NYSE

2009 Annual Report

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NYSE Euronext Foundation, Inc. 2009 Annual Report

BackgroundThe NYSE Euronext Foundation, Inc. (the “Foundation”) was incorporated as a New York not-for-profit membership corporation on November 4, 1983 for exclusively charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of the United States of America. Originally chartered as the New York Stock Exchange Foundation, Inc., the Foundation’s name was changed in December 2009 to NYSE Euronext Foundation, Inc. The Foundation had been funded by the New York Stock Exchange, Inc. (the “NYSE”) and, beginning in 2002, certain members of the NYSE and NYSE Group, Inc. (“NYSE Group”).

Information about the Foundation’s mission, governance and grantmaking activities is available at its website, www.nysefoundation.org.

OrganizationThe membership of the Foundation consists of two classes of members, Class A and Class B, along with two respective classes of Foundation directors. The Class A member, who is the Chief Executive Officer of NYSE Group, appoints a majority of the Foundation Board of Directors, who are the Class A directors. Class A directors must be employees of NYSE Group or any of its affiliates or subsidiaries. Class B members must be individuals who are employed by a firm classified as a member organization of NYSE Group, and are simultaneously the Class B directors. Class B directors are elected annually by a majority vote of the existing Class B members.

At the Foundation’s annual meeting, held June 11, 2009, the following individuals were elected to the Board of Directors:

Andrew T. Brandman Arthur D. Cashin, Jr. Charles P. Dolan Michael S. Geltzeiler Richard A. Genna Janet M. Kissane Lawrence E. Leibowitz Robert A. Marchman Duncan L. Niederauer Jeffrey S. Reymann Marisa Ricciardi Richard A. Rosenblatt Daniel W. Tandy

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The Foundation directors elect the officers of the Foundation. At the end of 2009 the following persons were officers of the Foundation:

Duncan L. Niederauer Chairman Janet M. Kissane Secretary Michael S. Geltzeiler Treasurer Stephane P. Biehler Controller Steven Wheeler Assistant Secretary Philippe Matsumoto Assistant Treasurer Patrick F. Boyle Assistant Treasurer Peter F. Lallos, Jr. Assistant Controller

Finance and OperationsThe Foundation has been funded through periodic contributions from the NYSE, its member firms and others. Over the years 1984-2002, the NYSE contributed a total of $27 million to the Foundation.

Effective February 4, 2002, NYSE Rule 411 requires member organizations to donate to the Foundation the profits resulting from erroneous reports to non-members. During 2009, NYSE Group member organizations contributed $21,000 to the Foundation in compliance with Rule 411.

On January 1, 2009, the Foundation had net assets of $13,230,000. During the year, net investment income totaled $1,159,000. After distributions made during the year of $2,032,000 and other expenses, including excise tax of $9,000, the Foundation had net assets of $12,366,000 on December 31, 2009.

In June 2009, the Foundation Board ended its investment manager relationship with Neuberger Berman, LLC, and in September 2009, engaged the Philanthropic Management Group at Bank of America Merrill Lynch as investment advisor for the equity portion of the Foundation’s investment assets.

The Foundation’s fixed income investment assets have been invested since May 2002 in index funds managed by State Street Global Advisors. The Foundation’s fixed income investment has produced an annual return of 5.82 percent.

In 2009, the Foundation made grants totaling $2,032,598 in support of 43 eligible organizations and programs. Since its inception, the Foundation has distributed more than $38 million in furtherance of its charitable purposes.

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The Foundation’s Board met four times in 2009 to consider qualified requests for grants. A summary of Foundation grants for 2009 and 2008 indicates the major categories of interest:

Category 2009 2008 Financial Literacy Education $ 655,000 $ 630,000 Entrepreneurship 200,000 Economic Opportunity 205,000 Fund for Our Community 765,000 732,500 Education 430,000 Quality of Life 815,000 Matching Gifts Program 207,598 262,197

Total $ 2,032,598 $ 2,869,697

A complete list of all grants made in 2009 is appended to this report, along with a copy of the 2009 Grantmaking Guidelines.

The Foundation’s grants are structured as “qualifying distributions” within the meaning of Federal tax law. To avoid Federal excise tax penalties, the Foundation ordinarily must make qualifying distributions of at least 5 percent of its assets’ fair market value. In 2010, the Foundation will have excess qualifying distribution carryforwards of approximately $9.6 million. Those carryforwards arise on account of prior tax years in which the Foundation made qualifying distributions that exceeded 5 percent of net asset value. Accordingly, no qualifying distributions will be required during 2010 in order for the Foundation to avoid excise tax penalties. Nevertheless, it is anticipated that the Foundation will make qualifying distributions during 2010.

Conflict of Interest PolicyIn 2004, the Foundation Board of Directors adopted a Conflict of Interest Policy, requiring disclosure of conflicts and potential conflicts of interest, and requiring disinterested approval of transactions deemed to involve such conflicts.

Every Foundation director and officer annually discloses the names of charitable organizations of which he/she or his/her spouse is a trustee, director, officer or employee (“Grantee Conflicts”). Prior to voting on a proposed grant where a Grantee Conflict exists, the interested director or officer is required to disclose that fact and, at a minimum, recuse himself/herself from the final discussion and vote of the Board.

The listing of the Foundation’s grantee organizations in its annual report, website, and IRS Form 990PF specifically identifies each instance of a Grantee Conflict.

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Grantmaking ProgramsIn March 2009 the Foundation Board defined new grantmaking program areas in accordance with its determination to sharpen the Foundation’s grantmaking focus and expand its impact globally. The Foundation’s Grantmaking Guidelines identify four specific program areas as funding priorities: Financial Literacy Education, Entrepreneurship, Economic Opportunity and the Fund for Our Community. The Grantmaking Guidelines are appended to this report. Highlights of the Foundation’s grantmaking during 2009 follow.

Financial Literacy EducationThe Foundation supports initiatives that educate the public about the fundamentals of economics, personal finance and investing. In 2009, support for Financial Literacy Education programs totaled $655,000 in grants to 11 different organizations, continuing the Foundation’s long record of funding effective programs in this area.

Leading grants were awarded to the SIFMA Foundation for Investor Education ($150,000) to support The Stock Market Game, a successful program that teaches young people the fundamentals of securities investing, and to the Museum of American Finance ($115,000) to grow its financial literacy education programs. A grant to the Council for Economic Education ($100,000) will develop a teaching curriculum on financial crises.

A $50,000 grant to the United Inventors Association / By Kids For Kids launched the NYSE Financial Future Challenge, a competition that asked children to come up with innovative methods of teaching young people about money, finance and investing. Twelve-year-old Fabian Fernandez-Han’s winning idea was “Oink-a-saurus,” an iPhone app designed to show kids how investment opportunities exist all around them and how they can save in a fun, exciting way.

Other grants encouraging financial literacy were awarded to Junior Achievement of New York, the Hispanic Scholarship Fund, and BizWorld Foundation, among others.

EntrepreneurshipThe Foundation supports entrepreneurship education that provides a sound understanding of business fundamentals and prepares people to become active participants in the global economy. Three Entrepreneurship programs received Foundation funding during 2009, totaling $200,000.

For the second year in a row, the Foundation was a leading sponsor ($100,000) of Global Entrepreneurship Week, a collaborative program of the Public Forum Institute and other organizations. Sponsorship support was also awarded to Entrepreneurs Organization ($75,000) for the Global Student Entrepreneur Awards, a business plan competition for college students who are operating their own businesses. Also, the Bank Street College of Education received a $25,000 grant for development of an entrepreneurship course for its intensive after school program serving high-achieving students in at-risk communities.

Economic OpportunityThe Foundation seeks to facilitate economic opportunity and development in communities around the globe by supporting initiatives that alleviate poverty, meet essential human needs and enable people to become economically self-sufficient.The Foundation awarded a total of $205,000 in grants to 6 organizations in this program in 2009.

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A sustaining leadership grant of $100,000 was awarded to the “Health at Home/Kenya Partnership,” a joint program of Indiana University and the Global Business Coalition on HIV/AIDS, Tuberculosis and Malaria that will bring anti-malaria education and bed nets into the homes of 2 million Kenyans. Grants totaling $75,000 were allocated among three organizations in connection with the NYSE Euronext holiday electronic card program which was designed to promote awareness of the charities’ mission and activities. The three recipients, Habitat for Humanity International, the Hunger Project and Worldfund, provide shelter, sustainable food programs and education to people in developing countries.

Fund for Our CommunityThe Fund for Our Community addresses educational, social and economic needs of communities where NYSE Euronext maintains a business presence. In 2009 grants totaling $765,000 were awarded to 22 organizations.

Grants serving the educational needs of children were awarded to Camp Nejeda Foundation, Madison Square Boys & Girls Club, Reach Out and Read, and the YMCA of Greater New York, among other programs. The Foundation also funded a broad range of health and human services providers, such as the Floor Members Outreach Program which delivers treatment and counseling services to people with substance abuse problems, and two local medical centers, the New York Downtown Hospital and Saint Vincent Catholic Medical Centers Foundation. The Foundation continued its sponsorship of the River to River performing arts festival in Lower Manhattan and also sponsored an exhibition of early Dutch maps, prints and artifacts documenting the early settlement of New York City in celebration of the 400th anniversary of Henry Hudson’s voyage.

Matching Gifts ProgramThe Foundation’s Matching Gifts Program, begun in 1983, matches the charitable contributions of NYSE Group employees to educational institutions and a wide range of charitable organizations whose activities align with the Foundation’s broader grantmaking priorities.

Additionally, the Foundation supports NYSE Group employees who contribute their personal time and talent to nonprofit organizations in their communities. The Volunteer Incentive Program (VIP), launched in 2008, makes a grant of $1,000 to an eligible nonprofit organization where an employee has volunteered a minimum of 50 hours of service over the course of a calendar year. In 2009, the program made 12 VIP grants in support of employees’ volunteer service.

During 2009, the Foundation made grants totaling $207,598 to 223 eligible institutions under the Matching Gifts Program.

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Grants Awarded in 2009 FINANCIAL LITERACY EDUCATION Better Investing/National Association of Investors Corporation 50,000 Building Wealth investment education program

BizWorld Foundation 20,000 General support

Council for Economic Education 100,000 Teaching Financial Crises

Hispanic Scholarship Fund 50,000 Your Mind, Your Money, Your Future program; development of a Financial Literacy Guide

Junior Achievement of New York, Inc. 60,000 Financial education programs

Ladder Up 10,000 Life-Improving Financial Tools (LIFT) financial literacy program

Museum of American Finance* 115,000 Financial Literacy Education Programs

Securities and Exchange Commission Historical Society 25,000 Gallery on Self-Regulation

SIFMA Foundation for Investor Education 150,000 Stock Market Game Program

United Inventors Association / By Kids for Kids 50,000 2009 Financial Future Challenge

Working in Support of Education, Inc. (WISE) 25,000 Financial Literacy Certification Program

Total, Financial Literacy Education $ 655,000

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ENTREPRENEURSHIP Bank Street College of Education 25,000 Liberty LEADS: The Bank Street Center for Leadership and College Preparation

Entrepreneurs’ Organization 75,000 Global Student Entrepreneur Awards program

Public Forum Institute 100,000 Global Entrepreneurship Week

Total, Entrepreneurship $ 200,000

ECONOMIC OPPORTUNITY

Global Business Coalition on HIV/AIDS, Tuberculosis and Malaria 15,000 Health at Home/Kenya Partnership

Habitat for Humanity International 29,250 Providing affordable housing in partnership with people in need; NYSE Euronext Holiday Greeting Card Program

Hunger Project 32,250 Programs that help people around the world to lead lives of self-reliance; NYSE Euronext Holiday Greeting Card Program

Indiana University Foundation 85,000 Health at Home/Kenya Partnership

Washington Center for Internships and Academic Seminars 30,000 International Leaders Initiative

Worldfund 13,500 High-quality education programs in Latin America; NYSE Euronext Holiday Greeting Card Program

Total, Economic Opportunity $ 205,000

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FUND FOR OUR COMMUNITY

Alliance for Downtown New York* 50,000 River to River Festival

Autism Speaks* 50,000 Advancing Futures for Adults with Autism (AFAA) program

B’nai B’rith International 15,000 Diverse Minds Youth Writing Challenge program

Camp Nejeda Foundation, Inc. 25,000 Residential camp serving children with type 1 diabetes

FIRST, New York City / New Jersey 25,000 Robotics Competition

Floor Members Outreach Program, Inc.* 100,000 Addiction and mental health treatment programs

Henry Hudson 400 New York 50,000 Dutch Heritage Exhibition, “New Amsterdam: The Island at the Center of the World”

Inwood House 20,000 The Campaign for Inwood House, Financial Literacy and Empowerment Education Program

LD Resources Foundation 10,000 Programs to enable students with learning disabilities to complete their college education

Legal Aid Society 25,000 Civil Practice

Madison Square Boys & Girls Club* 15,000 Explorers Academy

National Audubon Society 15,000 Prospect Park Audubon Center at the Boathouse (2-year planned grant, 2009-2010, totaling $25,000)

New York Downtown Hospital 50,000 General operating support

New York Lawyers for the Public Interest, Inc. (NYLPI) 25,000 Pro Bono Clearinghouse

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New York Public Library, Astor, Lenox and Tilden Foundations 15,000 Support for the Science, Industry and Business Library (SIBL)

PENCIL, Inc. 15,000 Partnership Program

Reach Out and Read 10,000 Operating Support

Saint Vincent Catholic Medical Centers Foundation* 50,000 Department of Community Medicine programs

Smithsonian Institution, National Museum of American History 100,000 Star-Spangled Banner Campaign (8-year planned grant, 2007-2014, totaling $1 million)

United Negro College Fund 25,000 Campaign for Emergency Student Aid (CESA)

Voices of September 11th (VOICES) 25,000 NYSE Euronext 9/11 Living Memorial Project

YMCA of Greater New York 50,000 Y After-School Program

Total, Fund for Our Community $ 765,000

Matching Gifts Program $ 207,598 Matching NYSE Group employees’ contributions to eligible educational and charitable organizations. (See Detail of Matching Gifts Program Grants below)

Total Grants Awarded $ 2,032,598

* A Foundation director or officer serves as trustee, director, officer or employee of this grantee organization. The Foundation director or officer appropriately disclosed that a “Grantee Conflict of Interest” exists, and did not participate in the final discussion or vote of the Board on the proposed grant.

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Detail of Matching Gifts Program Grants (Organization totals may include multiple matching gifts)

Agrawal Samaj USA 5,000

Allegheny College 5,000

America Scores 1,500

American Cancer Society 5,111

American Diabetes Association 300

American Heart Association 100

American Jewish World Service 280

American Lung Association 250

American Red Cross 1,050

Angel Flight NE 100

Anyone Can Fly Foundation 100

Apollo Chorus of Chicago 300

Arch Foundation for the University of Georgia 100

Archbishop Molloy High School 500

Autism Speaks 930

Avon Products Foundation 500

Ballet Tech 100

Barnard College 500

Baruch College Fund 450

Big Brothers Big Sisters 100

Boca Lago Cancer Research Unit 275

Boston College 7,900

Boston Latin School Association 500

Bowery Mission 100

Boys & Girls Clubs of Northwest New Jersey 1,325

Bradley Gardens First Aid Squad 100

Broadway Cares / Equity Fights AIDS 500

Brooklyn Public Library 1,350

Brooklyn Technical High School PTA 500

Bryn Mawr College 1,350

Calvary Fund 500

Cambodia Children’s Fund / Sok Sabay 1,000

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Cancer Care 250

Carter Center 100

Cathedral Preparatory Seminary 1,500

Catherine McAuley High School 100

Catholic Charities 6,100

Center for Traditional Music And Dance 600

Central Asia Institute 100

Child Abuse Prevention Program 100

Children’s Shelter of Cebu 700

Children’s Specialized Hospital Foundation 1,500

Citizens United for Research In Epilepsy (Cure) 200

City Harvest 100

City of Hope 100

Citymeals-on-Wheels 932

College Foundation of Delhi 1,000

College of Mount Saint Vincent 2,000

College of the Holy Cross 2,500

Columbia University 1,344

Community Food Bank of New Jersey 100

Community Health 400

Community Nurse Health Assoc 200

Compassion Beyond Borders 100

Cooper Union 250

Covenant House 100

Cystic Fibrosis Foundation 300

Denver Rescue Mission 1,000

Developmental Disabilities Institute 2,000

Diocese of Trenton-Bishop Annual Appeal 500

Direct Relief International 100

Doctors Without Borders 300

Doe Fund 100

Drew University 125

Eastport South-Manor Sports Association 1,000

Edgebrook Elementary School PTA 2,300

Educational Broadcasting Corporation 460

Emory University 1,500

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Entertainment Industry Foundation, Revlon Run/Walk 250

Fairfield College Preparatory School 750

Father Flanagan’s Boy’s Home 250

Feed the Children 350

Fistula Foundation 1,800

Food Bank for New York City 225

Food for Life Global 600

Food for the Poor 300

Fordham Preparatory School 250

Fordham University 3,000

Friends Academy 100

Friends of Anderson 700

Friends of the Bronxville Public Library 1,100

Friends of the IDF 100

Friendship Circle 100

Gay Men’s Health Crisis 4,160

Geneseo Foundation 500

George Washington University 500

Georgetown University 5,100

Germantown Student Education Foundation 200

Girls Incorporated 100

Glide Foundation 100

Graybeards 1,000

Greater Chicago Food Depository 550

Grey Nuns of the Sacred Heart 100

H. Lee Moffitt Cancer Center Foundation 500

Habitat for Humanity 1,500

Harambee USA Foundation 200

Harvard University 125

Heifer Project International 1,245

High 5 Tickets to the Arts 150

Homefront 100

Hope Program 100

Illinois Wesleyan University 150

Immaculate Conception Seminary 300

Interlochen Center for the Arts 100

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Jamgon Kongtrul Foundation USA 7,000

Jazz At Lincoln Center 100

JCC on the Palisades 1,350

Jewish Homes Life Care 250

Junior League of the City of New York 1,000

Juvenile Diabetes Research Foundation 1,000

King’s College 1,500

Legal Assistance Foundation of Metropolitan Chicago 200

Lesbian and Gay Community Services Center 3,650

Leukemia & Lymphoma Society 3,486

Little League Baseball 1,000

Little Sisters of the Poor 100

Long Island Children’s Museum 600

Madison Square Boys & Girls Club 5,000

Make-A-Wish Foundation of New Jersey 535

Make-A-Wish Foundation of Southern Nevada 100

March of Dimes 680

Marist College 100

Mary’s Meals USA 200

McCarter Theatre Center 100

Meals on Wheels 100

Medical Missionaries of Mary 400

Mercy Corps 400

Missionaries of the Poor USA 200

Montclair Fund for Educational Excellence 500

Montessori Association of New York 1,000

Moyer Foundation 250

Muhlenberg College 750

Museum of Jewish Heritage 250

Mustard Seed Communities 250

National Association of Black Accountants, NYC Chapter 100

National Multiple Sclerosis Society 1,505

National Ramah Commission 200

New York Athletic Club 100

New York Cares 100

New York City Alliance Against Sexual Assault 150

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New York City Ballet 125

New York City Rescue Mission 100

New York Lawyers for Pubic Interest 2,500

New York Public Library 100

New York University 2,150

Newmark School 11,750

North Lawndale College Prep Charter High School 250

North Shore Long Island Jewish Health System 1,500

Northwestern University 100

O’Brien’s Irish Angel Fund 500

Olivet College 500

Orphan Society of America 150

Osteogenesis Imperfecta Foundation 150

Our Lady of Grace Montessori School and Center 250

Paterson Charter School of Science & Technology 200

Pediatric Cancer Foundation 100

Per Scholas 5,000

Prospect Park Alliance 100

Prostate Cancer Foundation 200

PS 261 Parent Teacher Association 300

PS 40 PTA 200

PS 6 PTA 800

PS 89 Parents and Teachers Association 100

Queen of Angels 1,000

Queens College Foundation 100

Rebbe Meir Baal Hanes Charities 150

Remote Area Medical Foundation 100

Rensselaer Polytechnic Institute 100

Resurrection School Foundation 100

Roselle Catholic High School 1,000

Roswell Park Alliance Foundation 100

Saint Peter’s College 500

Salesian Missions 400

Samaritan’s Purse 100

San Francisco AIDS Foundation 125

Save the Children Federation 1,215

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Siena College 150

Smile Forever 500

Smile Train 350

St. Anthony Foundation 100

St. Christopher’s Inn 750

St. Clare’s School 2,000

St. Eleanor Parish Jamaican Outreach 1,000

St. Francis College 500

St. Francis of Friends of the Poor 100

St. Jean Baptiste High School 250

St. John Fisher College 1,000

St. John’s University 400

St. Jude Children’s Research Hospital 975

SUNY New Paltz Foundation 200

Susan G. Komen for the Cure 380

Syracuse University 100

Talmudical Institute of Upstate New York 5,000

Team Walker 1,000

Tenafly Educational Foundation 100

Tomchei Shabbos of Passaic-Clifton 180

Tomorrow’s Hope Foundation 350

Trenton Area Soup Kitchen 100

Trey Whitfield Foundation 150

Trinity College 100

Trinity School 150

Trustees of Dartmouth College 250

United States Fund for UNICEF 1,100

United States Naval Academy 500

University of Central Florida Foundation 500

University of Chicago 1,250

University of Delaware 2,600

University of Notre Dame 5,000

University of Pennsylvania 1,500

University of Rochester 1,000

University of Toledo Foundation 600

Village Light Opera Group 200

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Volunteers of America 500

Washington University 250

West Suburban United Way 500

Wildlife Conservation Society 138

Williams College 250

WNYC Radio 312

Yavneh Academy 400

Yeshiva Darchei Torah 925

Yeshiva Ketana of Long Island 180

Yeshiva Ketana of Passaic 10,550

York Street Project 2,500

Total, Matching Gifts Program $ 207,598

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The New York Stock Exchange Foundation, Inc.*

2009 Grantmaking GuidelinesAbout the NYSE FoundationThe NYSE Foundation is a private philanthropic foundation established by the New York Stock Exchange in 1983. Within the limits of its available resources, the Foundation supports worthy nonprofit organizations that are qualified grantees under applicable law. The Foundation directs its philanthropic resources to innovative and effective organizations, programs and projects that meet community needs within our priority areas of funding. The Foundation seeks to address the needs of communities in all areas of the globe where NYSE Euronext maintains a business presence and funds both new and proven charitable endeavors that confer a broad public benefit.

Grantmaking ProgramsThe Foundation will make grants in the following program areas:

Financial Literacy EducationThe Foundation supports initiatives that educate the public about the fundamentals of economics, personal finance and investing. Eligible programs should provide individuals with information and practical tools that promote sound financial decision-making and economic independence, with an emphasis on long-term investment. Preference is given to programs that reach a broad and diverse audience, with a special focus on underserved populations.

Economic OpportunityThe Foundation seeks to facilitate economic opportunity and development in communities around the globe by supporting initiatives that alleviate poverty, meet essential human needs and enable people to become economically self-sufficient. Of particular interest are programs that provide education, housing, nutrition and medical care in sustainable ways and contribute to individuals’ economic independence.

EntrepreneurshipThe Foundation supports entrepreneurship education that provides a sound understanding of business fundamentals and prepares people to become active participants in the global economy. Also eligible are microfinance organizations that provide training and small loans to encourage entrepreneurs to lift themselves from poverty by starting and growing their own businesses.

Fund for Our CommunityThe Fund for Our Community addresses educational, social and economic needs of communities where NYSE Euronext maintains a business presence. Preference is given to programs that meet needs of underserved children. Eligible programs include those that contribute to the healthy development and rehabilitation of at-risk children, and programs that provide essential human services to the elderly and infirm, the homeless, and others who are economically disadvantaged.

Because resources for this program are limited, unsolicited grant requests are not accepted. Eligible organizations will be invited to submit proposals based on specific needs identified periodically by the Foundation Board.

* The New York Stock Exchange Foundation, Inc. changed its name to NYSE Euronext Foundation, Inc. on December 18, 2009.

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Matching Gifts ProgramIn addition to its core grantmaking activities, the Foundation has a Matching Gifts Program. Under this program, a matching gift is made for charitable contributions made by any employee of NYSE Group, Inc. and its wholly-owned subsidiaries to eligible charitable organizations. The program will also match gifts made to fully-accredited degree-granting colleges and universities, graduate schools, private schools, and the designated supporting organizations of any of them or of any public school, provided they are located in the United States. The charitable contributions of an employee will be matched only up to an aggregate per person annual limit of $5,000.

Volunteer Incentive Program (VIP) GrantsAdditionally, the Foundation supports NYSE Group employees who contribute their personal time and talent to nonprofit organizations in their communities. The Volunteer Incentive Program (VIP) makes a grant of $1,000 to an eligible nonprofit organization where an employee has volunteered a minimum of 50 hours of service over the course of a calendar year. An employee may request one VIP grant annually.

Eligibility of GranteesTo be awarded a grant by the Foundation, an organization must fall within the program areas described above and:

• Be classified for Federal income tax purposes as a publicly supported charity (generally speaking, a Section 501(c)(3) organization that is not a private foundation).Non-Governmental Organizations (NGOs) located outside the United States may be eligible under the provisions of a pre-grant expenditure responsibility agreement and after providing appropriate information as follows.

• Spend at least 65% of its total expenses on program services (activities related to its mission), as evidenced by its most recent financial statements and/or IRS Form 990.

• Demonstrate reasonable financial need of the requested funding in order to pursue its mission or particular programs or activities.

Limitations: The Foundation will not make grants or matching gifts to or in support of individuals, businesses, political organizations, fraternal organizations, programs that are primarily religious in purpose, organizations that provide their benefits or services in a discriminatory manner, Type 3 supporting organizations, donor-advised funds or private foundations. The Foundation will not purchase tickets to dinners, receptions, and other fundraising events, nor make grants that result in more than incidental benefit to any person other than a charitable organization.

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Grant Application RequirementsGrant applications should include a cover letter (1 page) and a concise proposal (3-6 pages) providing the information specified below.

• Legal name of organization and address • Contact person, title, telephone number, and email address • Mission, history and goals of the organization • Geographic area served by organization • Target population served by organization • Description of program or activity for which a grant is being requested, including objectives, focus population, needs

addressed, planned activities or services, staff qualifications, timetable, and evaluation • Amount of funds requested

Additionally, applicants must furnish the following documents:

• Most recent annual report, including financial statements. • Most recent IRS Form 990. • Budget for current tax year, outlining projected expenses for program services, fundraising, and management/

general. • Names of all trustees or directors of the applicant and, if relevant, the names of the trustees, directors or advisory

board members of any subsidiary or operating unit. • Copy of IRS determination letter or, if applicable, proof of registration as a charity in the applicant s home country.

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The New York Stock Exchange Foundation, Inc.Financial StatementsDecember 31, 2009 and 2008

IndexReport of Independent Auditors 22

Financial Statements

Statements of Financial Position 23

Statements of Activities 24

Statements of Cash Flows 25

Notes to Financial Statements 26–28

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Report of Independent AuditorsTo the Board of Directors and Shareholders of the New York Stock Exchange Foundation, Inc.:In our opinion, the accompanying statements of financial position and related statements of activities and cash flows present fairly, in all material respects, the financial position of the New York Stock Exchange Foundation, Inc. (the “Foundation”) at December 31, 2009 and 2008, and the changes in its net assets and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Foundation’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

June 28, 2010

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The accompanying notes are an integral part of these financial statements.

Statements of Financial PositionDecember 31, 2009 and 2008

(dollars in thousands) 2009 2008Assets

Cash and cash equivalents $ 3,561 $ 1,048Investments, at market value: Fixed income 5,705 6,101 Equity securities 3,207 6,050Other assets 3 39 Total assets $ 12,476 $ 13,238

Liabilities and Net AssetsOther liabilities $ 110 $ 8 Total liabilities 110 8Net assets (unrestricted) 12,366 13,230 Total liabilities and net assets $ 12,476 $ 13,238

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Statements of ActivitiesYears Ended December 31, 2009 and 2008

(dollars in thousands) 2009 2008RevenuesNet realized and unrealized (loss) gain $ 735 $ (5,471)Interest, dividends and other 424 377 Net investment (loss) gain income 1,159 (5,094)Contributions 21 90 Total revenues 1,180 (5,004)

ExpensesContributions to charitable organizations 1,825 2,608Matching gifts to eligible institutions 207 262Federal excise tax (benefit) 9 (76)Foreign tax withheld and other 3 4 Total expenses 2,044 2,798 Net deficit of expenses over revenues (864) (7,802)

Net assets (unrestricted)Beginning of year 13,230 21,032End of year $ 12,366 $ 13,230


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Statements of Cash FlowsYears Ended December 31, 2009 and 2008

(dollars in thousands)

2009 2008Cash flows from operating activitiesNet deficit of revenues over expenses $ (864) $ (7,802)Adjustments to reconcile net deficit of revenues over expenses to net cash used in operating activities Unrealized (gain) loss on investment securities (1,061) 3,550 Realized loss on sale of investments 326 1,921 Change in operating assets and liabilities: Decrease (increase) in other assets 36 (13) (Decrease) increase in other liabilities 102 (793) Net cash used in operating activities (1,461) (3,137)

Cash flows from investing activitiesPurchase of investments (5,105) (7,867)Sale of investments 9,079 11,111 Net cash provided by investing activities 3,974 3,244 Net increase for the year 2,513 107

Cash and cash equivalentsBeginning of the year 1,048 941End of the year $ 3,561 $ 1,048


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1. Organization and Nature of Business General

The New York Stock Exchange Foundation, Inc. (the “Foundation”), was incorporated as a New York not-for-profit corporation on November 4, 1983 to respond to public needs of an educational, civic and charitable nature. The Foundation has been funded by the New York Stock Exchange, Inc. (the “NYSE”) and the respective trading licenses.

Contributions to the FoundationBased upon an NYSE rule filing, a member of the NYSE was required to contribute to the Foundation any profit as a result of taking a trade into the member’s error account. Effective at the time of the merger, those holding trading licenses are required to contribute to the Foundation any profit as a result of taking a trade into the licensee’s error account. The total contributions received were $21,000 and $90,000 for 2009 and 2008, respectively. NYSE may make discretionary contributions to the Foundation. During 2009 and 2008, the NYSE did not make any contributions to the Foundation.

Contributions by the FoundationThe Foundation’s grant making supports a variety of educational, charitable and civic purposes. The grant making program includes a matching gift program that, subject to a variety of limitations, matches the charitable contributions made by the employees of the NYSE to eligible charities.

Administrative ExpensesThe NYSE does not charge the Foundation for the cost of the employee salaries, and related benefits, rent, utilities, professional services, and other miscellaneous expense, incurred by the NYSE but related to the administration of the Foundation.

InvestmentsThe fixed income investment assets of the Foundation are held at State Street Global Advisors, where they are invested in the Passive Bond Market Index Common Trust Fund. The equity investment assets are held at Bank of America, where they are invested in, primarily, U.S. large-cap companies and international equities.

2. Significant Accounting Policies

Basis of AccountingThe accompanying financial statements are prepared in accordance with accounting principles generally accepted in the United States of America.

The preparation of these financial statements, in conformity with accounting principles generally accepted in the United States of America, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates.

Notes to Financial StatementsDecember 31, 2009 and 2008

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The Foundation’s financial statements are prepared on an accrual basis and accordingly recognize interest and dividend income as earned, expenses as incurred and contributions as paid, or when the authorization becomes unconditional promise to pay.

The Foundation follows accounting standards for Not-for-Profit Entities-AICPA Audit and Accounting Guide.

Cash and Cash EquivalentsThe Foundation considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

Investments in money market funds are considered to be cash equivalents. The carrying value of such cash equivalents approximates their fair value due to the short-term nature of these investments. Cash equivalents for the years ended December 31, 2009 and 2008 were invested solely in a tax-exempt money market fund that is governed under rule 2a-7 of the Investment Company Act of 1940. The Foundation’s cash equivalents are held at major U.S. financial institutions.

Recently Adopted Accounting GuidanceOn June 30, 2009 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. (“ASU”) 2009-01 to the FASB Accounting Standards Codification (“ASC” or the “Codification”) establishing the Codification as the source of authoritative principles and standards recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP. Going forward, the FASB will issue ASUs instead of Statements, FASB Staff Positions (“FSPs”) or Emerging Issues Task Force (“EITF”) abstracts. While not authoritative in their own right, ASUs will serve to update the Codification, provide background information about the guidance, and provide the rationale for the change(s) in the Codification.

The Codification is effective for financial statements issued for periods ending after September 15, 2009. References to authoritative accounting guidance made in these financial statements reflect either FASB Codification topic or sub-topic description, as appropriate.

The adoption of the Codification did not have an effect on the Foundation’s financial position.

3. Fair Value of Financial Instruments

The Foundation discloses the fair value of financial instruments, including assets and liabilities recognized in the statement of financial position. Management estimates that the net fair value of financial instruments recognized in the statement of financial position (including cash and cash equivalents) approximates their carrying value. When measuring fair value, the Foundation indentifies three levels of inputs that may be used to measure fair value:

• Level1:Quotedpricesforidenticalinstrumentsinactivemarkets.Level1fairvaluesgenerallyaresupportedby market transactions that occur with sufficient frequency and volume to provide pricing information on an ongoing basis.


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• Level2:ObservableinputsotherthanLevel1prices,suchasquotedpricesforsimilarinstruments,quotedprices in markets that are not active, and inputs to model-derived valuations that are directly observable or can be corroborated by observable market data.

• Level3:Unobservableinputssupportedbylittleornomarketactivityandoftenrequiringsignificantmanagement judgment or estimation, such as an entity’s own assumptions about the cash flows or other significant components of value that market participants would use in pricing the asset or liability.

The following table presents NYSE Foundation’s fair value hierarchy of those assets valued at fair value on a recurring basis as of December 31, 2009.

Assets measured at fair value as of December 31, 2009 Level 1 Level 2 Level 3 Total Assets Money market mutual fund $ 3,561 $ - $ - $ 3,561 Equity securities 3,207 - - 3,207 Fixed income - 5,705 - 5,705 Total $ 6,768 $ 5,705 $ - $ 12,473

4. Related Party Transactions

The NYSE does not charge the Foundation for the cost of the employee salaries and related benefits, rent, utilities, and other miscellaneous expenses, incurred by the NYSE but related to the administration of the Foundation.

5. Federal Excise Taxes

The Foundation is exempt from federal, state, and local income taxes, but is subject to a federal excise tax on the net realized investment income. Such tax amounted to a provision of approximately $9,000 for 2009 and benefit of $76,000 for 2008. Distributions by the Foundation are in compliance with federal tax regulations, which require that certain minimum distributions be made annually.

6. Subsequent events

Events and transactions subsequent to the date of the statement of financial condition have been evaluated by management for purpose of recognition or disclosure in these financial statements through June 28, 2010, the date that these financial statements were available to be issued.


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