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Software AG - AGM 28 May 2019

General: Software AG is a leading independent integration, Internet of Things, analytics, process software and services company, which is trusted by over 70% of the world’s top 1,000 enterprises. The Company is active in 70 countries with more than 4,700 employees.

 As of 1 December 2018, Software AG Foundation held 33.7%, BlackRock Inc. held between 5% and 10% and Deutsche Asset Investment GmbH, Norges Bank and Axxion S.A. each held between 3% and 5% of the Company's shares.

 In financial year 2018, Group revenues decreased by 1.5% to EUR 865.7m, EBIT increased by 3.9% to EUR 231.6m and net income attributable to the shareholders of Software AG increased by 17.5% to EUR 164.9m.

 Item 5: BDO, Hamburg, is proposed as auditor for the current financial year. We have no concerns over the ratio of non-audit/audit fees. However, we note that BDO has audited the Company since the financial year 1997 which exceeds our maximum acceptable term of office. We therefore recommend opposing the re-election of BDO as auditor.

Software AG

Software is a holdinc company. Co. is engaged as a provider of process and integration software. Co.'s operates through three reporting lines: business process management or Business Process Excellence (BPE), data management or Enterprise Transaction Systems (ETS) and Consulting. The BPE segment consists of software products for integrated solutions in the field of Business Process Management for organizations of all industries and sizes. The ETS segment is engaged in providing database solutions for mainframes and the development of mainframe-based IT systems. The Consulting segment includes all consulting and services pertaining to the BPE, ETS and IDS Scheer Consulting business lines.


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