EADS’ remuneration policy aims at attracting and retaining talents that will contribute to the Group’s business success. The compensation policy is therefore designed to focus efforts on what the Group wants to value and reward.

The Board of Directors is composed of Non-Executive Directors and Executive Directors (who are also members of the Executive Committee).

Compensation of the Directors

The Non-Executive Directors are entitled to receive an accumulated total target compensation as a group of Non-Executive Directors on a full year basis of €900,000. This target compensation includes (i) a fixed part of €30,000 per director and €60,000 per chairman, (ii) a fee for participation in Board of Directors’ meetings and Committee meetings (if such Committee meetings take place on a different date than the Board of Directors’ meetings) of €5,000 per director and €10,000 per chairman, per meeting and (iii) a variable part composed of a profit sharing calculated, on the basis of EBIT* (75%) and cash (25%) results of the Group, of €50,000 per director and €100,000 per chairman at 100% target achievement. The rules for the profit sharing calculation on the basis of EBIT* (75%) and cash (25%) results of the Group for the Non-Executive Directors are the same as for the members of the Executive Committee (see below “— Compensation of the Members of the Executive Committee”). The Non-Executive Directors do not have termination packages.

The Executive Directors receive neither fees for participation in Board of Directors’ meetings nor any dedicated compensation as members of the Board of Directors in addition to their compensation as members of the Executive Committee (see below “— Compensation of the Members of the Executive Committee”). The Executive Directors are eligible for benefits under stock option plans (see “Options Granted to Employees”) and under employee share ownership plans in their capacity as qualifying employees (see also “Employee Share Offering”). Additionally, the Executive Directors are entitled to pension benefits.

The amounts of the various components constituting the compensation granted to Executive Directors and Non-Executive Directors during 2005 together with additional information such as the number of stock options and details of the pension benefits entitlements of the Executive Directors are set out in “Notes to the Company Financial Statements — Note 9: Remuneration”.

The Executive Directors are also entitled to a termination package when they leave the Company as a result of a decision of the Company. The employment contracts for Executive Directors are concluded for an indefinite term with an indemnity of up to a maximum of 24 months of their target income. The maximum 24 months indemnity can be reduced prorata depending on the age of retirement.

Compensation of the Members of the Executive Committee

The members of the Executive Committee, including Executive Directors but also members of the Executive Committee who are not members of the Board of Directors, are entitled to receive for the year 2005 an accumulated total target compensation on a full year basis of €10,654,987. This target compensation is calculated pro rata for the Executive Directors present in the Company on 31 December 2005. This compensation is divided for the Chief Executive Officers into a 45% fixed part and a 55% variable part and for the other Executive Directors into a 50% fixed part and a 50% variable part (in practice, the variable part can exceed 50% of the total compensation in case of overachievement of the targets). The variable part is calculated on the basis of two equal components: (i) a profit sharing calculated on the basis of EBIT* (75%) and cash (25%) results of the Group and (ii) a bonus corresponding to individual achievements.

The total compensation paid by EADS and all its Group companies to the two former Chief Executive Officers of the Company, Mr. Philippe Camus and Mr. Rainer Hertrich, during the year 2005 was €1,948,941 each. Under the terms of their employment contracts, the former CEOs were also entitled to a termination package of €2,550,000 each (i.e., 18 months of total target income).

The total compensation paid by EADS and all its Group companies to the two new Chief Executive Officers of the Company, Mr. Thomas Enders and Mr. Noël Forgeard, during the year 2005 was €450,000 each.