Modification of Share Capital or Rights Attaching to the Shares

Unless such right is limited or eliminated by the shareholders’ meeting as described below, holders of shares have a pre-emptive right to subscribe for any newly issued shares pro rata to the aggregate nominal value of shares held by them, except for shares issued for consideration other than cash and shares issued to employees of the Company or of a Group company. For the contractual position as to pre-emption rights, see “Relationships with Principal Shareholders”.

The shareholders’ meeting has the power to issue shares. The shareholders’ meeting may also authorize the Board of Directors for a period of no more than five years, to issue shares and to determine the terms and conditions of share issuances.

The shareholders’ meeting also has the power to limit or to exclude pre-emption rights in connection with new issues of shares, and may authorize the Board of Directors for a period of no more than five years, to limit or to exclude preemption rights. All resolutions in this context must be approved by a two-thirds majority of the votes cast during the shareholders’ meeting in the case where less than half of the capital issued is present or represented at said meeting.

A resolution will be submitted to the annual shareholders’ meeting of EADS to be held on 4th May 2007 in order to authorize the Board of Directors to issue shares representing up to 1% of the Company’s authorised share capital from time to time, to grant rights to subscribe for shares for a period up to and including the date of the annual shareholders’ meeting to be held in 2009 and also in the case where the subscription rights may be exercised thereafter, and to determine the terms and conditions of the shares issuances. Further resolutions will be submitted to such shareholders’ meeting to authorize the Board of Directors to limit or exclude the preferential subscription rights for the period up to and including the date of the annual shareholders’ meeting to be held in 2009.

The shareholders’ meeting may reduce the issued share capital by cancellation of shares or by reducing the nominal value of the shares by means of an amendment to the Articles of Association, the latter requiring the approval of at least two-thirds of the votes cast at the general meeting. In the annual general of shareholders to be held on 4th May 2007, it will be proposed to cancel up to a maximum of 4,568,405 shares.