The Company was founded with an authorised share capital of 500,000 Netherlands Guilders (“NLG”) divided into 500 shares each having a nominal value of 1,000 NLG, of which 100 were issued to Aerospatiale Matra on 29th December 1998. These shares were transferred to Dasa AG by way of notarised transfer certificate on 28th December 1999.

The changes in the shareholding of the Company since its initial public offering and listing are set forth below (for a description of the changes in the issued share capital of the Company since its incorporation, see “Changes in the Issued Share Capital Since Incorporation of the Company”).

Since July 2000, 4,293,746 EADS shares have been distributed without payment of consideration by the French State to certain former shareholders of Aerospatiale Matra as a result of its privatisation in June 1999. The last distribution took place in July 2002.

In addition, in January 2001, the French State and Lagardère sold on the market all of their EADS shares (respectively 7,500,000 and 16,709,333 EADS shares) other than their Indirect EADS Shares (and, in the case of the French State, other than the EADS shares to be distributed to former shareholders of Aerospatiale Matra, see “Relationships with Principal Shareholders — Specific Rights and Undertakings of the French State”) that they held as a result of the non-exercise of the over-allotment option granted to the underwriters in the context of the initial public offering carried out by the Company for the purpose of its listing in July 2000 (including, in the case of Lagardère, those shares other than its Indirect EADS Shares purchased from the French Financial Institutions at the end of the exercise period of the over-allotment option).

On 8th July 2004, DaimlerChrysler announced that it had placed on the market (in the context of a hedging transaction) all of its EADS shares (22,227,478 EADS shares), representing 2.73% of the capital and 2.78% of the EADS voting rights at that date, except for its Indirect EADS Shares.

On 4th April 2006, DaimlerChrysler and Lagardère announced the entry into simultaneous transactions aimed at reducing by 7.5% each their respective shareholdings in EADS. DaimlerChrysler entered into a forward sale agreement of approximately 61 million EADS shares with a group of investment banks. DaimlerChrysler indicated that it lent these shares to the banks in anticipation of the settlement of the forward sale. Lagardère issued mandatory exchangeable bonds. The EADS shares deliverable at the maturity of the bonds will represent a maximum of 7.5% of the share capital of EADS, or approximately 61 million EADS shares.

On 9th February 2007, DaimlerChrysler reached an agreement with a consortium of private and public-sector investors by which it will effectively reduce its shareholding in EADS from 22.5% to 15%. DaimlerChrysler has placed its entire 22.5% equity interest in EADS into a new company, in which the consortium of investors will acquire a one-third interest through a special-purpose entity. This effectively represents a 7.5% stake in EADS. DaimlerChrysler has the option of dissolving the new structure on 1st July 2010 at the earliest. If the structure is dissolved, DaimlerChrysler has the right either to provide the investors with EADS shares or to pay cash compensation. If EADS shares are provided, the German State, and the French State and Lagardère through SOGEADE, will be entitled to pre-empt such EADS shares to retain the balance between the German and the French side. DaimlerChrysler will continue to control the voting rights of the entire 22.5% package of EADS shares.

As from the date of filing with the AFM of the Registration Document of the Company for the financial year 2005 (26th April 2006), the Company received a threshold notification stating that, as of 8th September 2006, JSC Vneshtorgbank held 41,050,705 EADS shares. As of 31st December 2006, JSC Vneshtorgbank held 5.03% of the share capital of the Company.

The Division of the issued shares and voting rights of the Company before exercise of outstanding stock options granted for the subscription of EADS shares (see “Part 1 – Long Terms Incentive Plans”) in respect of the past three years is indicated in the table below:

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Shareholders

Position as at 31st Dec. 2006

Position as at 31st Dec. 2005

 

% of
capital

% of
voting
rights

Number
of shares

% of
capital

% of
voting
rights

Number
of shares

 

 

 

 

 

 

 

Dasa AG

22.47%

22.71%

183,337,704

29.89%

30.29%

244,447,704

SOGEADE

29.96%

30.27%

244,447,704

29.89%

30.29%

244,447,704

SEPI

5.48%

5.54%

44,690,871

5.47%

5.53%

44,690,871

Sub-total Contractual Partnership

57.91%

58.52%

472,476,279

65.25%

66.11%

533,586,279

French State

0.06%

0.06%

502.746

0.06%

0.06%

502,746*

Public

40.99%

41.42%

334.448.355

33.39%

33.83%

273,061,396**

Own share buy-back***

1.04%

8,504,144

1.30%

-

10,592,709

Total

100.00%

100.00%

815,931,524

100.00%

100.00%

817,743,130

 

 

 

 

 

 

 

Shareholders

 

Position as at 31st Dec. 2004

 

 

 

 

% of
capital

% of
voting
rights

Number
of shares

 

 

 

 

 

 

 

Dasa AG

 

 

 

30.20%

30.43%

244,447,704

SOGEADE

 

 

 

30.20%

30.43%

244,447,704

SEPI

 

 

 

5.52%

5.56%

44,690,871

Sub-total Contractual Partnership

 

 

 

65.92%

66.42%

533,586,279

French State

 

 

 

0.06%

0.06%

502,746

Public

 

 

 

33.25%

33.52%

269,248,792

Own share buy-back***

 

 

 

0.77%

-

6,241,252

Total

 

 

 

100.00%

100.00%

809,579,069

(*)

Shares held by the French State following the distribution without payment of consideration of 4,293,746 shares to certain former shareholders of Aerospatiale Matra as a result of its privatisation in June 1999. All the shares currently held by the French State will have to be sold on the market.

(**)

Including EADS employees. As at 31st December 2006, EADS employees hold approximately 1.72% of the share capital and 1.74% of the voting rights.

(***)

The EADS shares owned by the Company itself do not carry voting rights.

To the knowledge of the Company, except as disclosed previously in “Relationships with Principal Shareholders”, there are no pledges over the shares of the Company.

The Company requested a disclosure of the identity of the beneficial holders of its shares held by identifiable holders (“Titres au porteur identifiables”) holding more than 2,000 shares each. The study, which was completed on 29th December 2006, resulted in the identification of 1,590 shareholders holding a total of 296,788,586 EADS shares (including 9,566,454 shares held by Iberclear on behalf of the Spanish markets and 36,606,433 shares held by Clearstream on behalf of the German market).

The shareholding structure of the Company is as shown in the diagram in “Shareholding Structure”.

For further information on changes to shareholdings since 31st December 2006, see also “Recent Developments”.