nasdaq’s credo: wsj 2/21/02 the responsibilities we all share. in light of recent events, we felt...

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NASDAQ’S CREDO: NASDAQ’S CREDO: WSJ WSJ 2/21/02 2/21/02 THE RESPONSIBILITIES WE THE RESPONSIBILITIES WE ALL ALL SHARE. SHARE. In light of recent In light of recent events, we felt it events, we felt it important to underline important to underline the beliefs that guide the beliefs that guide

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Page 1: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

NASDAQ’S CREDO: NASDAQ’S CREDO: WSJWSJ 2/21/022/21/02

THE RESPONSIBILITIES WE THE RESPONSIBILITIES WE ALLALL SHARE. SHARE.

In light of recent events, we In light of recent events, we felt it important to underline felt it important to underline the beliefs that guide the beliefs that guide NASDAQ and its Board of NASDAQ and its Board of Directors.Directors.

Page 2: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT COMPLETE AND ACCURATE THAT COMPLETE AND ACCURATE INFORMATION IS REQUIRED FOR THE INFORMATION IS REQUIRED FOR THE CAPITAL MARKETS TO EFFICIENTLY CAPITAL MARKETS TO EFFICIENTLY ALLOCATE CAPITAL TO USES THAT ALLOCATE CAPITAL TO USES THAT MEET INVESTORS’ RISK PROFILES MEET INVESTORS’ RISK PROFILES AND INCREASE OVERALL AND INCREASE OVERALL PRODUCTIVITY AND WEALTH. OUR PRODUCTIVITY AND WEALTH. OUR ECONOMIC SYSTEM IS FOUNDED ON ECONOMIC SYSTEM IS FOUNDED ON THIS PROCESS.THIS PROCESS.

Page 3: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

IT IS CRITICAL THAT IN THE U.S., STANDARDIZED IT IS CRITICAL THAT IN THE U.S., STANDARDIZED MEASUREMENT OF FINANCIAL CONDITION AND MEASUREMENT OF FINANCIAL CONDITION AND PERFORMANCE INFORMATION IS BASED ON PERFORMANCE INFORMATION IS BASED ON GENERALLY ACCEPTED ACCOUNTING PRINCIPLESGENERALLY ACCEPTED ACCOUNTING PRINCIPLES. THE . THE PURPOSE OF PURPOSE OF GAAPGAAP IS TO PRESENT FAIRLY THE IS TO PRESENT FAIRLY THE FINANCIAL CONDITION OF A COMPANY, PRESENTING FINANCIAL CONDITION OF A COMPANY, PRESENTING REVENUES AND EXPENSES IN THE SAME TIME PERIOD REVENUES AND EXPENSES IN THE SAME TIME PERIOD TO ACCURATELY CALULATE EARNINGS, CASH FLOW TO ACCURATELY CALULATE EARNINGS, CASH FLOW AND OTHER MEASURES OF PERFORMANCE. PROPERLY AND OTHER MEASURES OF PERFORMANCE. PROPERLY APPLIED, APPLIED, GAAPGAAP ALLOWS INVESTORS TO DETERMINE ALLOWS INVESTORS TO DETERMINE HOW PRODUCTIVELY THEIR CAPITAL HAS BEEN HOW PRODUCTIVELY THEIR CAPITAL HAS BEEN EMPLOYED. EMPLOYED.

Page 4: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT RESPONSIBILITY FOR PROVIDING THAT RESPONSIBILITY FOR PROVIDING COMPLETE AND ACCURATE INFORMATION TO COMPLETE AND ACCURATE INFORMATION TO INVESTORS RESTS WITH MANAGEMENT, INVESTORS RESTS WITH MANAGEMENT, ATTESTED TO BY INDEPENDENT AUDITORS, ATTESTED TO BY INDEPENDENT AUDITORS, AND REVIEWD BY THE BOARD OF DIRECTORS, AND REVIEWD BY THE BOARD OF DIRECTORS, SUPPORTED BY A KNOWLEDGEABLE AUDIT SUPPORTED BY A KNOWLEDGEABLE AUDIT COMMITTEE. ALL FOUR SHARE A FIDUCIARY COMMITTEE. ALL FOUR SHARE A FIDUCIARY OBLIGATION TO INVESTORS TO PROVIDE AN OBLIGATION TO INVESTORS TO PROVIDE AN ACCURATE OVERALL REPRESENTATION OF ACCURATE OVERALL REPRESENTATION OF PERFORMANCE, FINANCIAL CONDITION, AND PERFORMANCE, FINANCIAL CONDITION, AND RISK IN THE RELEVANT TIME PERIOD.RISK IN THE RELEVANT TIME PERIOD.

Page 5: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THE ACTIVE MANAGEMENT OF THE ACTIVE MANAGEMENT OF QUARTERLY EARNINGS AND QUARTERLY EARNINGS AND OBFUSCATION OF RISKS AND OBFUSCATION OF RISKS AND LIABILITIES CAN LEAD TO A SLIPPERY LIABILITIES CAN LEAD TO A SLIPPERY SLOPE OF OVERSTATEMENT OF SLOPE OF OVERSTATEMENT OF PERFORMANCE AND UNDERSTATEMENT PERFORMANCE AND UNDERSTATEMENT OF RISK. SECURITY PRICE VOLATILITY OF RISK. SECURITY PRICE VOLATILITY AND LOSS OF INVESTOR CONFIDENCE AND LOSS OF INVESTOR CONFIDENCE IS THE INEVITABLE RESULT.IS THE INEVITABLE RESULT.

Page 6: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT ALL MARKET PARTICIPANTS THAT ALL MARKET PARTICIPANTS ARE RESPONSIBLE TO INVESTORS ARE RESPONSIBLE TO INVESTORS TO PROVIDE AN OBJECTIVE TO PROVIDE AN OBJECTIVE PERSPECTIVE. CONFLICTS OF PERSPECTIVE. CONFLICTS OF INTEREST SHOULD BE DISCLOSED.INTEREST SHOULD BE DISCLOSED.

Page 7: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT THE MARKETS WILL REWARD COMPANIES THAT THE MARKETS WILL REWARD COMPANIES THAT BEST EXPLAIN THEIR PAST AND ANTICIPATED THAT BEST EXPLAIN THEIR PAST AND ANTICIPATED PERFORMANCE. SURPRISE IS ANATHEMA. WE PERFORMANCE. SURPRISE IS ANATHEMA. WE NEED TO ASSURE THE INVESTOR THAT FINANCIAL NEED TO ASSURE THE INVESTOR THAT FINANCIAL STATEMENTS ACCURATELY DEPICT PAST STATEMENTS ACCURATELY DEPICT PAST PERFORMANCE , MATCHING REVENUES AND PERFORMANCE , MATCHING REVENUES AND EXPENSES IN EACH REPORTING PERIOD. EXPENSES IN EACH REPORTING PERIOD. ADDITIONALLY, WE NEED TO CONSIDER ADDITIONALLY, WE NEED TO CONSIDER PROVIDING INVESTORS WITH INFORMATION ON PROVIDING INVESTORS WITH INFORMATION ON IMPORTANT NON-FINANCIAL VALUE DRIVERS AND IMPORTANT NON-FINANCIAL VALUE DRIVERS AND THE INTANGIBLE ASSETS THAT ARE THE BASIS OF THE INTANGIBLE ASSETS THAT ARE THE BASIS OF FUTURE FINANCIAL PERFORMANCE.FUTURE FINANCIAL PERFORMANCE.

Page 8: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT THE SECURITIES AND EXCHANGE THAT THE SECURITIES AND EXCHANGE COMMISSION (SEC) MUST BE WELL COMMISSION (SEC) MUST BE WELL FUNDED IF IT IS TO CONTINUE ITS FUNDED IF IT IS TO CONTINUE ITS CRITICAL ROLE IN DEVELOPING AND CRITICAL ROLE IN DEVELOPING AND ENFORCING OUR SECURITIES LAWS AND ENFORCING OUR SECURITIES LAWS AND REGULATIONS. STOCK MARKETS MUST REGULATIONS. STOCK MARKETS MUST WORK DILIGENTLY WITH THE SEC TO WORK DILIGENTLY WITH THE SEC TO MAINTAIN THE INTEGRITY OF THEIR MAINTAIN THE INTEGRITY OF THEIR MARKETS AND TO PROTECT THE PUBLIC MARKETS AND TO PROTECT THE PUBLIC INTEREST.INTEREST.

Page 9: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

WE BELIEVEWE BELIEVE

THAT CORPORATE ETHICS TAKE THAT CORPORATE ETHICS TAKE ROOT IN THE CORNER OFFICE AND ROOT IN THE CORNER OFFICE AND WITH THE BOARD OF DIRECTORS. WITH THE BOARD OF DIRECTORS. IT IS BETTER TO LEAD COMPANIES IT IS BETTER TO LEAD COMPANIES THAN TO MANAGE EARNINGS. THAN TO MANAGE EARNINGS. ULTIMATELY, IT IS ALL ABOUT ULTIMATELY, IT IS ALL ABOUT CHARACTER. CHARACTER.

Page 10: NASDAQ’S CREDO: WSJ 2/21/02 THE RESPONSIBILITIES WE ALL SHARE. In light of recent events, we felt it important to underline the beliefs that guide NASDAQ

NASDAQ, BOARD OF NASDAQ, BOARD OF DIRECTORSDIRECTORS

WE AT NASDAQ ARE COMMITTED WE AT NASDAQ ARE COMMITTED TO THIS PROCESS AND EXPECT IT TO THIS PROCESS AND EXPECT IT OF OUR COMPANIES. OF OUR COMPANIES. ALLALL OF US OF US HAVE THE RESPONSIBILITY TO HAVE THE RESPONSIBILITY TO MAKE OUR SYSTEM WORK.MAKE OUR SYSTEM WORK.