AXWAY_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE AXWAY GROUP AND ITS BUSINESS ACTIVITIES Statutory Auditors’ report on the consolidated financial statements CORPORATE RESPONSIBILITY

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

Report to the Audit Committee We submitted a report to the Audit Committee setting forth, notably, the scope of the audit activities and the work program implemented, together with our audit findings. We also made that Committee aware of any significant internal control weaknesses that we may have identified as regards the procedures for preparing and processing accounting and financial information. Among the elements communicated in the report to the Audit Committee are the risks of significant anomaly, which we deem to have been highest for the audit of the consolidated financial statements for the fiscal year, and which therefore constitute the key points of the audit that we describe in this report. We also provided the Audit Committee with the declaration prescribed by Article 6 of Regulation (EU) no. 537-2014 confirming our independence, within the meaning of the rules applicable in France, as laid down notably in Articles L. 822-10 to L. 822-14 of the French Commercial Code and in the code of ethics governing the Statutory Auditors’ profession. Where applicable, we advised the Audit Committee of any risks calling into question our independence, and the safeguarding measures applied.

● the auditor takes note of the aspects of internal control relevant to the audit, in order to define audit procedures that are appropriate in the circumstances, and not in the aim of expressing an opinion on the effectiveness of the internal control function; ● the auditor assesses the appropriateness of the accounting methods adopted and the reasonableness of the accounting estimates made by management, as well as assessing the information concerning them supplied in the consolidated financial statements; ● the auditor assesses the appropriateness of management’s application of the going concern accounting convention and, depending on the evidence gathered, determines whether there exists any significant uncertainty relating to events or circumstances liable to call into question the company's ability to continue its operations. In making this assessment, the auditor relies on evidence gathered up to the date of his or her report, although it should be recalled that subsequent circumstances or events may call into question the continuity of business. If the auditor finds that significant uncertainty does exist, he or she draws the attention of the reader to the information supplied in the consolidated financial statements concerning such uncertainty or, if that information is not supplied or not relevant, makes a qualified certification, or refuses to certify; ● the auditor assesses the overall presentation of the consolidated financial statements and determines whether those consolidated financial statements reflect the underlying operations and events in such a way as to give a true and fair view; ● concerning the financial information of the persons or entities included in the scope of consolidation, the auditor collects the evidence he or she considers sufficient and appropriate to express an opinion on the consolidated financial statements. The auditor is responsible for managing, supervising and conducting the audit of the consolidated financial statements, and for expressing the opinion on those financial statements.

Courbevoie and Paris, 20 April 2018 The Statutory Auditors

Auditeurs & Conseils Associés – ACA Nexia

Mazars

Sandrine Gimat

Bruno Pouget

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AXWAY - 2017 REGISTRATION DOCUMENT

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