exchange may take advantage of their own cross-membership rights.

1 5

Common platform

1 common branding 1 common electronic admission to trading platform 1 common electronic trading platform

Market places

Luxembourg Stock Exchange

Euronext Amsterdam

Euronext Brussels

Luxnet SAGE UTP

Euronext Lisbon

The partnership provides for all products listed on the Luxembourg Stock Exchange cash markets to be made available on UTP, the trading platform of NYSE Euronext’s European cash markets. This means that, via the cross-membership mechanism, all members of the Luxembourg Stock Exchange may access the trading system of NYSE Euronext’s European cash markets. Equally, NYSE Euronext’s European cash markets members may access the markets of the Luxembourg Stock Exchange. In addition to this migration, which was carried out on May 2, 2007, the partnership involved the creation of a European Economic Interest Grouping (EEIG).

32 FactBook 2009

Euronext Paris

Market description

One of the aims of this EEIG is the creation of a common European standard for listing and trading of corporate bonds. Known as Luxnext, it involves NYSE Euronext adopting the Luxembourg Stock Exchange SAGE® listing platform for corporate bond listings on its European markets. Issuers will therefore be offered a genuine European standard for both the listing and trading of corporate bonds.

33 FactBook 2009

Membership The regulatory framework Trading on the markets of the Luxembourg Stock Exchange may be performed only by the members duly authorised to trade in these markets. Since its inception, the Luxembourg Stock Exchange has granted approval to trade in the markets to two types of persons/members, i.e. on one hand to credit institutions and on the other hand to investment firms. The Markets in Financial Instruments Directive (MiFID) allows the investment firms authorised in their country to provide certain investment services to join the Luxembourg Stock Exchange without being required to operate from Luxembourg. An investment firm from one member country of the European Union may offer its services either through a branch or by applying the freedom of services in other countries of the European Union, provided it has been duly authorised by the authorities of its country of origin. The same principles also apply to the credit institutions from the same countries of the European Union in accordance with the second banking directive, which has introduced the European passport concept for the banks. The members of the Luxembourg Stock Exchange must comply with the requirements of the Market Abuse Law of May 9, 2006. On April 6, 2006, Euronext N.V. and the Luxembourg Stock Exchange signed a Memorandum of Understanding covering the exchange of listing and trading technology as well as joint efforts to develop the corporate bond market. The agreement also provides for all products listed on the Luxembourg Stock Exchanges cash market to be made available on UTP, the NYSE Euronext trading system for cash products. Within the framework of this Memorandum of Understanding, Luxembourg Stock Exchange members may access the NYSE Euronext trading system and NYSE Euronext members qualifying for the European passport may access the markets of the Luxembourg Stock Exchange. Application for membership Admission to the Luxembourg Stock Exchange covers both the member, and the persons who shall represent the authorised members and act as liaison officers between the member and the Stock Exchange, or as trading managers supervising trading in the markets. Members may be credit institutions or investment firms granted an authorisation given by the competent authorities of their home country. Members may opt for the status of broker or dealer. In order to be granted and maintain membership status, applicants shall meet a variety of requirements in terms of reliability, expertise, reputation and capital.

34 FactBook 2009

Membership

Members must comply with the requirements of the Market Rules of the Luxembourg Stock Exchange, any measures or decisions made pursuant to such requirements, and any further amendments thereto. Members are granted access to the trading system and services of the Luxembourg Stock Exchange by the competent bodies of the Stock Exchange. Members of the Luxembourg Stock Exchange may give access to the electronic order routing system to their clients. The activities of the clients on the markets of the Luxembourg Stock Exchange are executed under the name and responsibility of the member. Direct access to the markets of the Luxembourg Stock Exchange may also be granted to affiliates of a registered member. For more details, please refer to the Market Rules. Any application shall be supported by a variety of documents and information, which may be obtained by contacting the Luxembourg Stock Exchange, which coordinates the membership application procedure. Cross-Membership and the UTP trading platform Members of NYSE Euronext’s European cash markets may access the markets of the Luxembourg Stock Exchange in the capacity of a “Cross-Member”. Equally, Luxembourg members have access to the UTP trading platform of NYSE Euronext’s European cash markets. This gives members of the Luxembourg Stock Exchange access to products listed on NYSE Euronext’s European cash markets. Sanctions in case of violation of the rules In the event of behaviour or actions which might give rise to disciplinary measures, the Luxembourg Stock Exchange may investigate the matter and decide on disciplinary measures and sanctions as laid down in the Market Rules. Membership fees Stock Exchange membership is subject to an admission fee (one-off fee) and an annual membership fee for the member and the persons representing the member. Members trading on the markets of the Luxembourg Stock Exchange are subject to annual market access fees. For these members the annual membership fee is not charged. There are no admission fees or annual membership fees charged to Cross-Members trading on the market.

35 FactBook 2009

Stock Exchange members Credit institutions ABN Amro Bank (Luxembourg) S.A. ABN Amro Bank N.V. (London Branch) BGL Société Anonyme BNY Mellon Asset Servicing B.V. (Luxembourg Branch) Bank of New York (Luxembourg) S.A. (The) Banque de Luxembourg S.A. Banque Degroof S.A. Banque Degroof Luxembourg S.A. Banque et Caisse d’Epargne de l’Etat Banque Privée Edmond de Rothschild Europe Banque Safra-Luxembourg S.A. BNP Paribas Luxembourg BNP Paribas Securities Services (Succursale de Luxembourg) Citibank International Plc (Succursale de Luxembourg) Commerzbank AG Commerzbank International S.A. CACEIS Bank Luxembourg Crédit Agricole Luxembourg S.A. Deutsche Bank AG London Deutsche Bank Luxembourg S.A. Dexia Banque Internationale à Luxembourg S.A. Dresdner Bank Luxembourg S.A. DZ Bank International S.A. Fideuram Bank (Luxembourg) S.A. Fimat International Banque S.A. (UK Branch) Fortis Bank Nederland N.V. Fortis Banque S.A. HSBC Securities Services (Luxembourg) S.A. HSBC Trinkaus & Burkhardt (International) S.A. HSH Nordbank Securities S.A. HVB Banque Luxembourg S.A. Hypo Pfandbrief Bank International S.A. ING Luxembourg S.A. J.P. Morgan Bank Luxembourg S.A. Kaupthing Bank Luxembourg S.A. KBL European Private Bankers S.A. Keytrade Bank S.A. Lloyds TSB Bank Plc (succursale de Luxembourg) Mitsubishi UFJ Global Custody S.A. Mizuho Trust & Banking (Luxembourg) S.A. Nikko Bank (Luxembourg) S.A. (The) Nomura Bank (Luxembourg) S.A. Rabo Securities N.V. RBC Dexia Investor Services Bank S.A. Sal. Oppenheim Jr & Cie S.C.A. Sanpaolo Bank S.A. Sella Bank Luxembourg S.A. Société Européenne de Banque S.A. Société Générale Bank & Trust S.A. State Street Bank Luxembourg S.A. Svenska Handelsbanken S.A. UBS (Luxembourg) S.A. WestLB International S.A. 36 FactBook 2009

Membership

Brokers Compagnie Financière et Boursière Luxembourgeoise S.A. - COFIBOL Credit Suisse Asset Management Fund Service (Luxembourg) S.A. FIL (Luxembourg) S.A. Florint B.V. Foyer Patrimonium S.A. Franklin Templeton International Services S.A. KBC Securities N.V. Leleux Associated Brokers Merrill Lynch (Luxembourg) S.à r.l. Petercam S.A. SNS Securities N.V. UBS Fund Services (Luxembourg) S.A.

37 FactBook 2009

Corporate governance The ten principles of corporate governance of the Luxembourg Stock Exchange Following the adoption of the Action Plan of the European Commission in 2003, the Luxembourg Stock Exchange elaborated ten corporate governance principles applicable to Luxembourg companies whose shares are listed on the exchange. These principles were developed in conjunction with the management of the major listed companies, while taking note of the corporate governance schemes implemented in neighbouring countries, the reflections of the European Commission and OECD standards. This was followed by a public consultation process. The ten corporate governance principles cover the role and composition of the boards of directors of companies, as well as committees which may emanate from the boards, such as audit, remuneration and nominating committees, and the companies’ senior management. They also deal with the relations to be maintained with shareholders and investors. In practice, the corporate governance principles are based on a number of recommendations and guidelines laid down for the proper implementation and application of the principles. 1. What is good corporate governance? In a wide sense, “corporate governance” covers the organisation of the control and management of a company. The term is also used in a narrower sense, to refer to the relationship between shareholders and management, and in particular the operation of the company’s board. It is important for companies to develop an effective model of corporate governance that will enable them to take advantage of opportunities that may arise, whilst at the same time instituting the necessary controls over the associated risks. The rules and standards of corporate governance are considered to be important factors in the creation of prosperous market economies. Corporate governance consists of a set of rules and conduct in accordance with which companies are managed and controlled. It usually involves the mechanisms by means of which company managers answer for the due and proper running and performance of the company. The company is expected to protect the assets of the shareholders and in the long-term the interests of the company and those of the shareholders should converge.

38 FactBook 2009

Corporate governance

Good corporate governance is designed: - to achieve the goal of a proper balance between entrepreneurship and control, as well as between performance and compliance with the rules of corporate governance; - to facilitate performance-driven management, but also to provide mechanisms for management and leadership, whilst ensuring integrity and transparency in the decision-making process; - to determine the company’s objectives, the means through which these are to be attained and how performance is to be evaluated. In this respect, corporate governance is intended to encourage and enable the board and management to pursue objectives that are in the best interests of the company, its shareholders and other interested parties, such as the company’s customers and personnel. “Control” implies effective evaluation of performance, careful management of potential risks, and proper supervision of agreed procedures and processes. In this respect the emphasis here is on monitoring whether robust control systems are operating effectively, whether potential conflicts of interest are being managed and whether sufficient checks are in place to prevent abuses of power that may allow personal interests to prevail over corporate interests. 2. Main objective The main objective of the Ten Principles of Corporate Governance is to contribute to the creation of long-term value. A good corporate governance framework should create a balance between a performance-orientated strategy on the one hand, and adherence to reliable risk management systems and internal controls on the other. The latter requires responsibility, integrity and transparency; a high-performance strategy requires entrepreneurial leadership. The internal control process is defined and implemented by the company’s board, management and personnel, with the aim of demonstrating that the following objectives have been reached: - reliability of financial and accounting information; - effectiveness and efficiency in the running of the company’s operations; - compliance with applicable laws and regulations. If this balance is upset the creation of long-term value is likely to be compromised. Successful businesses show that good governance leads to the creation of wealth, not only for the shareholders but also for all the other interested parties.

39 FactBook 2009

A corporate governance framework based on transparency and responsibility: - - - -

will strengthen investors’ confidence in companies; will benefit the other interested parties; will give companies access to lower-cost external financing; will bring macro-economic advantages, such as an improvement in economic efficiency and growth, as well as protecting private investments.

3. Reference framework These Principles of Corporate Governance should be considered as complementary to Luxembourg legislation, from which they cannot justify any exceptions. No principle or recommendation may be construed as conflicting with Luxembourg law. When drafting the Principles of Corporate Governance, the working group responsible for their preparation worked on the basis of existing Luxembourg legislation relating to commercial companies, and in particular on the basis of financial law as applicable to listed companies. Whilst preparing the Principles of Corporate Governance close attention was paid to initiatives of the European Commission, and more specifically to the initiatives designed to implement the Action Plan adopted in 2003 with a view to “modernising company law and enhancing corporate governance in the European Union”. Corporate life will be simplified by an increased use of electronic communications and the electronic publication of relevant information for consultation by shareholders. This will, for example, facilitate shareholder participation in the Annual General Meetings. The Principles of Corporate Governance were formulated on the basis of the unitary (one-tier board) model and influenced by other factors specific to Luxembourg, such as the wide variety of companies listed for trading on the regulated market (large multinational companies, small industrial and commercial companies, companies in the investment field), the companies’ shareholding structure (companies with major shareholders, companies with very dispersed share ownership, small companies with restricted share ownership and companies whose shares are mainly owned by institutional investors), and the special circumstances of certain directors. In addition, the Principles of Corporate Governance take into account the Law of 6 May 1974 instituting works councils in private sector companies and organising the representation of employees in public limited companies (sociétés anonymes) and the Law of 25 July 1990 on the status of directors representing the government or a public-law corporation in a public limited company. 4. Structure, content and characteristics of the Principles of Corporate Governance A flexible approach was chosen, based on the “comply or explain” system. This approach has been used for many years in several countries and the flexibility it offers has been welcomed by both company boards and investors. It is also recommended by the OECD and the European Commission. 40 FactBook 2009

Corporate governance

In particular, this flexible approach enables the specific circumstances of companies - such as their size, shareholding structure, activities, exposure to risks and management structure - to be taken into account. It is unlikely that a set of principles based on a rigid approach would be complied with by the companies for which they were intended. The Principles of Corporate Governance consist of three sets of rules: the general principles themselves (“comply”), the recommendations (“comply or explain”) and the guidelines. Ten general principles form the pillars upon which good corporate governance should rest. These principles are sufficiently broad for all companies to be able to adhere to them, whatever their particular features. All Luxembourg companies whose shares are traded on a regulated market should apply them without exception. The recommendations describe how the principles can be properly applied. Companies are expected to comply with the recommendations or explain why they are departing from them, taking account of their specific situation. Although listed companies are expected to comply with the recommendations for the Ten Principles of Corporate Governance most of the time, it is acknowledged that special circumstances may justify a departure from certain recommendations. Smaller listed companies, in particular those which have recently been admitted to trading on the market, as well as young growing companies, may judge that in their case certain recommendations are disproportionate or less relevant. Similarly, holding and investment companies may need a different board structure, which may affect the relevance of certain recommendations to them. In such a case for example, a single committee may handle the tasks of the nomination committee and the remuneration committee. In these cases companies should determine which rules are most suited to their specific situation and provide an explanation in the Corporate Governance Chapter of their annual report. The recommendations are supplemented by guidelines, providing advice as to how the company should implement or interpret the recommendations. The obligation to “comply or explain” does not apply to the guidelines. 5. Disclosure of information Transparency - achieved through the disclosure of information - is an essential ingredient of the Principles of Corporate Governance, allowing external control to function effectively. For this reason, the recommendations of the Ten Principles of Corporate Governance aim to institute a high level of transparency in the area of corporate governance. The disclosure of information is effected through two different documents: the Corporate Governance Charter posted on the company’s website and the Corporate Governance Chapter in the annual report. In the Corporate Governance Charter, the company describes the main aspects of its corporate governance policy, in particular its structure, the internal regulations of the board and, where relevant, of its committees, as well as other important points (e.g. its remuneration policy). The Charter should be updated regularly. 41 FactBook 2009

The Corporate Governance Chapter of the annual report should include more factual information on the governance of the company, including any changes that have been implemented, together with the relevant events that took place during the last financial year, such as the appointment of new directors, the appointment of committee members and the annual remuneration of members of the board. 6. Monitoring and compliance Unlike in certain neighbouring countries, Luxembourg listed companies are often controlled by one or more major shareholders. It is not, therefore, possible to rely solely on market monitoring to ensure that listed companies comply with the Principles of Corporate Governance. A combined monitoring system, relying on the board, the company’s shareholders and the Luxembourg Stock Exchange, possibly supplemented by other mechanisms, has been chosen to ensure continued compliance with the Principles of Corporate Governance. - The board In a unitary structure, the board plays a dual role: on the one hand to support entrepreneurship and on the other hand to ensure effective monitoring and control. In order to fulfil its role as the guardian of the company’s interests, it is important for the board to be composed of experienced directors, with complementary knowledge and skills, taking into account the size and activities of the company. The board may include directors involved in the management of the company at an executive level. All directors should demonstrate a capacity for independent judgment and objectivity in making board decisions and independent directors play an essential role in this respect. The board should ensure the accuracy and completeness of the Corporate Governance Charter and the Corporate Governance Chapter in the annual report. - Shareholders Given the flexible “comply or explain” approach followed by the text, the shareholders, and in particular institutional investors, have a paramount role to play in carefully evaluating a company’s corporate governance. The shareholders should carefully examine the reasons provided by the company whenever it departs from the recommendations or fails to comply with these and make a reasoned judgment in each case. The shareholders should be open to dialogue in cases where they do not agree with the position taken by the company, bearing in mind, amongst other factors, the size and complexity of the company as well as the nature of the risks and challenges it faces. The controlling or strategic shareholders can appoint representatives to the board. They are therefore able to monitor the company both internally and externally, with all the advantages and risks that their position of strength implies. It is important that the controlling or strategic shareholders make judicious use of their power and respect the rights and interests of the minority shareholders.

42 FactBook 2009

Corporate governance

- Luxembourg Stock Exchange The Luxembourg Stock Exchange, as part of its role of monitoring compliance by listed companies with their duties to make periodic and ad hoc disclosures will contribute to the external monitoring of the Principles of Corporate Governance. It will provide moral support and will bring its full authority to bear in facilitating the implementation of the disclosure arrangements recommended by these principles for listed Luxembourg companies. The existence and acceptance of a single set of Principles of Corporate Governance (instituted by the Luxembourg Stock Exchange, in close collaboration with the principal Luxembourg issuers listed on the Exchange) will contribute to a strengthening of the financial centre and to increased investor confidence. The Luxembourg Stock Exchange recommends that listed companies disclose significant information about their corporate governance rules and practices in compliance with the Principles of Corporate Governance. Listed companies are themselves responsible for determining whether they comply with the recommendations issued for each of the principles, or for justifying their non-compliance. In the event that, contrary to Principle 1 and Appendices B and C, a specific item referred to in the Principles of Corporate Governance has not been disclosed, the Luxembourg Stock Exchange will draw the attention of the listed company to this fact and, where necessary, will invite it to explain why it has failed to comply with this specific provision of the Principles of Corporate Governance. The Luxembourg Stock Exchange will limit its role to verifying whether the “comply or explain” principle is being applied and recommending that companies follow it. The Luxembourg Stock Exchange reserves the right to publish from time to time general comparisons of the corporate governance practices within listed Luxembourg companies. However, with regard to items for which the laws or regulations in force require disclosure, whether or not this information is dealt with in the Principles of Corporate Governance, the jurisdiction of the CSSF (Commission de Surveillance du Secteur Financier - Commission for Financial Sector Monitoring), including its authority to impose sanctions, will remain unchanged. The Stock Exchange’s role in the external monitoring of compliance with the Principles of Corporate Governance does not affect the CSSF’s legal responsibility as a regulator. 7. Follow-up What constitutes good corporate governance may need to evolve in step with changes in business circumstances, the requirements of the international financial markets, and company law. It is therefore interesting to take note of the ongoing discussions regarding the Law of 10 August 1915 relating to Luxembourg commercial companies. These discussions relate to a body of measures - such as the possibilities offered by telecommunications for holding the AGM and board meetings, the possibility of postal voting, the reduction of the shareholding threshold required to request an Extraordinary General Meeting (EGM) or contribute items to the AGM or EGM agenda, or the right to consult the management report in advance of the AGM - which can all be related to the wider context of corporate governance.

43 FactBook 2009

It is therefore important to ensure that the Principles of Corporate Governance are regularly reviewed and the recommendations adapted. An update will be achieved in 2009. 8. Scope and entry into force The principles set out here are intended to apply to listed companies. Given their flexibility, however, the Ten Principles of Corporate Governance could also serve as a reference framework for all other companies, including those governed by non-Luxembourg law and which are subject to a corporate governance code of conduct in their country of incorporation (although compliance with these Principles of Corporate Governance is not compulsory for the latter) and companies governed by Luxembourg law which have applied for listing on a foreign regulated market. Multilisted Luxembourg companies which may be faced with a number of corporate governance codes of conduct, are asked to follow these Principles of Corporate Governance and recommendations closely. They are free to apply the provisions of codes of conduct in place in other jurisdictions, where these are stricter than the provisions of these Principles.

44 FactBook 2009

Products and services The Luxembourg Stock Exchange makes available services for the listing and trading of securities. It has further developed products and services that are complementary and attendant to these activities. Listing The Luxembourg Stock Exchange is internationally recognised for its listing expertise. It was the first exchange to list a Eurobond, in 1963, and since then has become Europe’s leading location for the listing of international bonds as well as a major location in the world for the listing of Global Depositary Receipts (GDRs). This aspect of the Stock Exchange’s business is perfectly in line with the international stance taken by Luxembourg as a financial centre, with its high level of professionalism and a sound regulatory and business-friendly environment. Luxembourg and its Stock Exchange are both major and experienced players on the world’s markets. The instruments that can be listed on the Luxembourg Stock Exchange are: fixed income securities, warrants, stocks, depositary receipts and shares and units of investment funds. Trading Trading is conducted on the UTP platform of NYSE Euronext’s European Markets. This is Europe’s prime pool of liquidity and the point of access to an extended membership network. More details on trading activities can be found in the section entitled “Market description”. Clearing & settlement Post-trade activities are carried out in conjunction with LCH.Clearnet S.A. for clearing and with Euroclear Bank and Clearstream Banking Luxembourg for settlement. The Luxembourg Stock Exchange offers three types of post-trade models. These are: - Central counterparty (guaranteed) - Pass-through (non-guaranteed) - Bilateral settlement Membership services The Luxembourg Stock Exchange provides all appropriate services and information for members and NYSE Euronext and other cross-members. Further details are included in the “Membership” section.

45 FactBook 2009

Data products and dissemination The Luxembourg Stock Exchange shares technology infrastructure as well as a long-term strategy with its subsidiary Finesti, in particular in the fields of data dissemination and communications platforms. Created in 1995 under the name of CCLux, Finesti has been a wholly-owned subsidiary of the Luxembourg Stock Exchange since 2002. Its objective is to provide services and tools for the collection, management and dissemination of investment fund data.

Luxembourg Stock Exchange and Finesti synergies

Listing Agents Issuers

Fund Administrations

DATA COLLECTION LuxSE/Finesti - Prices, Reference Data - Corporate Events - Documents

Shares, Bonds, Listed Funds

Luxembourg funds information

and Warrants information

CENTRAL DATABASE

LuxSE/Finesti

LuxSE/Finesti

Data

Consultation

Dissemination

Portals

Products

Supervisory

Banking

Fund

Professional

Data Vendors and

Financial

Authorities

and Financial

Private

Managers

Investors

Data Analysts

Press

CSSF

Institutions

Investors

Data products The Luxembourg Stock Exchange and Finesti offer specific data products designed for end-users of the data as well as for data-vendors. For the Luxembourg Stock Exchange, this means data related to listed securities. Products currently available are feeds on quotes, indices and 5 best bid and offers in real-time or quotes and indices in delayed or endof-day, corporate actions feed and document products (prospectuses and notices). The latter is being further developed to a web-based application or a FTP dissemination tool. In line with MiFID requirements, stock exchange data products now provide the market place and investors with a higher and more consistent level of transparency by offering pre-trade and post-trade data, such as quotes and order book best prices. For Finesti, data products include products for periodic data (NAVs,…), periodic data with historical data, descriptive data and documents (prospectuses and financial reports). 46 FactBook 2009

Products and services

The consultation portals The Luxembourg Stock Exchange and Finesti each operate a consultation portal that gives access to up-to-date and comprehensive financial information on listed securities and investment funds respectively. Both portals offer three levels of consultation each enabling access to different amounts of data: - free public access; - free access with registration; - paid subscription. The Luxembourg Stock Exchange at www.bourse.lu The consultation portal provides a global vision of more than 48,000 securities listed on the Luxembourg Stock Exchange and may be accessed through a multi-criterion search engine. It includes: - - - - - -

prices, indices, and market data; historical prices, dividends /interest; other data and information related to a security; documents related to a security, such as prospectuses and notices; data and documents on issuers; information of latest listings, de-listings, suspensions, and market transfers.

Finesti at www.finesti.com With comprehensive coverage of the Luxembourg fund universe and a growing coverage of European funds, Finesti’s online consultation services are the perfect tool for both occasional and intensive queries. Visitors benefit from: - a single access point to more than 31,000 NAVs and 24,000 documents; - real-time access to data and updates; - descriptive data; - static and periodic data related to EU savings tax directive; - Fund processing passports; - European Fund Classification; - information on investment fund third parties and service providers. Luxnext at www.luxnext.com Launched in March 2008, the Luxnext portal combines data and information on corporate bonds from the European markets of NYSE Euronext and the Luxembourg Stock Exchange. The consultation portal aims to develop the Luxnext standard, which is a common standard for the listing and trading of corporate bonds offering an integrated, innovative and transparent solution for both issuers and investors of corporate bonds.

47 FactBook 2009

Shared technologies and best market practice in compliance with the MiFID directive are promoted to offer good visibility to investors wishing to gain insight into corporate debt securities. The e-file communication platform The e-file communication platform (www.e-file.lu) is used for secure transmission of data and documents to the authorities. E-file can be used for a variety of regulatory reports for banks, investment institutions and investment funds. It may be used as a stand-alone product or as a component of the Finesti Station, the dedicated platform for investment fund administrators. Under the Law of July 13, 2007 transposing the MiFID directive, the scope of reporting requirements was extended. Banks and investment institutions have the obligation to electronically report to the authorities all the trades that they have executed in securities traded in a regulated market based in a Member State of the EEA. Since 2000, the Luxembourg Stock Exchange has provided an electronic facility used by these firms, regardless of whether they are members of the Stock Exchange, to report their trades in a secure manner to the authorities. Some of this reporting can be carried out by the e-file platform. Stops on securities In accordance with the Grand-ducal regulation of October 31, 1996, the Luxembourg Stock Exchange is the registering institution of stops on bearer securities. The stops office allows those persons who have been involuntarily deprived of their bearer securities to make a formal entry in a national register. In so doing, they may prevent any further circulation of the securities. Daily publication of stops are made through the consultation portal of the Luxembourg Stock Exchange.

48 FactBook 2009

International operations Enhancing the Stock Exchange’s International Presence In addition to the line of services which it renders to the domestic market operators, the Luxembourg Stock Exchange conducts internationally oriented activities. Following its agreement with Euronext NV, the Luxembourg Stock Exchange has migrated to a modern trading platform for providing cross access to its own market to financial institutions throughout Europe. As far as its listing operations are concerned, the Stock Exchange has continued to enhance its position in the international capital markets by constantly upgrading its working environment. In so doing, and in particular through the web-based systems which it has developed, the Stock Exchange will provide for high-technology and smooth screening and processing of the listing applications and of all the related documentation communicated by the professionals. For a number of years, the Luxembourg Stock Exchange has been a member of SIIA (Software and Information Industry Association) and of the Association’s Financial Information Services Division. This enables the Stock Exchange not only to enhance its own programme of data vending products, but also to be involved in the reflections conducted by the financial data industry at large. The Luxembourg Stock Exchange actively takes part in the meetings and reflections of both the Federation of European Securities Exchanges and the World Federation of Exchanges. Furthermore, the Stock Exchange pays attention to the current and expected changes to the legal and regulatory EU framework governing the securities industry. In this respect, it ensures to be adequately represented so as to air its views in the forums and bodies dealing specifically with all the directives and regulations impacting the Stock Exchange’s key activities. Another segment is overall co-operation with foreign stock exchanges. The Luxembourg-listed securities originate from a variety of jurisdictions with which some form of co-operation can be established for an appropriate exchange of information on the securities in question, including corporate actions and stock events. This has already taken the form of memorandums of understanding with the Hong Kong Exchanges and Clearing Limited, Shanghai Stock Exchange, Taiwan Stock Exchange Corporation and Tokyo Stock Exchange Group. The Luxembourg Stock Exchange is prepared to enter into similar agreements with other stock exchanges for serving the same purposes and thereby contributing to improved market efficiency.

49 FactBook 2009

More generally the Luxembourg Stock Exchange participates in a variety of economic missions led by the Government, Luxembourg for Finance (www.lff.lu), the promotion agency of the Luxembourg financial sector, Profil (the Luxembourg financial industry federation) and other organisations in countries or regions of particular interest.

50 FactBook 2009

Publications • Rules and Regulations of the Luxembourg Stock Exchange * (French - English)

Periodicals • The Luxembourg Stock Exchange Official Price List * • Annual Report (French) • FactBook * (English) • Facts and Figures * (French - English) • Stocks, shares and depositary receipts listed on the Luxembourg Stock Exchange * (French - English) • Mémento des valeurs de sociétés luxembourgeoises cotées (French) • Daily publications of stops on securities, consultation portal (EUR 1,875.- annual)

• Stops on securities: - Periodical reports, consultation portal (EUR 375.- annual)

- Structured file (EUR 4,375.- annual)

• Bourse Informations * (French - English) Brochures and booklets • The Luxembourg Stock Exchange – A prime location for listing * (English) • Undertakings for Collective Investment * (French - English - German) (Package: EUR 18.50)

• Gouvernance d’entreprise – Les dix principes de gouvernance d’entreprise de la Bourse de Luxembourg * (French - English) • Securitization / Investment company in risk capital * (French - English) • Visa, listing and maintenance fees (French - English) • The involuntary dispossession of bearer securities * (French - English) • The indices of the Luxembourg Stock Exchange, LuxX and Lux Général * (French - English) * Publication available at www.bourse.lu

51 FactBook 2009

2009 Exchange holidays Thursday

January 1st

New Year’s day

Friday

April 10th

Good Friday

Monday

April 13th

Easter Monday

Friday

May 1st

Labour day

Thursday

May 21

st

Ascension Day

Monday

June 1st

Whit-Monday

Tuesday

June 23rd

Friday

August 15th

Friday

December 25th

National Holiday Assumption Christmas

For Christmas Eve, Thursday December 24, 2009, and for New Year’s Eve, Thursday December 31, 2009, the market will close at 2:00 p.m. CET.

52 FactBook 2009

Useful contacts PHONE Executive Committee President & CEO Member of the executive committee Member of the executive committee

+ 352 47 79 36-1

Michel Maquil - 297 Axel Forster - 297 Dominique Valschaerts - 581

Departments & Functions Listing: Issuers and market regulation Hubert Grignon Dumoulin - 503 Listing: Bonds and warrants Carlo Oly - 227 Listing: Stocks, shares and investment funds Alessandro Picco - 261 Market and surveillance

Paul Altman - 264 Christophe Guillaume - 212 Guy Weymeschkirch - 200

Market development

Bernard Simon - 300 Christophe Guillaume - 212 Jacques Prange - 582

Legal and compliance - Corporate governance - Stops on bearer securities Internal Audit

Maurice Bauer - 248 Caroline Glodt - 219 Corinne Schreiner - 259 Ingrid Graas - 296

Strategy and membership

Christian Descoups - 272

Clients & data / Investment Fund Industry - Commercial - Sales - Client relationship management - Data quality management

Didier Kayl Laure Rupp Juan Arcos Ortiz Marie-France Frank François Gomez

Research & development Information technology Finance - Accounting - Invoicing Press relations

-

285 567 382 336 521

Danny Troquet - 572 Bernard Simon Marcel Hoffmann Dominique Husson Frédéric Makuc Eric Pantalone

-

300 283 206 306 251

Nadine Pomes - 348 Johnny Hentges - 254 Luc Lepasch - 388 Christian Descoups - 272

53 FactBook 2009

Marketing & communication Human resources

P.O. Box 165, L-2011 Luxembourg Tel. +352 47 79 36-1 - Fax +352 47 32 98 [email protected] - www.bourse.lu

54 FactBook 2009

Antoine Wagner - 281 Maurice Trapp - 524 Carlo Mouschang - 253

History 1927

December

30 Law concerning the creation of a Trade Exchange

1928

April

5 Incorporation of the Stock Exchange as a limited company, the Société de la Bourse de Luxembourg S.A.

1929

May

6 First trading session of the Luxembourg Stock Exchange

1953

November

3 First listing of a supranational institution issue: 100 million US dollars, World Bank, 3.25%, 1951-81

1961

October

20 Creation of the International Federation of Stock Exchanges, the FIBV, of which the Luxembourg Stock Exchange is a founding member

1962

January

26 First listing of an investment fund: Finance-Union

1963

July

17 First listing of a Eurobond: 15 million US dollars, Autostrade, 5.50%, 1963-78

1966

July

25 First listing of an EIB bond: 15 million US dollars, 6.50%, 1966-86

1969

April

21 Quotation of international bonds in their respective currencies of issue

1974

September

1979

September

24 50th anniversary of the Luxembourg Stock Exchange

1981

April

21 First listing of a bond denominated in Ecu: 35 million, SOFTE, 13%, 1981-1982-1987



December

11 Quotation of variable-income securities in their respective currencies of issue

1985

January

2 Start of the computation of new Luxembourg share indices, the Price index and the Return index, basis 1,000

1987

January

16 First listing of a US dollar Euro Medium Term Note (EMTN) by a corporate issuer: Pepsico Inc.

1988

March

30 Law and Grand-ducal regulation relating to undertakings for collective investment (UCIs) implementing into Luxembourg law the 1985 EEC directive. Luxembourg was the first Member State of the EEC to adopt a new framework relating to investment funds. This triggered off a rapid growth of the investment fund industry in Luxembourg



October

9 Creation of a Committee of EEC Stock Exchanges, of which the Luxembourg Stock Exchange is a founding member. This Committee became the Federation of European Stock Exchanges

4 First listing of a global bond: 1.5 billion US dollars, World Bank, 1989-99 55 FactBook 2009

56 FactBook 2009

1990

September

21 New legal framework covering stock exchange business and giving the Luxembourg Stock Exchange the competence to grant the visa with regard to listing particulars



December

26 Listing of the first Global Depositary Receipt issued by a Korean company: Samsung Co.

1991

January



April



May

3 Law on insider dealing



August

1 Liberalisation of trading fees

1993

October

22 First listing of a Luxembourg Government Linear Bond programme: 3.845 billion Luxembourg francs, OLUX, 6.50%, 1993-2003

1994

March

19 A far-reaching strategy for the future activities of the Exchange is decided by the Stock Exchange’s Board of directors. The strategy was to be based on a new development in the field of IT, as regards the SAGE applications relating to the administrative tasks and the follow-up of securities as well as the new trading system SAM

1995

May

24 Visit by His Royal Highness Grand-Duke Jean of Luxembourg to the Luxembourg Stock Exchange



June



December

1996

January



March

31 New concession to the Luxembourg Stock Exchange granted by the Government. The terms and conditions of the concession aim at safeguarding the role of the Luxembourg Stock Exchange in the Luxembourg financial centre in order to keep up with the environment of financial markets and stock exchanges within the European Union

1997

February

14 First listing of a bond denominated in euro: 1.3 billion, EIB, 5.25%, 1997-2004

1998

June

10 First remote member of the Luxembourg Stock Exchange



December

14 Establishment of the Alliance of the Benelux stock exchanges



December

30 Last trading session in national currency

1999

January

2 Grant by the Luxembourg Stock Exchange of the first visa 12 Start of computer-assisted trading

1 Settlement day: T + 3 28 Last floor trading session 2 Launch of the fully automated trading system, known as “SAM”, standing for Système Automatisé de Marché

4 First quotation in euro Launch of the LuxX index, basis 1,000

History

2000

November

16 Cross access and cross membership agreement between the Luxembourg Stock Exchange and Euronext

2004

May

6 75th anniversary of the Luxembourg Stock Exchange

2006

April

6 Co-operation agreement on trading and listing facilities between Euronext and the Luxembourg Stock Exchange

2007

March

2007

May

2007

May

21 Creation of Luxnext EEIG to promote and develop operations in corporate bonds, market listings, trading and sale of market data

2007

May

28 Memorandum of Understanding with LCH.Clearnet to implement clearing services for Luxembourg Stock Exchange markets

22 Master agreement between Euronext and the Luxembourg Stock Exchange on trading and listing facilities 2 Migration to the NSC® trading platform of Euronext

57 FactBook 2009

Laws and regulations Provisions governing Stock Exchange business in transferable securities and securities trading in Luxembourg 2007-2008

58 FactBook 2009

2007

February

5 CSSF 07/280 circular on the implementation of the law of May 9, 2006 on market abuse.





8 Grand-ducal regulation of February 8, 2008 concerning certain definitions of the law of December 20, 2002 relating to undertakings for collective investment, as amended, and transposing Commission Directive 2007/16/EC of March 19, 2007 implementing Council Directive 85/611/EEC on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) as regards the clarification of certain definitions.





13 Law of February 13, 2007 on Specialised Investment Funds (SIF) amending the amended law of December 20, 2002 on UCITS and the amended law of February 12, 1979 on value added tax.





27 Regulation (EC) No. 211/2007 of the Commission of February 27, 2007 amending Regulation (EC) No. 809/2004 implementing Directive 2003/71/EC of the European Parliament and of the Council as regards financial information in prospectuses where the issuer has a complex financial history or has made a significant financial commitment.





27 Grand-ducal regulation of February 27, 2007 establishing the terms and amount of the fixed capital duty payable pursuant to article 67 of the law of February 13, 2007 relating to specialised investment funds.





27 Grand-ducal regulation of February 27, 2007 determining the conditions and criteria for the exemption from the subscription tax referred to in article 68 of the law of February 13, 2007 relating to specialised investment funds.





27 Grand-ducal regulation of February 27, 2007 amending Grandducal regulation of November 10, 2003 relating to the taxes to be levied by the Commission de surveillance du secteur financier as amended.





27 CSSF 07/281 circular concerning the entry into force of the law of December 18, 2006 concerning the distance marketing of financial services.





28 CSSF 07/283 circular concerning the entry into force of the law of February 13, 2007 relating to specialised investment funds.

Laws and regulations



March

8 Directive 2007/14/CE giving further guidance on certain elements concerning Directive 2004/109/EC establishing requirements in terms of disclosures to be made by issuers, in order to contribute towards objectives such as investor protection and market efficiency.







April

2 Ministerial decree of April 2, 2007 approving the Rules and Regulations of the Luxembourg Stock Exchange.



May

3 CSSF 07/290 circular on the definition of capital ratios pursuant to article 56 of the amended law of April 5, 1993 on the financial sector (application to investment firms and management companies subject to chapter 13 of the law of December 20, 2002 as amended).





11 Law of May 11, 2007, implementing a specialised investment funds (“SIF”) company.



July

11 Directive 2007/36/CE on the exercise of certain rights of shareholders in listed companies.





13 Law of July 13, 2007 on markets in financial instruments.





13 Grand-ducal regulation of July 13, 2007 relating to organisational requirements and rules of conduct in the financial sector.





13 Grand-ducal regulation of July 13, 2007 relating to the keeping of the official listing for financial instruments.





17 CSSF 07/301 circular on the implementation of the Internal Capital Adequacy Assessment Process (ICAAP).





17 CSSF 07/302 circular providing details on the requirement to report transactions in financial instruments in accordance with article 28 of the law of July 13, 2007 on markets in financial instruments.





27 CSSF 07/306 circular providing technical arrangements relating to the requirement to report transactions in financial instruments in accordance with article 28 of the law of July 13, 2007 on markets in financial instruments.





31 CSSF 07/307 circular on the MiFID Conduct of business rules in the financial sector.

19 Directive 2007/16/EC implementing Council Directive 85/611/ EEC on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) as regards the clarification of certain definitions.

59 FactBook 2009

60 FactBook 2009



August

2 CSSF 07/308 circular providing rules of conduct to be adopted by undertakings for collective investment in transferable securities with respect to the use of a method for the management of financial risk, as well as the use of derivative financial instruments.





3 CSSF 07/309 circular concerning Risk-spreading in the context of specialised investment funds (“SIF”).





3 CSSF 07/310 circular concerning financial information to be provided by specialised investment funds (“SIF”)



September

10 CSSF 07/317 circular concerning 1. Amendments to circular CSSF 06/273 defining capital ratios pursuant to article 56 of the amended law of April 5, 1993 on the financial sector and 2. Abrogation of circular IML 96/130 on the calculation of a simplified ratio.





10 CSSF 07/316 circular concerning a prudential reporting update.





25 CSSF 07/319 circular introducing A. New prudential reporting scheme regarding capital adequacy (tables B 1.4 and B 6.4) and B. New prudential financial reporting scheme (tables B 1.1, B 1.6, B 2.1, B 2.5 and B 6.1, B 6.6, B 6.2, B 6.7).



November

1 Introduction of the new Rules and Regulations of the Luxembourg Stock Exchange.





7 CSSF 07/323 circular on an amendment of Circular CSSF 07/280 on the implementation rules of the law of May 9, 2006 on market abuse.





8 CSSF 07/324 circular concerning additional details on the new reporting tables for credit institutions.

















18 CSSF 07/325 circular concerning provisions relating to credit institutions and investment firms of EU origin established in Luxembourg by way of branches or exercising activities in Luxembourg by way of free provision of services.



November

19 CSSF 07/326 circular about provisions relating to Luxembourgincorporated credit institutions and investment firms established in another Member State by way of branches or exercising their activities in another Member State by free provision of services.

A. New prudential financial reporting scheme (tables B 1.1, B 1.6, B 2.1, B 2.5 and B 6.1, B 6.6, B 6.2, B 6.7). - Update of the technical document (Schedule of conditions) - Update of the XBRL taxonomies B. New prudential reporting scheme regarding capital adequacy (tables B 1.4 and B 6.4). - Update of the technical document (Schedule of conditions) - Update of the document relating to the creation of tables C. Other Tables (tables B 1.2, B 1.5 and B 2.4). - Publication of the technical documents (Schedule of conditions) - Publication of the XBRL taxonomies - Update of table B 1.2 D. Transmission of the files including the new prudential reporting to the CSSF.

Laws and regulations



December

17 CSSF 07/330 circular concerning statistics on guaranteed deposits and instruments.





21 Commission regulation (EC) No. 1569/2007 of December 21, 2007, establishing a mechanism for the determination of equivalence of accounting standards applied by third country issuers of securities pursuant to Directives 2003/71/EC and 2004/109/EC of the European Parliament and of the Council.





21 CSSF 07/331 circular concerning A. New prudential financial reporting scheme (tables B 1.1, B 1.6, B 2.1, B 2.5 / B 6.1, B 6.6, B 6.2, B 6.7) - Publication of an update of the instructions relating to these tables and B. Certain other prudential reporting tables (tables B 1.2, B 1.5 and B 2.4) - Publication of the instructions relating to these tables.

2008

January





11 Law of January 11, 2008 on the transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market.





11 Grand-ducal regulation on the transparency requirements for issuers of securities.



February

6 CSSF 08/337 circular on the entry into force of the law of January 11, 2008 and of the Grand-ducal regulation of January 11, 2008 on transparency requirements for issuers of securities.





8 Grand-ducal regulation concerning certain definitions of the law of December 20, 2002 relating to undertakings for collective investment, as amended, and transposing Commission Directive 2007/16/EC of March 19, 2007 implementing Council Directive 85/611/EEC on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS) as regards the clarification of certain definitions.





20 CSSF 08/339 circular on the guidelines of the Committee of European Securities Regulators (CESR) concerning eligible assets for investment by UCITS.



March

11 Directive 2008/10/EC of the European Parliament and of the Council amending Directive 2004/39/EC on markets in financial instruments, as regards the implementing powers conferred on the Commission.





11 Directive 2008/11/EC of the European Parliament and of the Council amending Directive 2003/71/EC on the prospectus to be published when securities are offered to the public or admitted to trading, as regards the implementing powers conferred on the Commission.

4 CSSF 08/334 circular concerning encryption specifications for reporting firms.

61 FactBook 2009

62 FactBook 2009



March

11 Directive 2008/18/EC of the European Parliament and of the Council amending Council Directive 85/611/EEC on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities (UCITS), as regards the implementing powers conferred on the Commission.





11 Directive 2008/22/EC of the European Parliament and of the Council amending Directive 2004/109/EC on the harmonisation of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market, as regards the implementing powers conferred on the Commission.





11 Directive 2008/26/EC of the European Parliament and of the Council amending Directive 2003/6/EC on insider dealing and market manipulation (market abuse), as regards the implementing powers conferred on the Commission.





12 CSSF 08/344 circular on provisions relating to the transmission of reporting files to the CSSF.



April





17 CSSF 08/348 circular concerning changes to circulars IML 97/136 and CSSF 07/310. The purpose of this circular is to amend point 4 of circular IML 97/136 “Financial information for the IML and Statec” and point 4 of circular CSSF 07/310 “Financial information to be provided by specialised investment funds (“SIF”)”. In accordance with these circulars, undertakings for collective investment and specialised investment funds are requested to transmit the monthly financial information to CCLux (now Finesti) within 20 days of the reference date.





21 CSSF 08/349 circular concerning details regarding the information to be notified with respect to major holdings in accordance with the law of January 11, 2008 on transparency requirements for issuers of securities.





22 CSSF 08/350 circular concerning details relating to the amendments introduced by the Law of July 13, 2007 on markets in financial instruments to the PFS statuses referred to in articles 29-1, 29-2, 29-3 or 29-4 and designated as “support PFS”; Amendment to the prudential supervisory procedures for support PFS.



June





4 CSSF 08/356 circular on the rules applicable to undertakings for collective investment when they employ certain techniques and instruments relating to transferable securities and money market instruments. 27 CSSF 08/359 circular concerning minimum quality standards to be complied with by an officially appointed mechanism for the central storage of regulated information (OAM).

Laws and regulations



July

3 Grand-ducal regulation on the official appointment of mechanisms for the central storage of regulated information within the meaning of the law of January 11, 2008 on transparency requirements for issuers of securities.





22 CSSF 08/364 circular on financial information to be submitted to the CSSF on a quarterly basis by “the other professionals of the financial sector” (PFS) performing a support PFS activity.





23 CSSF 08/365 circular on additional specifications relating to the requirement to report transactions in financial instruments in accordance with article 28 of the law of July 13, 2007 on markets in financial instruments.









31 CSSF 08/369 circular concerning the electronic transmission of “Statistical ad-hoc information” (tables II.1. - II.22.) to be submitted to the CSSF by the “other professionals of the financial sector” (PFS): Change of the ad-hoc statistics’ periodicity and adaptation of the transmission method of the PFS’ prudential reporting.



September

5 CSSF 08/371 circular concerning the electronic transmission of prospectuses and financial reports of UCIs and SIFs to the CSSF.





5 CSSF 08/372 circular on the guidelines for depositaries of specialised investment funds adopting alternative investment strategies, where those funds use the services of a prime broker.



October

23 CSSF 08/376 circular on the financial information to be submitted to the CSSF by investment companies in risk capital (SICARs).



November

11 CSSF 08/377 circular on the emergency measures taken in accounting in order to mitigate the consequences of the recent turbulence in financial markets.





11 Ministerial order of November 11, 2008 fixing the specific conditions of a bond issue of the Grand Duchy of Luxembourg for an amount of EUR 2,000,000,000 to be traded as of December 4, 2008.





26 CSSF 08/380 circular concerning the guidelines of the Committee of European Securities Regulators (CESR) concerning eligible assets for investment by UCITS.



December





1 Ministerial order of December 1, 2008 determining the fee schedule for stop applications placed in connection with the involuntary dispossession of bearer securities the fees amount. 12 Commission Regulation (EC) No. 1289/2008 of December 12, 2008 amending Commission Regulation (EC) No. 809/2004 implementing Directive 2003/71/EC of the European Parliament and of the Council as regards elements related to prospectuses and advertisements.

63 FactBook 2009

Euro history and provisions History of the euro and measures governing its launch

64 FactBook 2009

1951

April

18 Signature of the Treaty of Paris establishing the European Coal and Steel Community (ECSC)

1952

May

27 The Treaty of Paris came into force

1957

March

25 Signature of the Treaties of Rome establishing the European Economic Community (EEC) and the European Atomic Energy Community (Euratom)

1958

January

1 The Treaties of Rome came into force

1967

July

1 Merger of the institutions of the 3 Communities ECSC, EEC, Euratom

1970



1972

April

1975



1979

March

1986

February 17+28 Signature of the Single European Act fixing the year 1992 for the Single Market coming into force

1987

July

1989



1990

July

1 Start of stage I of the EMU

1992

February

7 Signature of the Maastricht Treaty on the European Union

1993

January

1 Introduction of the Single Market and of the European Economic Area

1994

January

1 • Start of stage II of the EMU • Establishment of the European Monetary Institute (EMI)

1995

December 15, 16 The Madrid European Council selected “euro” as name for the European currency

1996

December 13, 14 The Dublin Summit defined the legal statute of the euro and prepared the ERM II, that will govern the relations between the currencies of the participating countries and the other European currencies

Werner Plan for the step by step completion of the European Economic and Monetary Union 24 Creation of the European Monetary Snake, which harmonised fluctuations among the European currencies by limiting movements within a narrow band Launch of the European Unit of Account, predecessor of the ECU 13 Adoption of the European Monetary System EMS and creation of the European Currency Unit ECU

1 Entry into force of the Single Act Delors Plan for the completion of the European Monetary Union (EMU) in 3 stages

Euro history and provisions

1997

June



October

1998

May















July



December

17 Regulation 1103/97 of EC Council fixing some dispositions relating to the introduction of the euro. It provides the legal framework for the use of the euro, which from January 1, 1999 will become a currency in its own right. The official Ecu basket will cease to exist 2 Signature of the Amsterdam Treaty amending the Treaty on the European Union, the Treaties establishing the European Communities and certain related acts 2, 3 • The European Council drew up the list of the 11 Member States which will take part in the Monetary Union on January 1, 1999 • Announcement of bilateral parities between the currencies of the countries taking part in the Monetary Union • Establishment of the European System of Central Banks (ESCB), uniting the national central banks and the European Central Bank (ECB) • Regulation 974/98 of the EC Council on the introduction of the euro 1 Establishment of the ECB, that succeeds the EMI 31 Fixing of the irrevocable parities at which the 11 participating national currencies convert to the euro. Fixing of the value of the euro on the basis of 1 euro = 1 ECU

1999 January 1 • Start of stage III of the EMU • Launch of the euro that became the sole currency for the eurozone economy. National denominations became odd-numbered sub-units of the euro • The ECB became the central bank for the 11 participating countries and conducts the single monetary policy whose implementation will be ensured by the national central banks within the framework of the ESCB

January

4 First quotation in euro on the foreign exchange and capital markets

2002

January

1 Greece becomes the 12th Member State to join EMU Completion of the changeover to the euro in the euro-zone countries

2005

January

1 Mr. Jean-Claude Juncker, Luxembourg Prime Minister and Minister of Finance, elected President of the Eurogroup for a twoyear term

2007

January

1 • Slovenia becomes the 13th Member State to join EMU • Mr. Jean-Claude Juncker reelected President of the Eurogroup for a new term of two years ending December 31, 2008

2008

January

1 Cyprus and Malta join the third stage of the EMU, being the 14th and 15th Member States

2009 January 1 • Slovakia joins the Eurozone, being the 16th EMU Member State • Mr. Jean-Claude Juncker reelected president of the Eurogroup for a third term of two years ending December 31, 2010

65 FactBook 2009

Statistics 1 1.1 1.2

The official list Listings Ten-year listing evolution

68 68 68

2 2.1 2.2 2.3

Bonds Bond listings New bond listings by currency The euro-denominated bond market 2.3.1 Euro-denominated bond listings 2.3.2 Largest issuers of euro-denominated bonds in 2008 Bond issuance by domestic companies 2.4.1 Listings 2.4.2 Listed Luxembourg government bonds 2.4.3 Lettres de gage issued by Luxembourg mortgage banks Evolution of bond yields (long-term) Most traded bonds

69 69 69 70 70 70 71 71 71 71 72 72

Luxembourg stock indices The LuxX 3.1.1 Index constituents (as of January 2, 2009) 3.1.2 Index values 3.1.3 LuxX Price index evolution in 2007 - 2008 The Lux General 3.2.1 Major index constituents (as of January 2, 2009) 3.2.2 Index values 3.2.3 Lux General Price index evolution in 2007 - 2008

73 73 73 73 74 74 74 75 75

4 4.1 4.2 4.3 4.4 4.5 4.6 4.7

Stocks and shares Stock and share listings New companies listed in 2008 Largest domestic companies Domestic market capitalisation Stock and share turnover Most traded stocks Foreign depositary receipts 4.7.1 Geographical origin of listed depositary receipts 4.7.2 Market capitalisation of foreign depositary receipts 4.7.3 Listings

76 76 76 77 77 78 78 79 79 79 80

5 5.1 5.2 5.3 5.4 5.5

UCIs Net assets of Luxembourg UCIs Listings New UCIs listed in 2008 (legal entities) UCI Turnover Most traded UCIs

83 83 83 84 85 85

6 6.1 6.2

Warrants Listings Ten-year listing evolution

86 86 86

7 7.1

Precious Metals Gold prices 7.1.1 Ingot price evolution in 2008 7.1.2 Bar price evolution in 2008 Silver prices 7.2.1 Ingot price evolution in 2008 7.2.2 Bar price evolution in 2008

87 87 87 88 88 89 89

2.4

2.5 2.6 3 3.1

3.2

7.2

67 FactBook 2009

1 The official list 1.1 Listings Total

2008 Regulated Market

Euro MTF Market

Total

2007 Regulated Market

Euro MTF Market

32,933 19,674 8,055 5,204

29,337 18,954 5,847 4,536

3,596 720 2,208 668

31,469 18,471 7,997 5,001

28,522 17,860 6,113 4,549

2,947 611 1,884 452

Shares Domestic Foreign

290 38 252

131 29 102

159 9 150

292 39 253

155 34 121

137 5 132

UCIs Domestic Foreign

8,133 7,961 172

8,090 7,959 131

43 2 41

7,372 7,220 152

7,334 7,217 117

38 3 35

Bonds EUR USD Others

Warrants & others Total

7,741

6,318

1,423

6,440

5,319

1,121

49,097

43,876

5,221

45,573

41,330

4,243

1.2 Ten-year listing evolution

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008

Total

Bonds

Stocks

UCIs

Warrants

% Bonds/ Total

17,051 19,690 23,438 26,486 29,101 33,022 36,054 39,860 45,573 49,097

12,021 13,679 16,447 18,883 21,284 24,292 26,782 28,625 31,469 32,933

312 297 278 268 268 261 279 292 292 290

3,658 4,625 5,407 5,798 5,754 6,055 6,172 6,887 7,372 8,133

1,060 1,089 1,306 1,537 1,795 2,414 2,821 4,056 6,440 7,741

70.50% 69.47% 70.17% 71.29% 73.14% 73.56% 74.28% 71.81% 69.05% 67.08%

52,500

Stocks/ UCIs/Warrants

45,000

Bonds

Quotation lines

37,500 30,000 22,500 15,000 7,500 0

68 FactBook 2009

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2 Bonds 2.1 Bond listings 2008 New listings Currency

EUR USD AUD BRL CAD CHF CZK DKK GBP HKD JPY MXN NOK NZD SEK TRY ZAR Others Total

2007 New listings

Quotation lines Total

Number

Amount issued (EUR million)

Quotation lines Total

Number

Amount issued (EUR million)

4,307 1,655

577,673.95 293,976.61

19,674 8,055

4,872 2,012

540,935.05 287,021.92

18,471 7,997

162 12 17 51 27 7 308 130 157 83 46 41 151 17 23 124

3,861.64 596.77 24,291.09 3,487.76 595.48 430.69 40,314.28 545.81 13,678.96 2,250.79 5,871.67 841.41 4,709.33 865.89 788.73 3,103.21

367 48 167 246 204 60 1,665 150 694 141 138 113 452 90 125 544

77 22 39 72 34 24 391 60 238 79 37 22 118 40 14 143

1,510.07 2,623.49 33,687.17 9,803.05 982.44 6,905.23 53,941.93 195.39 18,199.23 2,759.37 3,304.51 1,959.92 15,570.83 3,490.14 1,006.63 8,008.53

243 45 184 237 208 65 1,638 102 703 105 112 95 370 113 127 654

7,318

977,884.07

32,933

8,294

991,904.90

31,469

2.2 New bond listings by currency 2008

2007

Others 18.53%

Others 17.00%

EUR 58.85%

USD 22.62%

EUR 58.74%

USD 24.26%

69 FactBook 2009

2.3 The euro-denominated bond market 2.3.1 Euro-denominated bond listings Year 2004 2005 2006 2007 2008

New listings Issues (EUR million) 4,138 4,324 4,171 4,872 4,307

Total listings Issues (EUR million)

551,775.37 524,210.71 552,759.88 540,935.05 577,673.95

12,458 14,768 16,382 18,471 19,674

% of total bond listings

2,037,200.07 2,318,921.78 2,543,736.50 2,761,119.30 2,949,941.45

51.28% 55.14% 57.23% 58.70% 59.74%

4,950

580.0

19,500

2,850

4,825

571.5

18,250

2,700

4,700

563.0

17,000

2,550

4,575

554.5

15,750

2,400

4,450

546.0

14,500

2,250

4,325

537.5

13,250

2,100

4,200

529.0

12,000



2004 2005 2006 2007 2008

1,950

4,075

2004 2005 2006 2007 2008

Amount outstanding

Amount issued

Quotation lines

Quotation lines

Amount issued (EUR billion)

3,000

Quotation lines

20,750

Amount outstanding (EUR billion)

Quotation lines

Listed euro-denominated bonds by number Newly listed euro-denominated bonds by of issues and by amount outstanding number of issues and by amount issued

520.5

2.3.2 Largest issuers of euro-denominated bonds in 2008 Issuer GCE Covered Bonds BNP Paribas Deutsche Bank Société Générale Crédit Agricole Santander International Debt Unicredito Italiano Banques Populaires Covered Bonds Adriano Finance Intesa SanPaolo UBS CM-CIC Covered Bonds Credit Suisse European Investment Bank E.ON International Finance

70 FactBook 2009

Number of issues

Amount issued (EUR million)

8 147 188 31 22 20 76 13 2 56 62 5 8 13 10

21,000.00 17,226.27 17,116.96 16,678.44 15,275.25 14,116.95 13,073.94 12,880.00 12,839.10 12,551.40 11,494.85 9,655.00 9,024.10 7,899.44 7,615.00

Bonds

2.4 Bond issuance by domestic companies 2.4.1 Listings Year

New listings Issues (EUR million)

2004 2005 2006 2007 2008

571 537 672 747 629

Total listings Issues (EUR million)

34,164.30 37,341.22 34,123.40 34,068.50 27,644.18

1,479 1,753 1,915 2,149 2,292

% of total bond listings

127,580.50 155,704.10 150,592.70 157,321.20 156,255.31

6.09% 6.55% 6.69% 6.83% 6.96%

780

38.50

2,200

155

740

36.75

2,075

150

700

35.00

1,950

145

660

33.25

1,825

140

620

31.50

1,700

135

580

29.75

1,575

130

540

28.00

1,450

2004 2005 2006 2007 2008



500

125

2004 2005 2006 2007 2008

Amount outstanding

Amount issued

Quotation lines

Quotation lines

Amount issued (EUR billion)

160

Quotation lines

2,325

Amount outstanding (EUR billion)

Quotation lines

Listed domestic bonds by number of issues Newly listed domestic bonds by number and by amount outstanding of issues and by amount issued

26.25

2.4.2 Listed Luxembourg government bonds Currency

Issue

EUR

Luxembourg 3.75% 2013

Amount issued (EUR million)

Amount outstanding (EUR million)

Listing date

2,000.00

2,000.00

4/12/2008

2.4.3 Lettres de gage issued by Luxembourg mortgage banks Year

New listings

2004 2005 2006 2007 2008

18 25 28 18 6

Amount issued (EUR million)

Quotation lines

Amount outstanding (EUR million)

1,916.10 4,009.98 5,688.80 2,327.30 633.12

54 67 79 82 75

10,966.50 11,802.20 14,677.30 14,734.00 13,573.14

71 FactBook 2009

2.5 Evolution of bond yields (long-term) 6.5%

USD

6.0%

EUR 5.5% 5.0% 4.5% 4.0% 3.5% 3.0%

1 2 2007

3

4

5

6

7

8

9 10 11 12 1 2 2008

3

4

5

6

7

8

9 10 11 12

2.6 Most traded bonds

72 FactBook 2009

Currency

Issue

EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR USD

Banco Português do Atlântico 5.802% (perp.) Grosvenor International 5.198% (perp.) DaimlerChrysler Australia/Pacific 5.756% 2009 Bayerische Landesbank 5.48% 2010 Finance for Danish Industry 5.328% 2011 F. Van Lanschot Bankiers 4.645% 2016 Crédit Logement 5.33% (perp.) PA International 5.396% (perp.) Calyon Financial Solutions 5.2% 2011 Österreichische Volksbanken-Aktiengesellschaft 10% (perp.) Rabobank Nederland 4.5% 2017 Citigroup 3.875% 2010 Grosvenor International 5.043% 2022 VINCI 6.25% (perp.) Landesbank Baden-Württemberg 3.75% 2009

Nominal value (in million)

Turnover (EUR million)

25.20 5.40 4.70 2.00 2.00 2.50 1.50 1.30 1.20 0.90 0.60 0.50 0.40 0.50 0.40

24.98 5.48 4.70 1.94 1.84 1.61 1.45 1.30 1.23 0.90 0.59 0.47 0.43 0.29 0.26

3 Luxembourg stock indices 3.1 The LuxX The LuxX index was launched with a basis of 1,000 on January 4, 1999. It is an open index which relies on a basket of easily tradable securities meeting the entry requirements.

3.1.1 Index constituents (as of January 2, 2009) Company

Currency

ArcelorMittal BIP Investment Partners Cegedel Dexia Foyer Intercultures KBC Group Luxempart Reinet Investments RTL Group SES

EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR EUR

Price 31/12/2008

Shares/ Basket

Weight %

17.16 52.00 164.00 3.19 30.99 85.00 21.93 200.00 7.00 41.30 14.08

356 20 7 320 9 4 126 7 987 90 425

20.00% 3.68% 3.80% 3.12% 0.87% 1.37% 9.77% 5.30% 20.00% 12.09% 20.00%

3.1.2 Index values

2008 Year start January February March April May June July August September October November December Year close

Price index Lowest Highest 1,996.98 2,045.96 2,053.39 2,197.20 2,261.36 1,990.60 1,753.57 1,762.59 1,366.23 955.92 905.52 947.05

2,402.16

980.91

2,402.16 2,192.49 2,169.03 2,337.07 2,369.83 2,302.62 1,927.18 1,880.18 1,857.60 1,435.22 1,135.91 1,023.56

Return index Lowest Highest 2,398.72 2,457.56 2,466.48 2,641.35 2,787.24 2,456.18 2,163.72 2,174.84 1,687.57 1,180.76 1,118.50 1,172.95

2,885.41

1,214.88

2,885.41 2,633.56 2,607.07 2,838.67 2,907.54 2,841.18 2,377.92 2,319.94 2,294.52 1,772.80 1,403.09 1,267.71

Basis: 1,000 as at January 4, 1999

73 FactBook 2009

3.1.3 LuxX Price index evolution in 2007 - 2008 2,750 2,475 2,200 1,925 1,650 1,375 1,100 825

1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 12 2007 2008

3.2 The Lux General The Lux General index is a weighted capitalisation index which comprises all the listed Luxembourg shares.

3.2.1 Major index constituents (as of January 2, 2009)

74 FactBook 2009

Company

Currency

ArcelorMittal SES RTL Group Bolton Group International Reinet Investments Cegedel Plantations des Terres Rouges Espirito Santo Financial Group Quilvest Luxempart

EUR EUR EUR EUR EUR EUR EUR EUR USD EUR

Price 31/12/2008

Market cap. (EUR million)

Weight %

17.16 14.08 41.30 545.00 7.00 164.00 852.50 11.10 111.00 200.00

24,861.86 7,032.65 6,392.73 1,898.39 1,371.59 1,102.90 967.82 864.19 523.85 478.76

52.00% 14.71% 13.37% 3.97% 2.87% 2.31% 2.02% 1.81% 1.10% 1.00%

Luxembourg stock indices

3.2.2 Index values Price index Lowest Highest

2008 Year start January February March April May June July August September October November December Year close

1,443.94 1,660.65 1,690.79 1,796.90 1,948.31 2,051.28 1,687.16 1,732.61 1,259.23 733.12 702.46 732.02

1,872.22

780.74

1,872.22 1,851.00 1,810.32 1,983.52 2,167.56 2,165.20 1,975.56 1,854.56 1,790.58 1,309.51 962.29 836.38

Return index Lowest Highest 1,730.28 1,989.97 2,026.08 2,153.53 2,355.08 2,487.65 2,047.62 2,102.95 1,532.98 892.53 858.32 901.91

2,242.88

961.93

2,242.88 2,218.06 2,169.31 2,397.64 2,620.38 2,624.20 2,395.83 2,250.80 2,173.31 1,594.25 1,175.82 1,030.48

Basis: 1,000 as at January 4, 1999

3.2.3 Lux General Price index evolution in 2007 - 2008 2,350 2,100 1,850 1,600 1,350 1,100

850 600

1 2 3 4 5 6 7 8 9 10 11 12 1 2 3 4 5 6 7 8 9 10 11 12 2007 2008

75 FactBook 2009

4 Stocks and shares 4.1 Stock and share listings 2008

New listings

Delistings

Quotation lines

Number of companies

Market cap. (EUR million)

Domestic Foreign

4 23

5 24

38 252

34 228

47,809.39 238,961.16

Total

27

29

290

262

286,770.55

2007

New listings

Delistings

Quotation lines

Number of companies

Market cap. (EUR million)

Domestic Foreign

2 30

4 28

39 253

34 227

113,597.35 332,391.85

Total

32

32

292

261

445,989.20

4.2 New companies listed in 2008 Companies ABL Biotechnologies Ltd Acheron Portfolio Corp. (Luxembourg) S.A. Aksh Optifibre Ltd Anant Raj Industries Ltd Athanor Equities SICAR - S.C.A. Beckons Industries Ltd Bihar Tubes Ltd Brushman (India) Ltd Country Club India Ltd Emdersa Empower Industries India Ltd Enegi Oil Plc Exelor Ltd GDF Suez Hinduja Foundries Ltd Indiabulls Real Estate Ltd Indiabulls Securities Ltd PDI Production Inc. Proto Developers & Technologies Ltd Reinet Investments S.C.A. Sanra Media Ltd Sybly Industries Ltd

76 FactBook 2009

Stocks

Type

Country of origin

Listing date

820,000 65,143,044 6,535,948 20,144,000 8,976 1,438,333 2,941,175 3,910,000 22,157,065 300,000 493,143 30,394,715 2,500,000 2,191,532,680 7,142,856 16,685,580 30,637,861 22,659,908 1,954,639 574,200,000 100,000,000 15,102,500

GDR ACT GDR GDR ACT GDR GDR GDR GDR GDS GDR ACT GDR ACT GDR GDR GDR ACT GDR ACT GDR GDR

India Luxembourg India India Luxembourg India India India India Argentina India United Kingdom British Virgin Islands France India India India Canada India Luxembourg India India

24/06/08 21/11/08 14/01/08 29/02/08 9/10/08 14/07/08 18/06/08 31/07/08 16/01/08 6/02/08 15/09/08 20/03/08 22/12/08 22/07/08 25/04/08 15/05/08 16/07/08 19/03/08 2/05/08 21/10/08 2/05/08 20/06/08

Stocks and shares

4.3 Largest domestic companies Company ArcelorMittal SES RTL Group Bolton Group International Reinet Investments Cegedel Plantations des Terres Rouges Espirito Santo Financial Group Quilvest Luxempart Foyer Socfinasia BIP Investment Partners Gefinor Compagnie Occident Finance Industrie

Market cap. (EUR million)

Listing currency

Price 31/12/2008

Price 31/12/2007

Variation %

24,861.86 7,032.65 6,392.73 1,898.39 1,371.59 1,102.90 967.82 864.19 523.85 478.76 278.87 250.63 248.21 245.05 239.00

EUR EUR EUR EUR EUR EUR EUR EUR USD EUR EUR EUR EUR USD EUR

17.16 14.08 41.30 545.00 7.00 164.00 852.50 11.10 111.00 200.00 30.99 250.00 52.00 8.64 11.95

55.00 18.00 80.75 545.00

-68.80% -21.78% -48.85% 0.00% n.a. +46.43% -13.45% -53.24% +0.45% -18.37% -35.97% -32.43% -46.94% -33.54% 0.00%

112.00 985.00 23.74 110.50 245.00 48.40 370.00 98.00 13.00 11.95

62

120

58

105

54

90

50

75

46

60

42

45

38

30

34

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

Market cap. (EUR billion) Quotation lines

Market cap. (EUR billion)

Quotation lines

4.4 Domestic market capitalisation

15

77 FactBook 2009

4.5 Stock and share turnover 2008

Number of trades

Number of shares traded

Turnover (EUR million)

Weight %

Domestic Foreign

22,428 666

110,343,356 3,257,905

1,285.17 25.81

98.03% 1.97%

Total

23,094

113,601,261

1,310.98

100.00%

2007

Number of trades

Number of shares traded

Turnover (EUR million)

Weight %

Domestic Foreign

13,663 979

4,367,071 1,080,046

166.96 8.85

94.97% 5.03%

Total

14,642

5,447,117

175.81

100.00%

4.6 Most traded stocks

78 FactBook 2009

Listing currency

Stocks

EUR EUR EUR EUR USD EUR EUR EUR EUR EUR USD USD USD EUR USD

Reinet Investments Cegedel SES Intercultures Tarpon Investment Group Socfinasia BIP Investment Partners Luxempart RTL Group Socfinal Exelor Dufry South America Quilmes Industrial - Quinsa (ord. B) Foyer Reliance Communications

Number of shares traded

Number of trades

Turnover (EUR million)

107,884,001 138,917 1,160,918 113,500 1,750,000 36,705 148,738 46,691 91,403 10,517 264,000 150,000 73,831 42,896 235,968

12,360 1,505 1,197 2,609 2 1,378 1,066 886 216 246 8 1 84 216 122

1,176.57 19.48 17.43 16.13 15.52 13.17 10.61 10.10 6.80 4.47 2.26 1.93 1.82 1.64 1.48

Stocks and shares

4.7 Foreign depositary receipts 4.7.1 Geographical origin of listed depositary receipts Country of origin

Quotation lines

Number of companies

Market cap. (EUR million)

Weight %

Argentina Brazil British Virgin Islands Colombia Hungary India Indonesia Japan Jersey Korea Lebanon Pakistan Philippines Singapore South Africa Sri Lanka Taiwan Thailand Turkey United Kingdom

6 2 1 1 3 138 1 2 3 13 2 1 1 2 1 2 40 1 2 1

4 2 1 1 3 129 1 2 1 11 1 1 1 1 1 2 39 1 2 1

1,037.87 1,015.78 24.46 7.52 2,297.89 6,405.67 0.62 300.30 1,140.93 5,557.09 347.69 42.03 16.21 495.48 14.10 16.86 3,752.82 0.14 42.42 212.97

4.57% 4.47% 0.11% 0.03% 10.11% 28.18% 0.01% 1.32% 5.02% 24.45% 1.53% 0.18% 0.07% 2.18% 0.06% 0.07% 16.51% 0.00% 0.19% 0.94%

Total

223

205

22,728.85

100.00%

230

62

215

54

200

46

185

38

170

30

155

22

140

14

125

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

Market cap. (EUR billion) Quotation lines

Market cap. (EUR billion)

Quotation lines

4.7.2 Market capitalisation of foreign depositary receipts

6

79 FactBook 2009

4.7.3 Listings

80 FactBook 2009

Issuer

Country of origin

ABL Biotechnologies Ltd Aftek Ltd Aksh Optifibre Ltd Alps Industries Ltd Ambuja Cements Ltd Anant Raj Industries Ltd Apollo Hospitals Enterprise Ltd Arvind Ltd Bajaj Hindusthan Ltd Ballarpur Industries Ltd Balrampur Chini Mills Ltd Banque du Liban et d'Outre-Mer S.A.L. Beckons Industries Ltd Bharat Forge Ltd Bharat Hotels Ltd Bihar Tubes Ltd Bombay Dyeing & Manufacturing Co. Ltd Brushman (India) Ltd BSEL Infrastructure Realty Ltd Cals Refineries Ltd Carol Info Services Ltd CAT Technologies Ltd Cathay Financial Holding Co. Ltd Century Textiles & Industries Ltd CESC Ltd Chi Mei Optoelectronics Corp. China Steel Corp. Chunghwa Picture Tubes Ltd Cipla Ltd CMC Magnetics Corp. Compal Electronics Inc. Companhia Brasileira de Distribuiçao Core Healthcare Ltd Corporacion Financiera Colombiana S.A. Country Club India Ltd Cranes Software International Ltd Crest Animation Studios Ltd Crew B.O.S. Products Ltd Cybermate Infotek Ltd Daewoo Shipbuilding & Marine Engineering Co. Ltd DBS Group Holdings Ltd DCW Ltd Delta Electronics Inc. Dhampur Sugar Mills Ltd E.I.D. Parry (India) Ltd E.Sun Financial Holding Co. Ltd Elder Pharmaceuticals Ltd Electricidad Argentina S.A. Emco Ltd Emdersa Empower Industries India Ltd ENlight Corp. Era Infra Engineering Ltd Euromoney Institutional Investor Plc Eveready Industries India Ltd Exelor Ltd Far Eastern Textile Ltd Far EasTone Telecommunications Co. Ltd Financial Technologies (India) Ltd Finolex Cables Ltd First Financial Holding Co. Ltd Gammon India Ltd Garden Silk Mills Ltd Gateway Distriparks Ltd Giga-Byte Technology Co. Ltd Granules India Ltd Grasim Industries Ltd

India India India India India India India India India India India Lebanon India India India India India India India India India India Taiwan India India Taiwan Taiwan Taiwan India Taiwan Taiwan Brazil India Colombia India India India India India Korea (Rep. of) Singapore India Taiwan India India Taiwan India Argentina India Argentina India Taiwan India United Kingdom India British Virgin Islands Taiwan Taiwan India India Taiwan India India India Taiwan India India

Listing date 24/06/08 10/02/03 14/01/08 4/04/06 3/05/94 29/02/08 18/07/05 17/02/94 13/05/05 19/11/03 31/01/06 27/01/98 14/07/08 20/04/05 23/05/96 18/06/08 2/12/93 31/07/08 11/04/06 14/12/07 9/03/94 30/07/07 4/08/03 28/09/94 26/04/94 27/10/03 10/02/97 8/10/03 18/04/06 9/10/03 19/11/99 3/10/95 28/06/94 24/02/93 16/01/08 23/04/04 23/01/04 28/07/05 1/10/07 10/06/03 9/01/02 1/06/94 31/03/05 5/04/06 14/07/94 30/09/04 5/05/04 31/05/96 28/06/05 6/02/08 15/09/08 23/12/02 28/02/06 25/06/86 5/12/05 22/12/08 26/10/99 15/06/04 11/10/07 27/07/94 29/07/03 26/01/05 16/03/94 16/12/05 17/07/00 14/02/05 9/12/92

Stocks and shares

Issuer

Country of origin

Great Eastern Shipping Co. Ltd (The) Gujarat Narmada Valley Fertilizers Co. Ltd GV Films Ltd HannStar Display Corp. Hatton National Bank Ltd High Tech Computer Corp. Himachal Futuristic Communications Ltd Hindalco Industries Ltd Hinduja Foundries Ltd Hindustan Construction Co. Ltd Hub Power Co. Ltd Hynix Semiconductor Inc. Hyundai Motor Co. Ltd Hyundai Steel Co. IKF Technologies Ltd IL&FS Investsmart Ltd India Cements Ltd (The) Indiabulls Financial Services Ltd Indiabulls Real Estate Ltd Indiabulls Securities Ltd Indo Rama Synthetics (India) Ltd Ind-Swift Laboratories Ltd IndusInd Bank Ltd Industrial Bank of Korea Inotera Memories Inc. Ispat Industries Ltd ITC Ltd Jain Irrigation Systems Ltd JCT Ltd Jindal SAW Ltd JK Paper Ltd John Keells Holdings Ltd JSL Ltd K Sera Sera Productions Ltd KCC Corp. KEI Industries Ltd Kesoram Industries Ltd KIA Motors Corp. KLG Systel Ltd Kohinoor Broadcasting Corporation Ltd Korea Express Co. Ltd (The) Kotak Mahindra Bank Ltd KRBL Ltd KT & G Corp. Larsen & Toubro Ltd LIC Housing Finance Ltd Lyka Labs Ltd MAARS Software International Ltd Macronix International Co. Ltd Madhucon Projects Ltd Mahindra & Mahindra Ltd MARG Constructions Ltd Mascon Global Ltd Micro Technologies (India) Ltd Microelectronics Technology Inc. MOL Magyar Olaj- és Gázipari Nyrt. Morepen Laboratories Ltd MosChip Semiconductor Technology Ltd Mosel Vitelic Inc. Motech Industries Inc. Nagarjuna Construction Co. Ltd Nampak Ltd Nanya Technology Corp. NEPC India Ltd Nippon Meat Packers Inc. Nortel Inversora S.A. Northgate Technologies Ltd Orchid Chemicals & Pharmaceuticals Ltd ORG Informatics Ltd

India India India Taiwan Sri Lanka Taiwan India India India India Pakistan Korea (Rep. of) Korea (Rep. of) Korea (Rep. of) India India India India India India India India India Korea (Rep. of) Taiwan India India India India India India Sri Lanka India India Korea (Rep. of) India India Korea (Rep. of) India India Korea (Rep. of) India India Korea (Rep. of) India India India India Taiwan India India India India India Taiwan Hungary India India Taiwan Taiwan India South Africa Taiwan India Japan Argentina India India India

Listing date 22/02/94 13/10/94 25/04/06 5/08/03 20/06/05 19/11/03 5/09/02 30/07/93 25/04/08 3/04/06 28/11/94 31/10/05 23/11/92 16/10/03 2/04/07 20/12/05 18/10/94 3/03/05 7/06/07 16/07/08 29/03/96 17/08/05 30/03/07 19/12/03 15/05/06 15/09/94 4/01/94 9/03/94 4/08/94 21/09/05 7/04/06 17/03/94 11/10/06 12/11/07 23/04/03 28/09/05 8/08/96 19/12/91 4/09/06 23/07/07 13/05/94 28/04/06 1/03/06 31/10/01 5/12/94 8/09/04 13/12/05 5/12/03 5/04/04 24/02/06 14/12/93 8/03/07 30/07/02 9/12/05 24/05/94 30/11/95 31/03/03 28/04/05 17/09/99 9/05/07 20/12/05 12/10/94 18/07/03 14/11/94 22/12/76 21/12/92 23/10/07 3/11/05 12/12/06

81 FactBook 2009

82 FactBook 2009

Issuer

Country of origin

Oriental Hotels Ltd OTP Bank Nyrt. Pampa Energia S.A. Paramount Communications Inc. Pentamedia Graphics Ltd Pentasoft Technologies Ltd Powerchip Semiconductor Corp. Powertech Technology Inc. ProMOS Technologies Inc. Proto Developers & Technologies Ltd PT. Kawasan Industri Jababeka Tbk. Qisda Corp. Quanta Computer Inc. Ranbaxy Laboratories Ltd Raymond Ltd Realtek Semiconductor Corp. Reliance Capital Ltd Reliance Communications Ltd Reliance Industries Ltd Reliance Natural Resources Ltd Richter Gedeon Nyrt. RITEK Corp. Sampo Plc Samsung Electronics Corp. Samsung SDI Co. Ltd Sanra Media Ltd Shah Alloys Ltd Silicon Integrated Systems Corp. Silverline Technologies Ltd SM Prime Holdings Inc. Soma Textiles & Industries Ltd Southern Petrochemical Industries Corp. Ltd Standard Foods Corp. Sterling Biotech Ltd Sujana Universal Industries Ltd SUN Interbrew Ltd Sybly Industries Ltd Synnex Technology International Corp. Taneja Aerospace & Aviation Ltd Tata Power Co. Ltd (The) Tata Steel Ltd Tata Tea Ltd Teledata Informatics Ltd TOFAŞ Türk Otomobil Fabrikasi A.Ş. Toray Industries Inc. Tricom India Ltd TT&T Plc Tube Investments of India Ltd Tung Ho Steel Enterprise Corp. Uflex Industries Ltd United Phosphorus Ltd United Spirits Ltd Usha Martin Infotech Ltd Usha Martin Ltd USIMINAS S.A. Vaibhav Gems Ltd Valecha Engineering Ltd Videocon Industries Ltd Visu International Ltd Walsin Lihwa Corp. Wanbury Ltd Winbond Electronics Corp. Wintek Corp. Wistron Corp. Wockhardt Ltd Yageo Corp. Yazicilar Holding A.Ş.

India Hungary Argentina India India India Taiwan Taiwan Taiwan India Indonesia Taiwan Taiwan India India Taiwan India India India India Hungary Taiwan Taiwan Korea (Rep. of) Korea (Rep. of) India India Taiwan India Philippines India India Taiwan India India Jersey India Taiwan India India India India India Turkey Japan India Thailand India Taiwan India India India India India Brazil India India India India Taiwan India Taiwan Taiwan Taiwan India Taiwan Turkey

Listing date 16/12/94 11/08/95 21/12/06 3/05/06 24/01/97 8/06/01 5/11/99 23/01/06 29/05/02 2/05/08 16/12/96 30/12/99 26/11/03 7/07/94 24/11/94 29/01/02 7/02/07 3/08/06 4/06/92 23/08/06 20/11/95 15/10/99 24/11/03 21/05/91 18/06/99 2/05/08 25/09/06 17/01/03 14/02/07 5/07/94 25/10/06 11/10/93 19/06/97 6/10/03 4/10/05 28/12/95 20/06/08 3/07/97 7/10/05 11/03/94 3/11/95 10/03/00 10/08/04 10/03/94 28/09/64 5/05/06 15/04/94 26/05/94 22/09/94 7/12/95 18/03/94 30/03/06 28/02/01 14/10/94 27/09/94 9/02/06 6/02/06 30/06/05 24/04/06 3/10/95 13/10/05 5/02/99 21/11/02 23/09/05 4/07/00 26/09/94 21/02/00

5 UCIs 5.1 Net assets of Luxembourg UCIs Year

Total

Net assets (EUR billion)

Mutual funds

Net assets (EUR billion)

SICAV

Net assets (EUR billion)

Other UCIs

Net assets (EUR billion)

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008

1,630 1,785 1,908 1,941 1,870 1,968 2,060 2,238 2,868 3,371

734.62 874.60 928.50 844.50 953.30 1,106.22 1,525.21 1,844.90 2,059.40 1,559.65

800 914 994 1,017 957 1,036 1,099 1,224 1,645 1,910

385.79 462.80 482.10 435.80 466.20 504.00 624.35 681.30 748.70 567.19

795 840 885 896 888 913 946 1,000 1,211 1,443

341.06 404.00 441.60 405.50 483.80 600.30 898.21 1,161.10 1,308.40 990.84

35 31 29 28 25 19 15 14 12 18

7.67 7.80 4.80 3.20 3.30 1.90 2.66 2.50 2.28 1.62

3,600

2,250

3,300

2,000

3,000

1,750

2,700

1,500

2,400

1,250

2,100

1,000

1,800

750

1,500

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

Net assets UCIs

Net assets

Number of UCIs

Source: CSSF

500

5.2 Listings 2008

New listings

Delistings

Quotation lines

Legal entities

Domestic Foreign

1,507 28

766 8

7,961 172

497 48

Total

1,535

774

8,133

545

2007

New listings

Delistings

Quotation lines

Legal entities

Domestic Foreign

1,393 9

881 36

7,220 152

474 48

Total

1,402

917

7,372

522

83 FactBook 2009

5.3 New UCIs listed in 2008 (legal entities) Domestic UCIs

Number of sub-funds

Listing date

Aberdeen Global II Advanced Asset Management Sicav Akbank TURKISH Sicav AKZENT Invest Fonds Bantleon Opportunities Credit Suisse Sicav II (Lux) CS Advantage (Lux) Demergon Funds Edgewood Management Funds Elite Performance Funds Fidelity Active STrategy Generali Financial Holdings FCP-FIS Genesis Smaller Companies Godvig Fund Sicav-SIF HDF Sicav DIV (Lux) HDF Sicav DIVA (Lux) HDF Sicav DIVM (Lux) HDF Sicav SPA (Lux) HDF Sicav SPE (Lux) HDF Sicav SPJ (Lux) HECTOR Sicav Herald (Lux) ING Multi Strategies Fund II INGENIUM Investec Global Strategy Fund Limestone Fund Market Access III Matrix Absolute Sicav-FIS Mirae Asset Global Discovery Fund Nextam Partners Nielsen PERINVEST (Lux) Sicav Pictet Targeted Fund (Lux) Pioneer Alternative Investment Funds (Lux) Sicav-SIF Ramius Fof European Platform Schroder Alternative Solutions Selectra Investments Sicav SGAM AI Hudson SGAM AI Optimum Asia Plus Fund State Street Global Advisors Luxembourg Sicav Stralem Fund (The) Transtrend Equity Strategies UBS Luxembourg Diversified Sicav UBS Luxembourg Sicav Wells Fargo (Lux) Worldwide Fund

49 2 3 1 5 3 1 4 1 2 3 1 1 1 8 4 4 3 5 1 1 2 2 5 201 1 2 1 8 1 1 2 4 2 1 6 1 16 4 1 2 2 1 1 12

10/07/2008 9/05/2008 8/08/2008 16/05/2008 22/08/2008 9/05/2008 30/04/2008 29/12/2008 5/09/2008 31/01/2008 10/04/2008 23/07/2008 7/07/2008 5/12/2008 6/03/2008 6/03/2008 6/03/2008 2/01/2008 2/01/2008 2/01/2008 9/05/2008 16/06/2008 11/01/2008 19/09/2008 2/07/2008 30/09/2008 17/11/2008 17/10/2008 21/11/2008 20/03/2008 8/12/2008 25/03/2008 23/09/2008 4/08/2008 24/11/2008 1/02/2008 9/05/2008 28/04/2008 25/09/2008 1/12/2008 21/11/2008 11/04/2008 23/05/2008 7/08/2008 10/07/2008

Total

382

Foreign UCIs All Seasons Absolute Return Fund Ltd All Seasons Asia Fund Ltd All Seasons Specialist G Fund Ltd Argent Fund SPC MVP Fund of Funds Limited Platinum Emancipation Fund Limited Total

84 FactBook 2009

Number of sub-funds

Listing date

2 4 3 9 3 2

1/12/2008 1/12/2008 1/12/2008 14/05/2008 16/06/2008 18/01/2008

23

UCIs

5.4 UCI Turnover 2008

Number of trades

Number of shares traded

Turnover (EUR million)

Weight %

Domestic Foreign

458 0

83,113 0

22.10 0.00

100.00% 0.00%

Total

458

83,113

22.10

100.00%

2007

Number of trades

Number of shares traded

Turnover (EUR million)

Weight %

Domestic Foreign

1,272 1

388,674 892

26.98 0.02

99.94% 0.06%

Total

1,273

389,566

27.00

100.00%

5.5 Most traded UCIs Listing currency

Undertaking for collective investment

EUR EUR EUR EUR EUR EUR EUR EUR EUR USD EUR EUR EUR USD EUR

Fortis Direct RE Offices Western Europe Fund R (cap.) Immo-Croissance (dis.) Immo-Croissance (cap.) Fortis Direct RE Offices Western Europe Fund R (dis.) Leaseinvest Immo Lux (cap.) Leaseinvest Immo Lux (dis.) Fortis Direct RE Logistics Western/Central EU Fund R (cap.) J.P. Morgan Fleming Europe Strategic Value Fund Val. A (dis.) J.P. Morgan Fleming Investment Global Bond Fund A (dis.) J.P. Morgan Fleming India Fund Cl. A (dis.) Dexia Bonds Euro Inflation Linked (cap.) UBS (Lux) Key Selection Absolute Return Plus Sicav Fortis Direct RE Logistics Western/Central EU Fund R (dis.) BlackRock Global World Mining Funds Cl. A2 (cap.) Julius Baer Multibond Local Emerging Bond Fund Cl. B (cap.)

Number of shares traded

Turnover (EUR million)

865 8,387 2,899 135 258 562 46 19,068 3,142 2,670 1,318 1,300 10 1,565 355

10.76 2.76 2.68 1.58 0.83 0.78 0.50 0.26 0.24 0.15 0.15 0.13 0.10 0.09 0.07

85 FactBook 2009

6 Warrants 6.1 Listings Year

New listings

Delistings

Quotation lines

Stocks

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008

637 715 916 1,069 1,004 1,327 1,384 2,255 3,625 2,771

805 686 699 838 746 708 979 1,019 1,241 1,470

1,060 1,089 1,306 1,537 1,795 2,414 2,821 4,056 6,440 7,741

472 554 668 850 1,101 1,609 1,806 2,632 4,411 5,350

Underlying assets Bonds

Indices & others

30 13 11 13 9 30 33 39 43 43

558 522 627 674 685 775 982 1,385 1,986 2,348

6.2 Ten-year listing evolution 8,750

Bonds/ Indices/Others

7,500

Stocks

Quotation lines

6,250 5,000 3,750 2,500 1,250 0

86 FactBook 2009

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

7 Precious Metals On December 31, 2007, the Luxembourg Stock Exchange discontinued its gold market. On January 2, 2008, the Luxembourg Stock Exchange began disseminating indicative prices of precious metals on its website. The indicative prices are supplied by “Dexia - Banque Internationale à Luxembourg S.A.” and “KBL European Private Bankers S.A.”.

7.1 Gold prices Ingot (EUR) Lowest Highest

2008 Year start January February March April May June July August September October November December Year close

Bar (USD) Lowest Highest

18,425.00 18,425.00 20,135.00 19,425.00 20,650.00 18,860.00 20,880.00 17,900.00 19,245.00 17,750.00 18,905.00 18,150.00 18,965.00 18,755.00 19,715.00 17,380.00 18,850.00 17,150.00 19,980.00 17,760.00 21,720.00 18,370.00 20,510.00 19,190.00 20,240.00 19,820.00

839.90 889.00 908.00 867.25 855.00 870.00 910.40 794.60 743.10 695.35 714.30 770.50

839.90

867.85

925.05 972.35 1,024.80 948.90 926.20 933.30 980.40 913.25 893.30 918.50 818.15 881.90

Gold prices are made on the basis of: - 1 kilogram ingot of 999.9/1,000 fine gold, expressed in EUR per unit; - the standard quantity of 400 troy ounces, expressed in USD per troy ounce.

7.1.1 Ingot price evolution in 2008 22,250 21,500 20,750

EUR

20,000 19,250 18,500 17,750 17,000

1

2

3

4

5

6

7

8

9

10

11

12

87 FactBook 2009

7.1.2 Bar price evolution in 2008 1,040 990 940

USD

890 840 790 740 690

1

2

3

4

5

6

7

8

9

10

11

12

7.2 Silver prices 2008 Year start January February March April May June July August September October November December Year close

Ingot (EUR) Lowest Highest 327.90 359.00 360.00 339.00 337.00 345.00 355.00 285.00 241.00 230.00 235.00 239.00

327.90

249.00

365.00 415.00 443.50 375.00 371.00 361.00 380.00 362.00 301.00 286.00 260.00 255.00

Silver prices are made on the basis of: - 1 kilogram ingot of 999/1,000 silver, expressed in EUR per unit; - the standard quantity of 400 troy ounces, expressed in USD per troy ounce.

88 FactBook 2009

Bar (USD) Lowest Highest 14.90 16.45 17.45 16.44 16.23 16.58 17.17 13.01 10.68 8.84 9.30 9.41

14.90

10.92

16.74 19.73 21.16 18.48 18.16 17.82 18.91 17.54 13.70 12.40 10.45 11.44

Precious Metals

7.2.1 Ingot price evolution in 2008 460 425 390

EUR

355 320 285 250 215

1

2

3

4

5

6

7

8

9

10

11

12

7

8

9

10

11

12

7.2.2 Bar price evolution in 2008 22 20 18

USD

16 14 12 10 8

1

2

3

4

5

6

89 FactBook 2009

FactBook 2009

FactBook 2009

FactBook 2009

Société de la Bourse de Luxembourg S.A. Street address 11, avenue de la Porte-Neuve L-2227 Luxembourg

Tel. +352 47 79 36-1 Fax +352 47 32 98 www.bourse.lu [email protected]

Bourse de Luxembourg

Postal address P.O. Box 165 L-2011 Luxembourg