AXWAY_REGISTRATION_DOCUMENT_2017

AXWAY GROUP AND ITS BUSINESS ACTIVITIES

CORPORATE RESPONSIBILITY

CORPORATE GOVERNANCE

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

Current ownership

6.2 Current ownership

As at 31/12/2017

Number ofbtheoretical votingbrights

Number ofbexercisable votingbrights 12,032,495

Number of sharesbowned

% of voting rights

Shareholders

% of capital

Sopra Steria GroupbSA

6,913,060 4,503,321

32.59% 12,032,495 21.23% 9,006,642

35.08%

Sopra GMT (1)

9,006,642

26.2% 0.14% 1.52%

Pasquier family Group (1)

27,094 291,424

0.13% 1.37%

46,626 522,019

46,626 522,019

Odin family Group (1)

Sopra Développement (2)

1

0.0%

2

2

0%

Management (2)

348,892

1.64%

556,989

556,989

1.62%

Shareholder agreement between the Founders, thebManagers and Sopra Steria GroupbSA

12,083,792 2,572,458 6,526,126

56.97% 22,164,773 12.13% 5,144,916 30.77% 6,992,069

22,164,773 5,144,916 6,992,069

64.62% 14.99% 20.37%

Caravelle

Float (3)

Treasury shares

27,855

0.13%

27,855

0

0%

Total

21,210,231

100% 34,329,613 34,301,758

99%

(1) Sopra GMT, the Pasquier family Group and the Odin family Group being together referred to as the “Founders.” (2) Sopra Développement and Management being together referred to as the “Managers.” (3) Calculated by difference.

To the best of the Company’s knowledge, no individual public shareholder owns more than 5% of the capital. On 31ǾDecember 2017, Axway Software did not own any treasury shares other than those held under the market-making agreement (27,855 shares).

No significant change occurred in the Company’s share capital during the fiscal year ended 31ǾDecember 2017.

As at 31/12/2016

Number ofbtheoretical votingbrights

Number ofbexercisable votingbrights 12,032,495

Number of sharesbowned

% of voting rights

Shareholders

% of capital

6

Sopra Steria GroupbSA

6,913,060 4,503,321

32.89% 12,032,495 21.42% 8,886,179

35.42% 26.16%

Sopra GMT (1)

8,886,179

Pasquier family Group (1)

27,094 291,424

0.13% 1.39%

46,626 522,019

46,626 522,019

0.14% 1.54%

Odin family Group (1)

Sopra Développement (2)

1

0.0%

2

2

0%

Management (2)

360,277

1.71%

576,400

576,400

1.67%

Shareholder agreement between the Founders, thebManagers and Sopra Steria GroupbSA

12,095,177 2,572,458 6,345,875

57.74% 22,054,721 12.24% 5,144,916 30.19% 6,770,112

22,054,721 5,144,916 6,770,112

64.92% 15.14% 19.93%

Caravelle

Float (3)

Treasury shares

7,529

0.04%

7,529

0

0%

Total

21,021,039

100% 33,977,278 33,969,749

100%

(1) Sopra GMT, the Pasquier family Group and the Odin family Group being together referred to as the “Founders.” (2) Sopra Développement and Management being together referred to as the “Managers.” (3) Calculated by difference.

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AXWAY - 2017 REGISTRATION DOCUMENT