2 November 2016

The Team of Margrethe Vestager

European Commission

Rue de la Loi / Wetstraat 200

1049 Brussels

In Reference to your review of the proposed DB1 - LSEG merger

In your interviews with LSEG executives and in consideration of documents

they do (and do not) submit to you as part of your review, I would caution you

to be watchful for dishonesty, untruthfulness, omission, concealment and

outright falsehood. The LSEG conducts itself, from the top down, as a criminal

organisation would do, with contempt for law and a track record for rewarding

executives who say or do anything to secure the desired outcome.

I write to you in my capacity as a private citizen and as a recognised authority

on the exchange industry, having previously been a senior managing director

at Morgan Stanley in charge of various electronic trading businesses, before

leaving to serve as the founding chief executive of Turquoise, the MTF

initiative started by several of the leading investment banks and sold to the

LSEG in the wake of the 2008 financial crisis.

My dismissal from Turquoise was grossly mismanaged by LSEG executives,

which led to my taking legal action. In the course of subsequent proceedings

the LSEG conceded “unfair dismissal” but contested other points. I would

encourage you to read this account of the matter:

http://elilederman.com/Modern_Markets/Entries/2012/11/29_The_LSE_and_me__a_Cautionary_Tale_for_Sacked_Staff_Considering_the_Employment_Tribunal.html

Over the course of several months of legal correspondence, LSEG executives,

through their counsel, lied about the existence of highly relevant documents

that they were legally compelled to produce and did not, until the eve of the

trial, months after their legal obligation for disclosure. The testimony in court

and in sworn written statements of two executives, Tim Wright and David

Lester - under oath - was quite extraordinary. If it was not the flagrant perjury

it seemed obvious to be, then it was fantastically convenient incompetence

with truth. (The fact that two executives gave the same account of key details

- that proved to be blatantly false upon a further disclosure of previously

concealed documents - would make their “error” also incredibly coincidental.)

For whatever reason, the Employment Tribunal did not take action, and the

LSEG was largely successful is their vigorous campaign to dissuade the press

from covering the matter. Whether perjurious or incredibly incompetent with

truthfulness and honesty, one would reasonably expect a reputable company

to contain employees who would expose the organisation to such risks. Did

that happen? No, in the immediate aftermath of the case, these two

executives were promoted, with Lester moving to chair Turquoise and Wright

joining group CEO Rolet’s executive committee as Chief of Staff. A third

executive, Catherine Johnson, who was intimately connected with the LSEG’s

management of their legal defense in the matter, has also since been

promoted to the Executive Committee.

That is the poisoned culture of the company before you, an organisation

where “getting away with it” trumps any standard of ethical conduct.

I am happy to discuss any of this in more detail.

Sincerely,

[signed]

Eli Lederman