NEOPOST_REGISTRATION_DOCUMENT_2017

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Corporate governance report

Statutory auditors’ special report on regulated related party agreements and commitments

Statutory auditors’ special report on regulated related party agreements and commitments

Annual General Meeting called to approve the accounts for the financial year ending 31 January 2018

To the Shareholders,

In our capacity as statutory auditors of your Company, we hereby present our report on regulated related party agreements and commitments. Our responsibility is to inform you, on the basis of the information provided to us, of the terms and conditions, the purpose, and the benefits to the company of the agreements and commitments, that have been indicated to us or that we would have identified performing our role, without expressing an opinion on their usefulness or their merit or searching for other agreements or commitments. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code ( Code de commerce ), to evaluate the benefits resulting from these agreements and commitments prior to their approval. However, we are required, if any, to inform you in accordance with Article R. 225-31 of the French Commercial Code ( Code de commerce ) of the implementation, during the year of related party agreements and commitments already approved by the Annual General Meeting. We performed the procedures which we considered necessary to comply with professional guidance issued by the French Institute of Statutory Auditors ( Compagnie nationale des commissaires aux comptes ) relating to this type of engagement. These procedures consisted in verifying that the information provided to us is consistent with the documentation from which it has been extracted.

AGREEMENTS AND COMMITMENTS TO BE AUTHORIZED BY THE ANNUAL GENERAL 1. MEETING

Agreements and commitments authorized during the year Pursuant to Article L. 225-40 of the French Commercial Code ( Code de commerce ), we have been advised of the following agreement previously authorized by your Board of Directors.

Collective pension plans Relevant person: Mr. Geoffrey Godet, Chief Executive Officer of Neopost SA (as of February 1, 2018)

Nature, object and conditions: The Board of Directors of January 12, 2018 has authorized Mr. Geoffrey Godet to benefit from a defined contribution pension plan settled in 2001 for employees. The contribution amounts to 5 % of the salary which cannot exceed 5 times the annual limit defined by the French social security system. Interest for Neopost SA: The Board of Directors, upon recommendation of the Remuneration Committee ( Comité des Rémunérations ), was committed to ensure that these elements comply with the remuneration policy and has noted that the defined contribution pension plan was granted on the same basis and in the same terms as granted to his predecessor.

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REGISTRATION DOCUMENT 2017 / NEOPOST