AXWAY_REGISTRATION_DOCUMENT_2017

CORPORATE RESPONSIBILITY AXWAY GROUP AND ITS BUSINESS ACTIVITIES Administrative bodies and executive management

CORPORATE GOVERNANCE

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

3.1.3 Senior executives and company officers

First name, last name and professional address Pierre Pasquier Professional address: Sopra Steria GroupbSA PAE Les Glaisins BP 238 74942 Annecy France Jean-Marc Lazzari Professional address: Axway 6811 E. Mayo Boulevard, Suite 400 Phoenix, Arizona 85054 USA Patrick Donovan Professional address: Axway 6811 E. Mayo Boulevard, Suite 400 Phoenix, Arizona 85054 USA

Date first appointed and date on which term of office expires

Offices and duties within the Group during the last five years Offices and duties currently held: (Chapterb3, Sectionb1.2)

Offices and duties outside the Group during the last five years Offices and duties currently held: (Chapterb3, Sectionb1.2)

Office

Chairman of the Board ofbDirectors

1 st appointment: 22bDecember 2001

Term of office expires: General Meeting convened tobapprove the financial statements for the year endedb31bDecember 2018

Expired offices and duties: (Chapterb3, Sectionb1.2)

Expired offices and duties: (Chapterb3, Sectionb1.2)

Chief Executive Officer

1 st appointment: 22bJune 2015

Offices and duties currently held: CEO of Axway SoftwarebSA; Director of the Group’s subsidiaries; CEO of the Group’s subsidiaries.

Offices and duties currently held: Chairman of CGI/LOGICA France (2009-2013)

Term of office expires: Indefinite , having ended onb6bAprilb2018

Chief Executive Officer

1 st appointment: 6 April 2018

Offices and duties currently held: CEO of Axway Software SA; Director of the Group’s subsidiaries; CEO of the Group’s subsidiaries.

Offices and duties currently held: -

3.1.4 Family relationships To the best of the Company’s knowledge on the date this Registration Document was approved, the only existing family relationships were those between: ● Pierre Pasquier, the father-in-law of Pierre-Yves Commanay;Ǿand 3.1.5 Legal information As of the date of this Registration Document and to the best of the Company’s knowledge, none of the members of the Board of Directors or management have been:

● Pierre Pasquier, the father of Yann Metz-Pasquier;Ǿand ● Pierre-Yves Commanay, the brother-in-law of Yann Metz- Pasquier.

● incriminated and/or issued an official public sanction by statutory or regulatory authorities in the past five years. To the best of the Company’s knowledge, none of the corporate officers has been prevented by the courts from acting as a member of an issuer’s administrative, management or supervisory body or from being involved in an issuer’s management or the conduct of its business in the past five years.

● convicted of fraud in the past five years;

● declared bankrupt or placed into receivership or liquidation in the past five years;

3.1.6 Conflicts of interest within administrative and management bodies

The Company maintains significant relationships for its business, control, strategy and development with Sopra GMT, the lead holding company of which Pierre Pasquier is Chairman and Chief Executive Officer and in which the Pasquier family hold a 56.97% interest in the share capital and 64.62% of the voting rights. Sopra GMT controls the Company as a result of its direct and indirect holding of more than half of the Company’s share capital (56.97%) and 64.62% of its voting rights (see ChapterǾ6, SectionǾ2).

As a result, Sopra GMT exercises a considerable influence over the Company’s business, strategy and development. Furthermore, a framework assistance agreement has been entered into with Sopra GMT, under the terms of which Sopra GMT provides a number of services to Sopra Steria GroupǾSA and Axway Software (see ChapterǾ3, SectionsǾ3.1 and 3.2). Pursuant to the procedure applicable to regulated agreements, this agreement, and its extension, were submitted to the Board

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AXWAY - 2017 REGISTRATION DOCUMENT

www.axway.com