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Software AG GB 2012, englisch

SOFTWARE AG | ANNUAL REPORT 2012 242 [39] Statement on Corporate Governance The Company submitted its Statement on Corporate Governance on February 28, 2013. It will be published in March 2013 on our website at www.softwareag.com/compliance. This statement includes the declaration of compliance with the German Corporate Governance Code pursu- ant to Section 161 of the German Stock Corporation Act (AktG), which was issued separately and published on our website at www.softwareag.com/us/inv_rel/corpgovernance/statement/ on February 7, 2013. [40] Exemption for domestic Group companies pursuant to Section 264 (3) of the German Commercial Code (HGB) With the approval of the relevant shareholders’ meetings, SAG Deutschland GmbH, Darmstadt, IDS Scheer Consulting GmbH, Saarbrücken, SAG Consulting Services GmbH, Darmstadt and Software Financial Holding GmbH, Darmstadt, which are included in the consolidated financial statements of Software AG, have been exempted from the duty to prepare and publish annual financial statements, and from the duty to have them audited, in compliance with provisions applicable to corporations in accordance with Section 264 (3) of the German Commercial Code. Date and authorization for issue Software AG’s Management Board approved the consolidated financial statements on February 28, 2013. Darmstadt, February 28, 2013 Software AG K.-H. Streibich Dr. W. Jost A. Zinnhardt

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