Of the Ordinary General Meeting

Resolution No. 07/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the election of a Chairperson of the General Meeting

Par. 1

Acting under Art. 409.1 of the Commercial Companies Code, the Ordinary General Meeting of LSI Software S.A. hereby resolves to appoint Mrs. Aneta Czerwińska as a Chairperson of the General Meeting.

Par. 2

The Resolution shall come into force on the day of its adoption

The Resolution was adopted in an open ballot with 2,601,001 votes ‘for’, 0 votes ‘against’ and 0 abstentions. Number of shares under which valid votes were cast: 1,001,001 which accounts for 30.70 % of the share capital and 100.00% of the votes cast.

The Chairperson of the General Meeting confirmed the correctness of convening the General Meeting and its ability to pass resolutions included in the agenda. The General Meeting is attended by 1,001,001 shares with 2,601,001 voting rights which accounts for 30.70% of the share capital. Taking above into consideration, in accordance with Art. 398, 399.1 read with Art. 4022.1-2 of the Commercial Companies Code, the General Meeting is valid and capable of adopting resolutions.

Resolution No. 08/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the adoption of the Agenda

Par. 1

The Ordinary General Meeting of LSI Software S.A. hereby resolves to adopt the Agenda of the Ordinary General Meeting of the Company in the following wording published on the Company’s website and via ESPI System (Electronic System for Disclosure of Information) on 28May 2014 (on 9 June 2014 – after amendments) in accordance with Art. 401.1 and Art. 401.2 of the Commercial Companies Code:

Opening of the Ordinary General Meeting.
Election of the Chairman of the Ordinary General Meeting.
Statement that the Ordinary General Meeting has been properly convened and is able to adopt resolutions.
Approval of the EGM Agenda.
Appointment of the Vote-Counting Committee.
Resolutions concerning the amendment to the Company’s Articles of Association.
Review and approval of the separate and the consolidated financial statements for the year 2013.
Review and approval of the Report of the Management Board on activities of the Company and the Capital Group for the year 2013.
Adoption of a resolution in respect of allocation of the profit for the year 2013.
Granting a vote of acceptance to the Members of the Management Board for the performance of their duties in the financial year 2012 and 2013.
Changes to the composition of the Supervisory Board.
Changes to the composition of the Management Board.
Adoption of a resolution on the approval of the Report of the Supervisory Board on its activities in 2013 and the Report on the assessment of financial statements for the year 2013.
Granting a vote of acceptance to the Members of the Supervisory Board for the performance of their duties in the financial year 2013.
Closing the Ordinary General Meeting.

Par. 2

The Resolution shall come into force on the day of its adoption

Resolution No. 09/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the appointment of members of the

Vote Counting Committee of the Ordinary General Meeting

Par. 1

The General Meeting of LSI Software S.A. hereby resolves to appoint the following persons to the composition of the Vote Counting Committee:

1. Jerzy Łochowski

2. Grzegorz Karpiński

Par. 2

The Resolution shall come into force on the day of its adoption.

Resolution No. 10/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the amendment to the Company’s Articles of Association

Par. 1

In accordance with Art. 430.1 of the Commercial Companies Code, the Ordinary General Meeting of LSI Software S.A. hereby resolves as follows:

Par. 2

It is resolved that the Company’s Articles of Association be amended by deleting point 2 in Par. 11 and by adding to Par. 11 point 2 in the following wording:

Par. 11

2. Bearer shares may be subject to conversion into registered provided that they are not admitted to trading on the regulated market.

Par. 3

The Resolution shall come into force on the day of its adoption.

Resolution No. 11/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the amendment to the Company’s Articles of Association

Par. 1

In accordance with Art. 430.1 and Art. 334.2 of the Commercial Companies Code, the Ordinary General Meeting of LSI Software S.A. hereby resolves as follows:

Par. 2

It is resolved that the Company’s Articles of Association be amended by deleting points 1-6 in Par. 11 and by adding to Par. 11 points 1-6 in the following wording:

1/ 100,000 (one hundred thousand) A1-series bearer ordinary shares numbered from 000.001 to 100.000;

2/ 75,476 (seventy five thousandfour hundred seventy six) A2-series bearer ordinary shares numbered from 100.001 to 175.476 and 24,524 (twenty four thousand five hundred twenty four) A2-series registered shares numbered from 175.477 to 200.000;

3/ 100,000 (one hundred thousand) A3-series bearer registered shares numbered from 200.001 to 300.000;

4/ 100,000 (one hundred thousand) A4-series bearer registered shares numbered from 300.001 to 400.000;

5/ 100,000 (one hundred thousand) A5-series bearer registered shares numbered from 400.001 to 500.000;

6/ 100,000 (one hundred thousand) A6-series bearer registered shares numbered from 500.001 to 600.000.

Par. 3

The resolution shall enter into force on the date of adoption with effect from the date of entry in the register.

Resolution No. 12/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the amendment to the Company’s Articles of Association by way of granting an

authorisation to the Management Board as to the increase of share capital within the scope of authorised capital and to performance of necessary changes following from the process of share capital increase

Par. 1

In accordance with Art. 430 of the Commercial Companies Code read with Art. 444 of the Commercial Companies Code, the Ordinary General Meeting of LSI Software S.A. hereby resolves to revoke the current wording of Par. 11a of the Company’s Articles of Association and introduce the following wording of this paragraph:

Par. 11 a

1. The Management Board of the Company shall be authorized, to increase the share capital of the Company within the authorized capital by an amount not exceeding PLN 1,00,000 (one million) through the issue not more than 100000 (one million) new shares of nominal value equal to PLN 1 (one) each, by way of one or several increases of the share capital within the limits determined above.

2. The authorization for the Management Board to increase the share capital of the Company within the authorized capital shall be granted for the period of three years as from the entry into National Court Register of an amendment envisaging the subject authorised capital.

3. While exercising the authorization to increase the share capital within the authorized capital, the Management Board of the Company shall be authorized to determine the issue price of new shares excluding the requirement to obtain the consent of the Supervisory Board, subject to the fact that the issue price may not be lower than the average price for Company’s sharesexecuted in the course of trading on the regulated market operated by the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.), during last three months preceding the date of adoption by the Management Board of the resolution regarding the share capital increase within the authorized capital.

4. The Management Board shall be authorized to issue subscription warrants (as referred to in Art. 453.2 of the Commercial Companies Code) in order to increase the share capital of the Company within the authorized capital, providing that the subscription right is exercisable not later than at the end of the period as referred to in point 2 above.

5. Unless the provisions of the Commercial Companies Code provide otherwise, the Management Board of the Company shall be authorized to decide on all issues associated with the increase of the Company’s share capital within the authorized capital. The Management Board shall be particularly authorized to:

a. determine other conditions of the share issue including the date (dates) as from which the shares participate in the dividend,

b. establish the rules, adopt resolutions, and perform other actions concerning the issue of shares as well as to propose shares through a public offering or private,

c. conclude [...] agreements for investment underwriting or service underwriting or underwriting services that secure the[...]success of a share issue,

d. adopt resolutions, submit applications, and perform other actions concerning dematerialisation of shares, including conclusion of agreements with the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) for the registration of shares,

e. adopt resolutions, submit applications and perform other actions concerning applying for admission and introduction to trading on the regulated market, including conclusion of agreements with the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.),

f. introduce amendments to the Company’s Articles of Association on account of execution of entitlements following from the authorisation hereof,

g. decide on all issues regarding each admission and introduction to exchange trading of the securities issued by the Company, including the Company’s shares and other securities associated with securities issued by the Company (rights to shares, pre-emptive rights),

h. decide on all matters regarding the dematerialisation of securities issued by the Company including conclusion of agreements for the registration in the depository for securities, particularly in the depository operated by the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) of securities issued by the Company, including the Company’s shares and other securities associated with securities issued by the Company.

Par. 2

The Resolution shall come into force on the day of its adoption.

Resolution No. 13/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on granting the authorisation to the Management Board as to exclusion of the pre-emptive right of current shareholders upon receiving the consent of the Supervisory Board

Par. 1

In accordance with Art. 430 of the Commercial Companies Code read with Art. 447 and Art. 433.2 of the Commercial Companies Code, the Ordinary General Meeting of LSI Software S.A. hereby resolves to ament the current wording of Par. 11a of the Company’s Articles by adding point 6 with the following wording:

Par. 11 a

(…)

6. With the consent of the Supervisory Board, the Management Board may deprive Shareholders, in whole or in part, of their pre-emptive rights to shares issued within the scope of the authorised share capital or subscription warrants issued in accordance with Par. 11a.4 of the Articles of Association.

Par. 2

The Resolution shall come into force on the day of its adoption.

Resolution No. 14/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the approval of the separate and the consolidated

financial statements for the year 2013

Par. 1

In accordance with Art. 395.2.1 of the Commercial Companies Code and Par. 26.2.a of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby approves the Company’s separate financial statement prepared as at 31 December 2013, consisting of:

a) introduction to the financial statement,

b) balance sheet prepared as at 31 December 2013with total assets and liabilities amounting to PLN 28363000 (twenty eight million three hundred and sixty three thousand zloty),

c) profit and loss account for the period of 1 January 2013 – 31 December 2013, disclosing a net profit of PLN 1 629000 (one million six hundred and twenty nine thousand zloty),

d) statement of changes in equity for the period of 1 January 2013 – 31 December 2013, indicating an increase in equity by PLN 1 523000 (one million five hundred and twenty three thousand zloty),

e) cash flow statement for the period of 1 January 2013 - 31 December 2013, indicating anincrease in cash by PLN 958000 (nine hundred and fifty eight thousand zloty),

f) additional information and explanations.

Par. 2

In accordance with Art. 395.2.1 of the Commercial Companies Code and Par. 26.2.a of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby approves the Company’s consolidated financial statement prepared as at 31 December 2013, consisting of:

a) introduction to the financial statement,

b) consolidated balance sheet prepared as at 31 December 2013with total assets and liabilities amounting to PLN32132000 (thirty two million one hundred and thirty two thousand zloty),

c) consolidated profit and loss account for the period of 1 January 2013 – 31 December 2013, disclosing a net profit of PLN 2039000 (two million thirty nine thousand zloty),

d) statement of changes in consolidated equity for the period of 1 January 2013 – 31 December 2013, indicating an increase in equity by PLN 1933 000 (one million nine hundred and thirty threethousand zloty),

e) consolidated cash flow statement for the period of 1 January 2013 - 31 December 2013, indicating anincrease in cash by PLN 1 332000 (one million three hundred and thirty two thousand zloty),

f) additional information and explanations.

Par. 3

The Resolution shall come into force on the day of its adoption.

Resolution No. 15/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the approval of the Report of the Management Board on activities of the Company

and of the Capital Group for the year 2013

Par. 1

In accordance with Art. 395.2.1 of the Commercial Companies Code and Par. 26.2.a of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby approves:

1) Report of the Management Board on activities of the Company for the year 2013,

2) Report of the Management Board on activities of the Capital Group for the year 2013.

Par. 2

The Resolution shall come into force on the day of its adoption.

Resolution No. 16/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the acknowledgement of the fulfilment of duties by

the President of the Management Board in 2012

Par. 1

In accordance with Art. 395.2.3 of the Commercial Companies Code and Par. 26.2. of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby resolves to acknowledge the fulfilment of duties byMr. Grzegorz Siewiera in the financial year 2012, in connection with the function of thePresident of the Management Board held by him.

Par. 2

The Resolution shall come into force on the day of its adoption.

The Resolution was adopted in a secret ballot with 1000 votes ‘for’, 0 vote ‘against’ and 1 abstentions. Number of shares under which valid votes were cast: 1000 which accounts for 0.03% % of the total number of votes and 100.00% of the votes cast.

Resolution No. 17/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the acknowledgement of the fulfilment of duties by

the President of the Management Board in 2013

Par. 1

In accordance with Art. 395.2.3 of the Commercial Companies Code and Par. 26.2. of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby resolves to acknowledge the fulfilment of duties byMr. Grzegorz Siewiera in the financial year 2013, in connection with the function of thePresident of the Management Board held by him.

Par. 2

The Resolution shall come into force on the day of its adoption.

Resolution No. 18/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the acknowledgement of the fulfilment of duties by

the Member of the Management Board in 2013

Par. 1

In accordance with Art. 395.2.3 of the Commercial Companies Code and Par. 26.2.d of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby resolves to acknowledge the fulfilment of duties byMr. Bartłomiej Grduszak in the financial year 2013, in connection with the function of the Member of the Management Board held by him.

Par. 2

The Resolution shall come into force on the day of its adoption.

The Resolution was adopted in a secret ballot with 2,601,001 votes ‘for’, 0 votes ‘against’ and 0 abstentions. Number of shares under which valid votes were cast: 1,001,001 which accounts for 30.70 % of the share capital and 100.00% of the votes cast.

Resolution No. 19/2014

of the Ordinary General Meeting

of LSI SOFTWARE S.A.

on the acknowledgement of the fulfilment of duties by

the Member of the Management Board in 2013

Par. 1

In accordance with Art. 395.2.3 of the Commercial Companies Code and Par. 26.2.d of the Company’s Articles of Association, the Ordinary General Meeting of LSI Software S.A. hereby resolves to acknowledge the fulfilment of duties byMr. Jerzy Łochowski in the financial year 2013, in connection with the function of the Member of the Management Board held by him.

Par. 2

The Resolution shall come into force on the day of its adoption.