[Last updated: 1 January 2024, unless otherwise noted]

The main eligibility criteria for listing equity securities on Euronext Paris, are:

• A minimum distribution of 25% of share capital (or a lower percentage determined by Euronext which cannot be lower than 5% and must represent at least €5 million of the subscription price (approximately US$5.53 million)).
• Three years of certified financial statements.
• Compliance with international financial reporting standards (IFRS) or US, Japanese, Canadian, Chinese, Indian or South Korean generally accepted accounting principles (GAAP) for accounting (see adjacent box).
• A regulator-approved prospectus (which can be in English if there is no retail public offering).

In order to list its securities, a company must have three years of audited accounts or pro forma accounts. However, exemptions may be available in certain circumstances, as set out in the EU Prospectus Regulation and its implementing texts.

There are no ownership requirements applicable to the listing of a foreign company's securities, and there are no ongoing financial requirements after the initial listing.

There is no requirement for a company to conduct one or more interviews with the exchange, nor is there any requirement for a listed company to have and/or maintain a minimum number of security holders or a minimum trading price for its securities.

A company must ensure that its listed securities are freely transferable and negotiable, but exceptions can be granted (such as in the case of a shareholders' agreement). There are no requirements to place shares into escrow (or otherwise restrain them from being traded, such as through "lock-in" or "lock-up" arrangements) in connection with the listing. However, lock-up agreements with underwriters are common in France in connection with public offerings.

The currency denomination of securities may be either US Dollars (US$) or Euros (€). A paying agent that is a member of Euroclear France must appointed to centralize the payment of dividends (if any) and other corporate actions.

There is no requirement for a foreign company to obtain a compliance adviser that is established with the exchange.

[Last updated: 1 January 2024, unless otherwise noted]

Further, in order for securities to be admitted to listing and trading on Euronext Paris, the following must be submitted:

• A statement by the Autorité des marchés financiers (AMF) to the effect that it has approved the company's prospectus, or a certificate of approval of the competent authority of the issuer's home Member State, together with a French translation of the prospectus summary if there is a simultaneous retail public offering.
• In the case of an underwritten IPO including French investors, a certification by the underwriters to the AMF regarding their professional diligence and the lack of inaccuracies or material omissions.
• In the case of an IPO including French investors, a completion letter from the issuer's auditors, together with a certification by the issuer's French auditors on their review of the translation of the financial information.
• A signed declaration of the issuer's CEO with respect to the information contained in the prospectus and that the prospectus makes no material omission.
• In order to list its securities, a company must obtain a listing agent or listing sponsor, which can be a law firm in cases of technical listings of companies already listed on other designated markets (such as the NYSE or NASDAQ).

Accounting Standards. Audited financial statements must be prepared in compliance with IFRS. However, the accounts of an issuer incorporated outside the EEA may be prepared under US, Japanese, Canadian, Chinese, Indian or South Korean GAAP.

Financial statements. The prospectus should also include audited historical financial information, including balance sheets for the latest three financial years. Pro forma statements may be required in the case of a recent material merger or acquisition.

Operating history. An operating history of three years is generally required.

Management continuity. Euronext Paris does not require any specific period of continuity of management.

[Last updated: 1 January 2024, unless otherwise noted]

To admit shares to Euronext Paris, a final prospectus approved by the competent authority (in most cases the AMF) must be submitted to Euronext Paris. The following is a fairly typical process and timetable for a listing of an issuer on Euronext Paris:

Link to Timetable

Listings via the "Fast Path" procedure by issuers whose shares are already listed on the NYSE or NASDAQ will generally take six weeks following the availability of the filings with the US Securities and Exchange Commission on which the prospectus is based.

[Last updated: 1 January 2024, unless otherwise noted]

The Euronext Rule Book and the local rule book for Euronext Paris do not contain specific corporate governance provisions. To the extent corporate governance rules are set out in the French Commercial Code and the AFEP/MEDEF code on corporate governance of listed corporations, these rules apply only to French companies.

There are no French residency requirements for directors or officers. There are no requirements for a listed foreign company to maintain a presence in France (for example through resident directors or corporate offices).

There is no requirement for any corporate records (such as a register of holders) to be kept in France. However, as noted above, a foreign company listed on Euronext Paris must appoint a paying agent that is a member of Euroclear France.

A listed company has disclosure and reporting obligations both to the AMF and to Euronext Paris. All post-listing reporting obligations can be in English.

[Last updated: 1 January 2024, unless otherwise noted]

A company seeking to list must pay both initial listing fees (comprising a fixed fee of €15,000 (approx. US$16,575) and a variable fee) and annual fees. The variable initial listing fee for common stock depends on the market capitalization of the issuer. For example, for issuers with a market capitalization between €100 million and €200 million (approx. US$110.50 million to US$221.00 million), the maximum fee can go up to €118,500 (approx. US$130,943). Additional shares listed subsequently will require additional payments. The fee for a technical listing on Euronext, consisting of a listing without a public offering or private placement by a company already listed in another country, is €120,000 (approx. US$132,600).

The annual fee is also based upon the number of shares issued and market capitalization, and fees range from €4,000 (approx. US$4,420) up to approximately €78,000 (approx. US$86,190) for large issuers. Additional costs may include printing costs and fees in connection with the approval of the prospectus as required by the AMF. Furthermore, various fixed annual fees and variable fees may be charged to listed companies by the AMF in connection with ongoing supervision (however, the annual fees do not apply to non-French companies if Paris is not their main trading market).