1PublicPublicX

4Q15 Earnings Presentation

February 19, 2016

Public

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Forward Looking Statements

This presentation may contain certain statements that express the management’s expectations, beliefs and assumptions about future events or results. Such statements are not historical fact, being based on currently available competitive, financial and economic data, and on current projections about the industries BM&FBOVESPA works in.The verbs “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “plan,” “predict,” “project,” “target” and other similar verbs are intended to identify these forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from those projected in this presentation and do not guarantee any future BM&FBOVESPA performance.The factors that might affect performance include, but are not limited to: (i) market acceptance of BM&FBOVESPA services; (ii) volatility related to (a) the Brazilian economy and securities markets and (b) the highly-competitive industries BM&FBOVESPA operates in; (iii) changes in (a) domestic and foreign legislation and taxation and (b) government policies related to the financial and securities markets; (iv) increasing competition from new entrants to the Brazilian markets; (v) ability to keep up with rapid changes in technological environment, including the implementation of enhanced functionality demanded by BM&FBOVESPA customers; (vi) ability to maintain an ongoing process for introducing competitive new products and services, while maintaining the competitiveness of existing ones; (vii) ability to attract new customers in domestic and foreign jurisdictions; (viii) ability to expand the offer of BM&FBOVESPA products in foreign jurisdictions.All forward-looking statements in this presentation are based on information and data available as of the date they were made, and BM&FBOVESPA undertakes no obligation to update them in light of new information or future development.This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities where such offer or sale would be unlawful prior to registration or qualification under the securities law. No offering shall be made except by means of a prospectus meeting the requirements of the Brazilian Securities Commission CVM Instruction 400 of 2003, as amended.

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Total revenues: R$603.3 MM, +1.8%BM&F seg.: R$258.8 MM, +18.9%Bovespa seg.: R$222.8 MM, -18.2%Other business lines (not tied to volumes): R$121.7 MM, +18.3%

Adj. expenses¹: R$170.4 MM, -2.6%

Oper. income: R$329.8 MM, +16.5%

Adj. net income²: R$534.1 MM, +43.1% (Adj. EPS of R$0.30)

Interest on Capital (IoC): R$0.25 per share paid in Dec´15

1 Adjusted to (i) depreciation and amortization; (ii) stock grant plan costs – principal and payroll taxes – and stock option plan; (iii) tax on dividends from CME Group; and (iv) transfer of fines and provisions. ² Adjusted to (i) deferred taxes related to the goodwill; (ii) stock grant plan costs – principal and payroll taxes – net of tax deductibility, and stock option plan; (iii) investment in CME Group under the equity method of accounting, net of taxes related to dividends; (iv) taxes paid overseas to be compensated; (v) tax credits from IoC; (vi) non-recurring impact from the partial divestment in CME Group; (vii) non-recurring impact from the discontinuity of the equity method of accounting; and (viii) extraordinary impact of the impairment of goodwill, net of taxes

Total revenues: R$2,458.8 MM, +9.5%BM&F seg.: R$1,074.5 MM, +24.0%Bovespa seg.: R$903.0 MM, -7.6%Other business lines (not tied to volumes): R$481.3 MM, +19.6%

Adj. expenses: R$614.3 MM, +3.7%

Oper. income: R$1,366.0 MM, +11.4%

Adj. net income: R$1,819.2 MM, +23.0% (Adj. EPS of R$1.02)

Total payout: R$1,242.6 MM /R$0.70 per share (73.3% payout ratio, ex CME and impairment impacts)

Share buyback: R$286.8 MM

Financial highlights4Q15 (vs. 4Q14)

Non-recurring impacts related to CME GroupSale of 20% stake- Total proceeds: R$1,201.3 MM- Pre-tax result: R$724.0 MM- After-tax result: R$474.2 MM

(tax off-set against IoC)Discontinuity of the equity method (non-cash)- Pre-tax result: R$1,734.9 MM- After-tax result: R$1,130.4 MM

Impairment of the book value of Bovespa Holding (non-cash)- Pre-tax impact: R$1,662.7 MM- After-tax impact: R$1,097.4 MM

Non-recurring items in the 4Q15 and 2015

Financial highlights2015 (vs. 2014)

4Q15 and 2015 HighlightsSolid operating performance; bottom line impacted by non-recurring and mainly non-cash items

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Strategic Developments – 2015 Main LandmarksDelivering on the strategic plan

Building a world-class IT and operations infrastructure

Clearing BM&FBOVESPA Equities phase: Conclusion of IT development in Oct’15Test and certification phases with market participants throughout 2016

PUMA Trading SystemResilience: availability of 99.995%Performance: 2015¹ average number of messages per day grew 345.1% compared to 2010

iBalcãoAccomplishments in 2015:Conclusion of the OTC derivatives migration to the new platform (NDFs, Swaps, Flex Options)Launching of new products and functionalities in the fixed income registration platform

Greater liquidity for listed products Market makers: 20 new programs in 2015 (active programs total 35)Sec. lending: efforts to attract more lenders (local pension funds and foreign investors)Market DevelopmentInflation futures: 4 contracts re-launched in Jun’15BDRs2: 19 new companies in 2015, totaling 85 Tesouro Direto: improvements on the platformEnhancements to pricing and incentives1Q15: DMA; securities lending; issuers; and options on equity-based indices futures2Q15: mini contracts; Int. Rate in BRL contracts fee rebalancing; and depositary3Q15: market data; and OTC derivativesCorporate Governance for State-owned CompaniesInvestment in Bolsa de Comercio de Santiago

Developing products and markets

¹ Updated until Dec´15. 2 Non-sponsored Brazilian Depository Receipts

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4Q15 Revenue Breakdown¹Business model resilience and revenues growth

Top line growth driven by revenues from financial and commodities derivatives and increased non-volume related revenues

Total Revenues

R$603.3 MM

1 The revenue breakdown considers the revenue lines “others” of the Bovespa segment and “foreign exchange” and “securities” of the BM&F segment, as reported in the financial statements note 20, within the other revenues not tied to volumes. ² Trade and post-trade.

(in R$ millions)

USD-linked revenues represented 28% of the total

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Derivatives Market¹FX depreciation pushed revenues up despite drop in ADV of contracts

REVENUE (in R$ millions)

Contracts priced in USD² represented ~57% of derivatives revenues in 4Q15 (~28% of derivatives

ADV)

¹ Revenue does not consider the revenue lines “foreign exchange” and “securities” of the BM&F segment, as reported in the financial statements note 20, which totaled R$5.7 million in the 4Q15 and R$21.0 million in 2015. ² Most of the fees charged on FX, Interest rates in USD and Commodities contracts are referred in

USD.

ADV (in millions of contracts)

RATE PER CONTRACT (RPC)

4Q14 1Q15 2Q15 3Q15 4Q15

86 96 102 12480

109129 131

153

143

1921 21

24

31213246 253

301

253

Interest rates in BRL Contracts priced in USD²Others Series4

RPC: R$1.753 per contract, +27.3% y-o-y, mainly reflecting the depreciation of BRL versus USD

2015

Revenue (in R$ millions)R$1,053.5, +23.9%

ADV (in millions of contracts)2,860.0, +10.7%

RPC (in R$)R$1.516, +12.3%

Contracts 4Q14 4Q15 YoY

Interest rates in BRL 1.22 1.04 -15.3%

FX rates 0.50 0.41 -18.1%Interest rates in USD 0.26 0.29 11.4%Commodities 0.01 0.01 -51.2%

Mini contracts 0.42 0.60 43.5%Stock indices 0.14 0.11 -23.2%OTC 0.01 0.01 -47.9%

TOTAL 2.56 2.45 -4.3%

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Markets 4Q14 4Q15 YoY

Cash Equities 8,299.5 6,631.3 -20.1%

Equities Derivatives 354.4 231.1 -34.8%

TOTAL 8,654.7 6,865.0 -20.7%

REVENUE² (in R$ millions)

2015

ADTV (in R$ millions)

Average market capitalization fell 12.4% Turnover velocity of 79.1% in 4Q15 vs. 87.5% in 4Q14 4Q14 volume and turnover had been fueled by pre-

election volatility (ADTV in Oct´14 wasR$10.9 billion)

Reached 5.254 bps in 4Q15, +4.8% y-o-y (+0.24bps)

Equities Market¹Revenues impacted by lower market capitalization of listed companies and turnover

¹ Revenue does not considers the revenue line “others” of the Bovespa segment, as reported in the financial statements note 20, which totaled R$6.4 million in the 4Q15 and R$21.5 million in 2015. ²Includes fixed income line.

TRADING AND POST-TRADING MARGINS (in bps)

Revenue (in R$ millions)

R$881.5, -7.8%ADTV (in R$ millions)

R$6,792.8, -6.9%Margins (in bps)

5.275, flat

²

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Business Lines not Related to VolumesSolid growth in revenues not tied to volumes

4Q15 REVENUE BREAKDOWN¹ (in R$ millions)

¹ Revenue as reported in the financial statements note 20.

+18.3% Y-o-Y

Solid growth mainly impacted by new commercial policies and depreciation of BRL versus USD

Derivatives Market (BM&F

Seg.)258.8

Equities Market (BOVESPA Seg.)

222.8

Other lines of business in R$ millions

Market Data (Vendors) 30.2

Depository 27.7

Securities lending 25.5

Listing 12.2

Bank - financial intermediation and bank fees 10.0

Trading participant access 9.8

Other 6.2

Total 121.7

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4Q15 Adjusted Expenses¹Continued focus through diligent expense management

¹ Expenses adjusted to Company’s (i) depreciation and amortization; (ii) costs from stock grant plan – principal and payroll taxes – and stock option plan; (iii) tax on dividends from the CME Group in 4Q14; and (iv) transfer of fines and provisions. 2 Excluding the impact of stock grant/option expenses. 3 Include expenses with maintenance, board and committee members compensation, marketing and others.

Adjusted personnel2 (+7.4%): grew below annual wage adjustment of ~9%

Data processing (-21.9%): non-recurring payment in 4Q14 of R$9.5 MM for upgrade rights of PUMA Platform

Third party services (-16.2%): lower expenses with consulting and legal advisory services

Others3 (+5.6%)

4Q15 adjusted expenses decreased 2.6% y-o-y

4Q15 92.5 (54%) 32.0 (19%) 11.4 (7%) 1.3 (1%) 33.2 (19%)

4Q14 86.1 (49%) 40.9 (23%) 13.6 (8%) 3.2 (2%) 31.0 (18%)

Commun. (-58.4%): reduction of mailing expenses of custody statements

(in R$ millions)

(in R$ millions and % of total adjusted expenses)

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Expenses DisciplineDelivering efficiency through diligent expense management

1 IPCA last 12 months until Dec´15 (Source IBGE) 2 Includes personnel expenses and capitalization and excludes costs from stock grant plan – principal and payroll taxes – stock option and bonus expenses. 3 Calculated based on the annual wage increase for personnel expenditure and the accumulated IPCA for the other lines of expenses.

Adjusted expenses grew 3.7%, significantly below average inflation of 10.7%1, reflecting prioritization of activities, review of contracts and enhancement

of processesNominal Change Real Change3

3.9% -3.8%

-1.8% -11.2%

3.2% -6.7%

-61.1%-57.0%

(in R$ millions)

-4.5%5.7%

Nominal Change Real Change3

18.5% -11.5%

16.9% 1,8%

-20.8% -40.0%

-81.0%-75.0%

(in R$ millions)

-76.6%-69.1%

-11.5%

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2015 vs. 2014 2015 vs. 2011

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Financial HighlightsSolid and liquid financial profile

CASH AND FINANCIAL INVESTMENTS (in R$ millions)

¹ Includes earnings and rights on securities in custody. ² Includes BM&FBOVESPA Bank clients’ deposits. ³ Does not include investments in CME Group and in Bolsa de Comercio de Santiago booked as a financial investment that amounted to R$4,853.6 million in Dec’15.

4Q155,201

3Q158,165

2Q154,033

1Q154,335

4Q143,856

Third party AvailableTotal³ Restricted

Company’s cash and financial investmentsUnrestricted cash (available funds) includes R$1,201.3 million from the partial divestment in the CME Group

Financial result of R$ 289.8 MM, up 436.2% versus 4Q14, mainly due to: R$173.4 million in dividends received from

CME Group higher interest rates higher average cash and financial

investments balance

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Financial HighlightsInvestments and returning cash to shareholders

Returning cash to shareholdersDec´15: R$450.0 million IoC payment2015 payout : R$1,242.6 MM (73.3% of the net income ex impairment expense and non-recurring impacts related to the CME Group)Share buyback of R$286.8 MM (1.5% of the free-float)Total yeild¹ of 7.6% in 2015

CAPEXR$60.5 MM in 4Q15 and R$227.0 MM in 20152016 Capex budget range from R$200 to R$230 MM

¹ Considers dividends, interest on capital and share buyback on the Company’s average market capitalization.

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Adjusted Net IncomeReconciliation of net income – ex-CME and impairment

NET INCOME

IFRS (in R$ millions) 4Q15 4Q14 Change4Q15/4Q14 2015 2014 Change

2015/2014

IFRS net income1 (407.7) 232,4 -275.4% 2,202.2 977.1 125.4%

(-) Discontinuity of the equity method 14.6 - - (1,130.4) - -

(-) Gain on disposal of investment in affiliate - - - (474.2) - -

(+) Impairment 1,097.4 - - 1,097.4 - -

IFRS net inc. ex-CME and impairment impacts 704.2 232.4 203.0% 1,695.0 977.1 73.5%

(+) Stock Grant/Option 7.8 7.0 10.7% 45.4 28.8 57.5%

(+) Deferred Liability (goodwill) 137.5 138.6 -0.8% 550.1 554.6 -0.8%

(-) Equity in results of investee (173.7) (34.7) 401.3% (309.9) (162.7) 90.4%

(+) Recoverable taxes paid overseas 59.1 29.8 98.2% 88.5 81.0 9.3%

(-) IOC adjustment2 (200.8) - - (249.8) - -

Adjusted net income 534.1 373.2 43.1% 1,819.2 1,478.7 23.0%

1 Attributed to BM&FBOVESPA´s Shareholders. 2 Tax benefits from Interest on Capital (IoC) adjusted to preserve the comparability with the previous periods.

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Sale of 20% of the equity investment (1% of the CME Group total shares)Pre-tax result of R$724.0 MM; after-tax result of R$474.2 MM (tax due off-set against IoC); cash proceeds of R$1,201.3 MMDiscontinuity of the equity method (non-cash)Pre-tax result of R$1,734.9 MM; after-tax result: R$1,130.4 MMStarting from Sep’15, the dividends received from CME Group are recognized as financial income

Non-recurring impacts

related to CME Group

Main Impacts in the 2015 IFRS EarningsCME Group, Impairment and IoC

Tax efficiency for the CompanyIn 2015 the Company opted for distributing its payout using interest on capital, which will generate tax losses that can be offset in future periods against taxable earningsThis change should allow us to better achieve our objectives of returning capital to shareholders through a different combination of interest on capital, dividends and share repurchases

Impairment in the recoverable amount of intangible assetsPre-tax impact of R$1,662.7 MM; after-tax impact of R$1,097.4 MM (non-cash)Reflects deterioration of the macroeconomic scenario that negatively impacted expectations of future profitability of the Bovespa segment reduction in the market value of the companies listed in the Bovespa Segment worsening expectations for interest rates and country risk for the short- and long-terms reflected

in higher cost of capital in the valuation

Adoption of interest on capital (IoC)

Impairment1

of the book value of Bovespa Holding

1 Reported in the financial statements - note 9

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APPENDIX

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Financial Statements Summary of balance sheet (consolidated)

LIABILITIES AND SHAREHOLDERS´EQUITYASSETS

(in R$ millions) 12/31/2015 12/31/2014 (in R$ millions) 12/31/2015 12/31/2014

Current assets 8,673.8 2,785.2 Current liabilities 2,096.8 1,891.8

Cash and cash equivalents 440.8 500.5 Collateral for transactions 1,338.0 1,321.9

Financial investments 7,798.5 1,962.2 Others 758.8 569.9

Others 434.4 322.5 Non-current liabilities 5,859.9 4,383.2

Non-current assets 17,635.1 22,478.2 Foreign debt issues 2,384.1 1,619.1

Long-term receivables 1,961.4 1,522.5 Deferred Inc. Tax and Social Contrib. 3,272.3 2,584.5

Financial investments 1,815.6 1,392.8 Others 203.5 179.6

Others 145.8 129.8 Shareholders´ equity 18,352.2 18,988.4

Investments 30.6 3,761.3 Capital stock 2,540.2 2,540.2

Property and equipment 453.1 421.2 Capital reserve 14,300.3 15,220.4

Intangible assets 15,190.0 16,773.2 Others 1,501.6 1,218.9

Goodwill 14,401.6 16,064.3 Minority shareholdings 10.1 8.9

Total Assets 26,308.9 25,263.5 Liabilities and Shareholders´ eq. 26,308.9 25,263.5

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Financial Statements Net income and adjusted expenses reconciliations

ADJUSTED NET INCOME RECONCILIATION (in R$ millions)

ADJUSTED EXPENSES RECONCILIATION (in R$ millions)*Attributable to BM&FBOVESPA’s shareholders.

4Q15 4Q14 Change4Q15/4Q14 3Q15 Change

4Q15/3Q15 2015 2014 Change2015/2014

IRFS net income* (407.7) 232.4 -275.4% 2,012.5 -120.3% 2,202.2 977.1 125.4%

Stock Grant/Option (recurring net of tax) 7.8 7.0 10.7% 12.8 -39.4% 45.4 28.8 57.5% Deferred tax liabilities 137.5 138.6 -0.8% 137.5 0.0% 550.1 554.6 -0.8% Equity in income of investees (net of taxes) (173.7) (34.7) 401.3% (37.6) 361.8% (309.9) (162.7) 90.4% Recoverable taxes paid overseas 59.1 29.8 98.2% - - 88.5 81.0 9.3% IoC Adjustments (200.8) - - (49.0) 309.7% (249.8) - - Discontinuity of the equity method (net of taxes) 14.6 - - (1,145.0) -101.3% (1,130.4) - - Gain on disposal of investment in associate (net of tax) - - - (474.2) - (474.2) - - Impairment (net of tax) 1,097.4 - - - - 1,097.4 - -Adjusted net income 534.1 373.2 43.1% 457.0 16.9% 1,819.2 1,478.7 23.0%

4Q15 4Q14 Change4Q15/4Q14 3Q15 Change

4Q15/3Q15 2015 2014 Change2015/2014

Total Expenses 213.4 250.4 -14.8% 217.8 -2.0% 850.7 804.1 5.8%

Depreciation (26.0) (32.1) -19.0% (26.1) -0.3% (110.9) (119.1) -6.9%

Stock Grant/Option (14.1) (7.0) 100.9% (19.4) -27.5% (99.0) (28.8) 243.6%

Tax on dividends from the CME Group - (32.8) - - - - (49.4) -

Provisions (2.8) (4.4) -35.2% (8.7) -67.2% (26.5) (19.5) 35.5%

BBM impact - 0.9 - - - - 5.2 -

Adjusted Expenses 170.4 174.9 -2.6% 163.6 4.2% 614.3 592.3 3.7%

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SUMMARY OF INCOME STATEMENT (in R$ millions)

*Excludes the net gain from the partial divestment in CME Group, the net impact from the discontinuity of the equity method of accounting for the remaining investment in CME Group and impairment impacts.

Financial Statements Summary of income statement (consolidated)

4Q15 4Q14 Change4Q15/4Q14 3Q15 Change

4Q15/3Q15 2015 2014 Change2015/2014

Net Revenues 543.2 533.4 1.8% 598.3 -9.2% 2,216.6 2,030.4 9.2%

Expenses (213.4) (250.4) -14.8% (217.8) -2.0% (850.7) (804.1) 5.8%

Operating Income 329.8 283.1 16.5% 380.5 -13.3% 1,366.0 1,226.4 11.4%

Operating margin 60.7% 53.1% 765 bps 63.6% -288 bps 61.6% 60.4% 122 bps

Financial Result 289.8 54.1 436.2% 86.0 236.9% 508.8 208.2 144.4%

EBT (1,043.0) 404.6 -357.8% 2,974.4 -135.1% 2,807.2 1,646.7 70.5%

Net Income ex-extraordinary impacts* 704.2 232.4 203.0% 393.3 79.0% 1,695.0 977.1 73.5%

Adjusted Net Income 534.1 373.2 43.1% 457.0 16.9% 1,819.2 1,478.7 23.0%

Adjusted EPS (in R$) 0.300 0.204 46.8% 0.256 17.2% 1.015 0.804 26.3%

Adjusted Expenses (170.4) (174.9) -2.6% (163.6) 4.2% (614.3) (592.3) 3.7%

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Contact

Investor Relations Department

Phone: 55 11 2565-4729 / 4418 / 4207 / 4834 / 7938ri@bmfbovespa.com.br