AXWAY_REGISTRATION_DOCUMENT_2017

AXWAY GROUP AND ITS BUSINESS ACTIVITIES Other reports

CORPORATE RESPONSIBILITY

CORPORATE GOVERNANCE

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

3.8 Other reports

Report of the Board of Directors on the use of delegations ofbauthority granted and other delegations of authority which expired during the fiscal year Dear shareholders, The purpose of this report, prepared in accordance with ArticlesǾL.Ǿ225-129-5 and R.Ǿ225-116 of the French Commercial Code, is to inform the Meeting of the use of the current delegations of authority granted to the Board by the General shareholders’ Meeting in accordance with the provisions of ArticlesǾL.Ǿ225-129-1 and L.Ǿ225-129-2 of the French Commercial Code.

I. Use of the delegations of authority granted by the Combined General Meeting ofb21bJune 2016, valid until 6bJune 2017

The delegation of authority granted to the Board of Directors by the eleventh resolution of the Combined General Meeting to grant free performance-based shares to qualifying Group salaried

employees or corporate officers was used up to 1.47% of the Company’s share capital.

II. Use of the delegations of authority granted by the Combined General Meeting ofb6bJuneb2017

The other delegations of authority granted by the Combined General Meeting of 6ǾJune 2017 were not used by the Board of Directors. The table summarizing the delegations of authority still valid and their use is available in ChapterǾ6, SectionǾ6.5 of this Registration Document.

The delegation of authority granted to the Board of Directors by the ninth resolution of the Combined General Meeting to purchase Company shares in accordance with ArticlesǾL.Ǿ225- 209 et seq. of the French Commercial Code was used up to 0.13% of the Company’s share capital.

Paris, 19ǾApril 2018 The Board of Directors

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AXWAY - 2017 REGISTRATION DOCUMENT

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