AIRBUS GROUP – REGISTRATION DOCUMENT – FINANCIAL STATEMENTS

www.airbus-group.com

European Aeronautic Defence
and Space Company EADS N.V.
Mendelweg 302333 CS Leiden
The Netherlands
Auriga Building
4, rue du Groupe d’Or - BP 90112
31703 Blagnac cedex - France

2013

9

REGISTRATIONDOCUMENT
2013
FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 2013

www.reports.airbus-group.com

The complete AIRBUS GROUP Annual Report package 2013 consists of:www.airbus-group.com
www.airbus-group.com

Here you will find the Financial Statements 2013

Annual Review 2013
"WE MAKE IT FLY"

Registration Document 2013
Financial Statements

Please also refer to the accompanying
AIRBUS GROUP Corporate Responsibility
and Sustainability Report 2013

Photographs © Airbus Group – © Airbus S.A.S. 2014 – Photo by Master Films/A. Doumenjou – X.
All rights reserved.

REGISTRATIONDOCUMENT
2013

European Aeronautic Defence and Space Company EADS N.V. (the “Company” and together with its subsidiaries, the “Group”) is a
Dutch company, which is listed in France, Germany and Spain. The applicable regulations with respect to public information and protectionof investors, as well as the commitments made by the Company to securities and market authorities, are described in this Registration
Document (the “Registration Document”).
As further described in its press release of 2 January 2014, the Group has been rebranded as Airbus Group as of such date.
The Company’s legal name change into Airbus Group N.V. shall be submitted to the Company’s Annual General Meeting of Shareholders(the “AGM”) scheduled for end of May 2014. The Company’s subsidiaries may change their legal names in line with the Group’s
rebranding.
In addition to historical information, this Registration Document includes forward-looking statements. The forward-looking statements
are generally identiﬁed by the use of forward-looking words, such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan”, “project”,“predict”, “will”, “should”, “may” or other variations of such terms, or by discussion of strategy. These statements relate to the Company’s
future prospects, developments and business strategies and are based on analyses or forecasts of future results and estimates of amounts
not yet determinable. These forward-looking statements represent the view of the Company only as of the dates they are made, and theCompany disclaims any obligation to update forward-looking statements, except as may be otherwise required by law. The forwardlooking statements in this Registration Document involve known and unknown risks, uncertainties and other factors that could cause theCompany’s actual future results, performance and achievements to differ materially from those forecasted or suggested herein. These
include changes in general economic and business conditions, as well as the factors described under “Risk Factors” below.
This Registration Document was prepared in accordance with Annex 1 of EC Regulation 809 / 2004, ﬁled in English with, andapproved by, the Autoriteit Financiële Markten (the “AFM”) on 4 April 2014 in its capacity as competent authority under the
Wet op het ﬁnancieel toezicht (as amended) pursuant to Directive 2003 / 71 / EC. This Registration Document may be usedin support of a ﬁnancial transaction as a document forming part of a prospectus in accordance with Directive 2003 / 71 / EC
only if it is supplemented by a securities note and a summary approved by the AFM.

2 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

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REGISTRATION DOCUMENT
2013

Risk Factors
1

Information on the Group’s
Activities

2

Management’s Discussion
and Analysis ofFinancial Condition
and Results of Operations

3

General Descriptionof the Company
and its Share Capital4

Corporate Governance5

Entity Responsible
for the Registration Document

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 3

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AIRBUSGROUPREGISTRATION DOCUMENT
2013

Risk Factors

7

1.

Financial Market Risks

8

2.

Business-Related Risks

12

3.

Legal Risks

17
19

4.

1

Industrial and Environmental Risks

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Discussion
2 Management’s
and Analysis of Financial Condition
and Results of Operations

59

2.1

Operating and Financial Review

60

2.1.1

Overview

61

2.1.2 Critical Accounting Considerations,
Policies and Estimates

62

2.1.3 Performance Measures67

2.1.4 Results of Operations

71

2.1.5 Changes in Consolidated Total Equity(Including Non-Controlling Interests)

76

2.1.6 Liquidity and Capital Resources

77

Informationon the Group’s Activities

21

1.1

Presentation of the Group

22

2.1.7 Hedging Activities

84

1.1.1

Overview

22

2.2

Financial Statements

86

26

2.3

Statutory Auditors’ Fees

87

1.1.3 Eurocopter (now Airbus Helicopters)

35

2.4

1.1.4

38

Information Regarding
the Statutory Auditors

87

1.1.2 Airbus

Astrium

1.1.5 Cassidian

44

1.1.6

Other Businesses

46

1.1.7

Investments

47

1.1.8 Insurance

49

1.1.9 Legal and Arbitration Proceedings

50

1.1.10 Research and Technology, Intellectual Property

51

1.1.11 Environmental Protection

53

1.1.12 Employees

56

1.1.13 Incorporation by Reference

57

1.2

57

Recent Developments

4 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Description
3 Generalof the Company and
its Share Capital

89

3.1

General Description of the Company

90

3.1.1

Commercial and Corporate Names,
Seat and Registered Ofﬁce

90

3.1.2 Legal Form

90

3.1.3 Governing Laws and Disclosures90

3.1.4 Date of Incorporation and Duration of the Company

92

3.1.5 Objects of the Company

92

3.1.6 Commercial and Companies Registry92

3.1.7 Inspection of Corporate Documents

92

3.1.8 Financial Year93

3.1.9 Allocation and Distribution of Income

93

3.1.10 General Meetings

93

3.1.11 Disclosure of Holdings

95

3.1.12 Mandatory Disposal

96

3.1.13 Mandatory Offers

97

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GENERAL TABLE OF CONTENTS

3.2

General Description of the Share Capital98

4 Corporate
Governance

117

4.1

Management and Control

118

3.2.1 Issued Share Capital98

3.2.2 Authorised Share Capital

98

3.2.3 Modiﬁcation of Share Capitalor Rights Attached to the Shares

99

4.1.1

Corporate Governance Arrangements

118

3.2.4 Securities Granting Accessto the Company’s Share Capital

99

4.1.2 Corporate Governance Arrangements
after the EGM on 27 March 2013

121

3.2.5 Changes in the Issued Share Capital
since Incorporation of the Company

100

4.1.3 Dutch Corporate Governance Code,“Comply or Explain”

131

102

4.1.4 Enterprise Risk Management System

132

3.3.1 Shareholding Structure102

4.1.5 Ethics and Compliance Organisation

136

3.3.2 Relationships with Principal Shareholders

103

4.2

3.3.3 Form of Shares

106

3.3

Shareholdings and Voting Rights

3.3.4 Changes in the Shareholding of the Company
since its Incorporation

106

3.3.5 Persons Exercising Control over the Company

108

3.3.6 Simpliﬁed Group Structure Chart

108

3.3.7 Purchase by the Company of its Own Shares

110

3.4

113

Dividends

3.4.1 Dividends and Cash Distributions Paid
Since the Incorporation of the Company

113

3.4.2 Dividend Policy of the Company

113

3.4.3 Unclaimed Dividends

114

3.4.4 Taxation

114

3.5

115

Annual Securities Disclosure Report

Interests of Directors and Principal
Executive Ofﬁcers

138

4.2.1 Remuneration Policy

138

4.2.2 Long-Term Incentives Granted
to the Chief Executive Ofﬁcer

146

4.2.3 Related Party Transactions

146

4.3

Employee Proﬁt Sharing
and Incentive Plans

146

4.3.1 Employee Proﬁt Sharing and Incentive Agreements

146

4.3.2 Employee Share Ownership Plans

147

4.3.3 Long-Term Incentive Plans

148

Responsible
5 Entity
for the Registration Document

155

5.1

Entity Responsible
for the Registration Document

156

5.2

Statement of the Entity Responsible
for the Registration Document

156

5.3

Information Policy

157

5.4

Undertakings of the Company regarding
Information

157

Signiﬁcant Changes

157

5.5

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 5

RISK
FACTORS

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Risk Factors
1.

Financial Market Risks

8

2.

Business-Related Risks

12

3.

Legal Risks

17

4.

Industrial and Environmental Risks

19

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 7

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Risk Factors
1 Financial Market Risks

The Company is subject to many risks and uncertainties that may affect its
ﬁnancial performance. The business, results of operation or ﬁnancial conditionof the Company could be materially adversely affected by the risks described
below. These are not the only risks the Company faces. Additional risks anduncertainties not presently known to the Company or that it currently considers
immaterial may also impair its business and operations.

1.

Financial Market Risks

Global Economic and Sovereign Debt Concerns
As a global company, the Company’s operations and performance
depend signiﬁ cantly on market and economic conditions in
Europe, the US, Asia and the rest of the world. Market disruptions
and signiﬁcant economic downturns may develop quickly due to,among other things, crises affecting credit or liquidity markets,regional or global recessions, sharp ﬂuctuations in commodity
prices (including oil), currency exchange rates or interest rates,
inflation or deflation, sovereign debt and bank debt rating
downgrades, restructurings or defaults, or adverse geopoliticalevents (including those in the Middle East, North Africa andother regions). Any such disruption or downturn could affect theCompany’s activities for short or extended periods and have anegative effect on the Company’s future results of operation andﬁnancial condition.
European ﬁnancial markets have, in recent years, experienced
signiﬁcant disruptions as a result of concerns regarding the abilityof certain countries in the euro-zone to reduce their budget deﬁcits
and reﬁnance or repay their sovereign debt obligations as theycome due. The European Central Bank and Eurozone policy
makers have so far succeeded to stabilise the Eurozone andthe European banks, decrease the volatility of the Euro against
other major currencies thanks to improvements in the governanceof the Eurozone banking system. However, the asset quality ofEuropean banks remains a risk for the ﬁnancial system and the
EU sovereign debt crisis remains a drag on near term economic
prospects despite signs of a slow recovery.
The improving labour market, the recovery of the housing market
and the budget compromise support the recovery of the US
economy. The reduction of the monthly bond purchases by theFederal Reserve Bank, which has been started in December 2013
and which is likely to be continued throughout 2014 subject
to a further improving employment, is the starting point for a

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normalisation of the monetary policy. The immediate impact
from the tapering is partly mitigated by an unchanged forward
guidance on short-term policy rates. Medium term concerns
about the increasing budget deﬁ cit and the sustainability ofsovereign debt will likely have to be addressed over the next
several years through a combination of tax increases, agreed
budget cuts or budget sequestration in defence and entitlement
spending, combined with an increase in the debt ceiling to ﬁnancefurther borrowing. This could negatively affect economic growthin the US and worldwide, the creditworthiness of US Treasury
securities and the exchange rate of the US dollar against othermajor currencies (in particular euro or pound sterling), which may
in turn adversely impact the Company’s sales in the defence
sector, the market value of the Company’s investments or theexchange rates at which the Company is able to hedge its foreign
currency exposure.
The gradual reduction of monetary easing by the Federal Reserve
Bank and the expected increase of US treasury yields impact
ﬁnancial markets of emerging countries, in particular those withhigh current account deﬁcits. Contagion effects to other emerging
market countries are also likely. The continued reallocation of
investments to the US might further weaken emerging market
currencies mainly against the US dollar and deteriorates therefinancing conditions for issuers from emerging countries
including our customers in these countries. Market interventionsof emerging markets’ central banks to avoid the weakening of
their local currency, such as hiking their reﬁnancing rates or thepurchase of their local currency against foreign currency reserves,
are limited. The mixture from tightening reﬁnancing conditions andweaker emerging market currencies might affect the economic
growth in emerging markets which in turn might also lower global
growth expectations.

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Risk Factors
1 Financial Market Risks

If economic conditions were to deteriorate, or if more pronounced
market disruptions were to occur, there could be a new orincremental tightening in the credit markets, low liquidity, andextreme volatility in credit, currency and equity markets. This could
have a number of effects on the Company’s business, including:¬ requests by customers to postpone or cancel orders for aircraft
due to, among other things, lack of adequate credit supply
from the market to ﬁnance aircraft purchases or weak levelsof passenger demand for air travel and cargo activity moregenerally;¬ an increase in the amount of sales ﬁnancing that the Company
must provide to its customers to support aircraft purchases,
thereby increasing its exposure to the risk of customer defaults
despite any security interests the Company might have in theunderlying aircraft;¬ further reductions in public spending for defence, homeland
security and space activities, which go beyond those budget
consolidation measures already proposed by governments
around the world;¬ ﬁnancial instability, inability to obtain credit or insolvency of key
suppliers and subcontractors, thereby impacting the Company’s
ability to meet its customer obligations in a satisfactory andtimely manner;¬ continued de-leveraging as well as mergers, rating downgrades
and bankruptcies of banks or other ﬁnancial institutions, resulting
in a smaller universe of counterparties and lower availabilityof credit, which may in turn reduce the availability of bankguarantees needed by the Company for its businesses or restrict
its ability to implement desired foreign currency hedges; and¬ default of investment or derivative counterparties and otherfinancial institutions, which could negatively impact theCompany’s treasury operations including the cash assets of
the Company.
The Company’s ﬁnancial results could also be negatively affected
depending on gains or losses realised on the sale or exchangeof financial instruments; impairment charges resulting fromrevaluations of debt and equity securities and other investments;
interest rates; cash balances; and changes in fair value ofderivative instruments. Increased volatility in the ﬁnancial markets
and overall economic uncertainty would increase the risk of theactual amounts realised in the future on the Company’s ﬁnancial
instruments differing signiﬁcantly from the fair values currently
assigned to them.

Foreign Currency Exposure
A signiﬁcant portion of the Company’s revenues is denominatedin US dollars, while a major portion of its costs is incurred in euro,
and to a lesser extent, in pounds sterling. Consequently, to theextent that the Company does not use ﬁnancial instruments tohedge its exposure resulting from this foreign currency mismatch,
its proﬁ ts will be affected by market changes in the exchange
rate of the US dollar against these currencies. The Company has
therefore implemented a long-term hedging portfolio to help secure
the rates at which a portion of its future US dollar-denominatedrevenues (arising primarily at Airbus) are converted into euro orpound sterling, in order to manage and minimise this foreign
currency exposure.
There are complexities inherent in determining whether and when
foreign currency exposure of the Company will materialise, inparticular given the possibility of unpredictable revenue variations
arising from order cancellations, postponements or delivery delays.
The Company may also have difﬁculty in fully implementing its
hedging strategy if its hedging counterparties are unwilling toincrease derivatives risk limits with the Company, and is exposedto the risk of non-performance or default by these hedging
counterparties. The exchange rates at which the Company is able
to hedge its foreign currency exposure may also deteriorate, as
has been the case during the past several years with the steadyappreciation of the euro against the US dollar. Accordingly, theCompany’s foreign currency hedging strategy may not protect itfrom signiﬁcant changes in the exchange rate of the US dollar to*

the euro and the pound sterling, in particular over the long-term,
which could have a negative effect on its results of operationand ﬁnancial condition. In addition, the portion of the Company’s
US dollar-denominated revenues that is not hedged in accordancewith the Company’s hedging strategy will be exposed to changes
in exchange rates, which may be signiﬁcant.
Currency exchange rate ﬂuctuations in those currencies otherthan the US dollar in which the Company incurs its principal
manufacturing expenses (mainly the euro) may affect the abilityof the Company to compete with competitors whose costs are
incurred in other currencies. This is particularly true with respect
to ﬂuctuations relative to the US dollar, as many of the Company’s
products and those of its competitors (e.g., in the defence export
market) are priced in US dollars. The Company’s ability to competewith competitors may be eroded to the extent that any of theCompany’s principal currencies appreciates in value against the
principal currencies of such competitors.
The Company’s consolidated revenues, costs, assets and liabilities
denominated in currencies other than the euro are translated into
the euro for the purposes of compiling its ﬁnancial statements.
Changes in the value of these currencies relative to the euro
will therefore have an effect on the euro value of the Company’s
reported revenues, costs, earnings before interest and taxes, pregoodwill impairment and exceptionals (“EBIT*”), other ﬁnancial
result, assets and liabilities.

Unless otherwise indicated, EBIT* ﬁgures presented in this report are Earning before Interest and Taxes, pre goodwill impairment and exceptionals.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 9

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Risk Factors
1 Financial Market Risks

See “— Management’s Discussion and Analysis of Financial
Condition and Results of Operations — 2.1.7 Hedging Activities”
for a discussion of the Company’s foreign currency hedging
strategy. See “— Management’s Discussion and Analysisof Financial Condition and Results of Operations — 2.1.2.6
Accounting for Hedged Foreign Exchange Transactions in the
Financial Statements” for a summary of the Company’s accounting
treatment of foreign currency hedging transactions.

Sales Financing Arrangements
In support of sales, the Company may agree to participate in theﬁnancing of selected customers. As a result, the Company has asigniﬁcant portfolio of leases and other ﬁnancing arrangements withairlines and other customers. The risks arising from the Company
sales ﬁnancing activities may be classiﬁed into two categories:(i) credit risk, which concerns the customer’s ability to perform its
obligations under a ﬁnancing arrangement, and (ii) aircraft valuerisk, which primarily relates to unexpected decreases in the future
value of aircraft. Measures taken by the Company to mitigate
these risks include optimised financing and legal structures,
diversiﬁcation over a number of aircraft and customers, credit
analysis of ﬁnancing counterparties, provisioning for the credit andasset value exposure, and transfers of exposure to third parties.
No assurances may be given that these measures will protect theCompany from defaults by its customers or signiﬁcant decreases
in the value of the ﬁnanced aircraft in the resale market.
The Company’s sales ﬁnancing arrangements expose it to aircraft
value risk, because it generally retains security interests in aircraft
for the purpose of securing customers’ performance of theirﬁnancial obligations to the Company, and because it may guarantee
a portion of the market value of certain aircraft during limited periods
after their delivery to customers. Under adverse market conditions,the market for used aircraft could become illiquid and the market
value of used aircraft could signiﬁcantly decrease below projectedamounts. In the event of a ﬁnancing customer default at a time whenthe market value for a used aircraft has unexpectedly decreased,

the Company would be exposed to the difference between theoutstanding loan amount and the market value of the aircraft, netof ancillary costs (such as maintenance and remarketing costs,etc.). Similarly, if an unexpected decrease in the market value of agiven aircraft coincided with the exercise window of an asset value
guarantee with respect to that aircraft, the Company would be
exposed to losing as much as the difference between the market
value of such aircraft and the guarantee amount. No assurances
may be given that the provisions taken by the Company will be
sufﬁcient to cover these potential shortfalls. Through the Airbus
Asset Management department or as a result of past ﬁnancing
transactions, the Company is the owner of used aircraft, exposing
it directly to ﬂuctuations in the market value of these used aircraft.
In addition, the Company has outstanding backstop commitments
to provide ﬁnancing related to orders on Airbus’ and ATR’s backlog.
While past experience suggests it is unlikely that all such proposed
ﬁ nancing actually will be implemented, the Company’s sales
ﬁ nancing exposure could rise in line with future sales growthdepending on the agreement reached with customers. Despite themeasures taken by the Company to mitigate the risks arising fromsales ﬁnancing activities as discussed above, the Company remains
exposed to the risk of defaults by its customers or signiﬁ cantdecreases in the value of the ﬁnanced aircraft in the resale market,
which may have a negative effect on its future results of operationand ﬁnancial condition.

Counterparty Credit
In addition to the credit risk relating to sales ﬁnancing as discussed
above, the Company is exposed to credit risk to the extent of
non-performance by its counterparties for ﬁnancial instruments,
such as hedging instruments and cash investments. However, theGroup has policies in place to avoid concentrations of credit risk
and to ensure that credit risk exposure is limited.
Counterparties for transactions in cash, cash equivalents andsecurities as well as for derivative transactions are limited tohighly rated ﬁnancial institutions, corporates or sovereigns. The
Company’s credit limit system assigns maximum exposure lines tosuch counterparties, based on a minimum credit rating threshold

10 — AIRBUS GROUP REGISTRATION DOCUMENT 2013as published by Standard & Poor’s, Moody’s and Fitch Ratings.
Besides the credit rating, the limit system also takes into accountfundamental counterparty data, as well as sector and maturity
allocations and further qualitative and quantitative criteria suchas credit risk indicators. The credit exposure of the Company isreviewed on a regular basis and the respective limits are regularly
monitored and updated. The Company also seeks to maintain acertain level of diversiﬁcation in its portfolio between individual
counterparties as well as between ﬁnancial institutions, corporates
and sovereigns in order to avoid an increased concentration of
credit risk on only a few counterparties.

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Risk Factors
1 Financial Market Risks

However, there can be no assurance that the Company will not lose
the beneﬁt of certain derivatives or cash investments in case of asystemic market disruption. In such circumstances, the value andliquidity of these ﬁnancial instruments could decline and result in asigniﬁcant impairment, which may in turn have a negative effect on
the Company’s future results of operation and ﬁnancial condition.
Moreover, the progressive implementation of new financial
regulations (Basel III, EMIR, CRD4, Bank Restructuring Resolution
Directive, Dodd Frank Act, Volcker Rules, etc.) will have an impact
on the business model of banks (for example, the split between

investment banking and commercial banking activities) and on thecapital cost of such banks’ activities in relation to over-the-counter
derivatives, and therefore on the funding consequences of central
clearing and collateralisation of over-the-counter derivatives forcorporations like the Company. This may ultimately increase thecost and reduce the liquidity of the Company’s long-term hedges,
for example, as banks seek to either pass-on the additional costs
to their corporate counterparties or withdraw from low-proﬁ t
businesses altogether.

Equity Investment Portfolio
The Company holds several equity investments for industrial
or strategic reasons, the business rationale for which may varyover the life of the investment. Equity investments are either
accounted for using the equity method (associated companies),
if the Company has the ability to exercise signiﬁcant inﬂuence, orat fair value. If fair value is not readily determinable, the investment
is measured at cost.
The Company’s principal investment in associates is Dassault
Aviation. The net asset value of this investment was € 2.7 billion
as of 31 December 2013. The Company is exposed to the riskof unexpected material adverse changes in the fair value of
Dassault Aviation and that of other associated companies. For

equity investments other than associates, which make up only
a fraction of the Company’s total assets, the Company regards
the risk of negative changes in fair value or impairments on theseinvestments as non-signiﬁcant.
Treasury shares held by the Company are not considered to beequity investments. Additionally, treasury shares are not regarded
as being exposed to risk, as any change in value of treasury sharesis recognised directly in equity only when sold to the market andnever affects net income. Treasury shares are primarily held tohedge the dilution risk arising from employee stock ownershipplans and the exercise by employees of stock options.

Pension Commitments
The Company participates in several pension plans for both
executive as well as non-executive employees, some of which
are underfunded. For information related to these plans, see“— Management’s Discussion and Analysis of Financial Condition
and Results of Operations” and “Notes to the Consolidated
Financial Statements (IFRS) — Note 25b: Provisions for retirement
plans”. Although the Company has recorded a provision in its
balance sheet for its share of the underfunding based on current
estimates, there can be no assurance that these estimates will not
be revised upward in the future, leading the Company to record
additional provisions in respect of such plans.

Necessary adjustments of such provisions are driven by (i) the
discount factor (dependent in part on interest rates) and theinﬂ ation rate applied to calculate the net present value of thepension liabilities, (ii) the performance of the asset classes which
are represented in the pension assets, and (iii) additional cash
injections contributed by the Company from time to time to thepension assets. The Company has taken measures to limit potential
losses on the pension assets and to better match the characteristicsof the pension liabilities with those of the pension assets as a longterm objective. Nevertheless, any required additional provisions
would have a negative effect on the Company’s total equity (netof deferred taxes), which could in turn have a negative effect on
its future ﬁnancial condition.

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Risk Factors
2 Business-Related Risks

Tax Issues
As a multinational group with operations in numerous jurisdictions
and sales around the world, the Company is subject to tax legislation
in a number of countries. The Company manages its business so
as to create value from the synergies and commercial capacities
of its different entities, and therefore endeavours to structure its
operations and transactions in a tax-efﬁcient manner. The structureof the Company’s organisation and of the transactions it enters
into are based on its own interpretations of applicable tax laws andregulations, generally relying on opinions received from internal or
independent tax counsel, and, to the extent necessary, on rulingsor speciﬁc guidance from competent tax authorities. There canbe no assurance that the tax authorities will not seek to challengesuch interpretations, in which case the Company or its afﬁliates
could become subject to tax claims. Moreover, the tax laws andregulations that apply to the Company’s business may be amended
by the tax authorities—for example as a result of changes in ﬁscal
circumstances or priorities—which could affect the overall tax
efﬁciency of the Company.
For further information relating to ﬁnancial market risks and theways in which the Company attempts to manage these risks,see “— Notes to the Consolidated Financial Statements (IFRS) —Note 34a: Financial risk management”.

2. Business-Related Risks
Commercial Aircraft Market Cyclicality
Historically, the market for commercial aircraft has shown cyclicaltrends, due in part to changes in passenger demand for air
travel and cargo activity, which are in turn primarily inﬂuenced
by economic or gross domestic product (“GDP”) growth. Other
factors, however, play an important role in determining the market
for commercial aircraft, such as (i) the average age and technicalobsolescence of the ﬂeet relative to new aircraft, (ii) the number
and characteristics of aircraft taken out of service and parked

pending potential return into service, (iii) passenger and freightload factors, (iv) airline pricing policies, (v) airline ﬁnancial healthand the availability of outside ﬁnancing for aircraft purchases,(vi) deregulation and (vii) environmental constraints imposed uponaircraft operations. The Company expects that the market forcommercial aircraft will continue to be cyclical, and that downturns
in broad economic trends may have a negative effect on its future
results of operation and ﬁnancial condition.

Terrorism, Pandemics and Other Catastrophic Events
As past terrorist attacks and the spread of pandemics (such as
H1N1 ﬂ u) have demonstrated, terrorism and pandemics may
negatively affect public perception of air travel safety and comfort,
which may in turn reduce demand for air travel and commercial
aircraft. The outbreak of wars, riots or political unrest in a given
region may also affect the willingness of the public to travel by air.
Furthermore, major airplane crashes may have a negative effecton the public’s or regulators’ perceptions of the safety of a givenclass of aircraft, form of design, airline or air trafﬁc. As a result ofterrorism, geopolitical instability, pandemics and other catastrophic
events, an airline may be confronted with sudden reduced demand
for air travel and be compelled to take costly security and safetymeasures. In response to such events, and the resulting negative
impact on the airline industry or particular airlines, the Company
may suffer from a decline in demand for all or certain types of its

12 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

aircraft or other products, and the Company’s customers may
postpone delivery or cancel orders.
In addition to affecting demand for its products, the occurrenceof catastrophic events could disrupt the Company’s internal
operations or its ability to deliver products and services tocustomers. Disruptions may be related to threats to physicalsecurity and infrastructure, information technology or cyberattacks or failures, damaging weather or acts of nature and othercrises. Any signiﬁ cant production delays, or any destruction,
manipulation, theft or improper use of the Company’s data,
information systems or networks could have a signiﬁcant adverse
effect on the Company’s future results of operation and ﬁnancial
condition as well as on the reputation of the Company and its
products and services.

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Dependence on Key Suppliers and Subcontractors
The Company is dependent on numerous key suppliers andsubcontractors to provide it with the raw materials, parts,
assemblies and systems that it needs to manufacture its products.
The Company relies upon the good performance of its suppliers
and subcontractors to meet the obligations deﬁned under theircontracts. Supplier performance is continually monitored andassessed so that supplier development programmes can belaunched if performance standards fall below expectations. No
assurance can be given that these measures will fully protect theCompany from non-performance of a supplier which could disrupt
production and in turn may have a negative effect on its future
results of operation and ﬁnancial condition.
Changes to the Company’s production or development schedules
may impact suppliers so that they initiate claims under theircontracts for ﬁnancial compensation. However the robust, longterm nature of the contracts and a structured process to manage
such claims, limits the Company’s exposure. Despite thesemitigation measures, there could still be a negative effect on the
future results of operation and ﬁnancial condition of the Company.
As the Company’s global sourcing footprint extends, some
suppliers (or their sub-tier suppliers) may have production facilities
located in countries that are exposed to socio-political unrest or

natural catastrophes which could interrupt deliveries. Countrybased risk assessment is applied by the Company to monitor such
exposures and to ensure that appropriate mitigation plans or fallback solutions are available for deliveries from zones considered
at risk. Despite these measures, the Company remains exposed
to interrupted deliveries from suppliers impacted by such events
which could have a negative effect on the future results of operationand ﬁnancial condition of the Company.
Suppliers (or their sub-tier suppliers) may also experience ﬁnancial
difﬁculties requiring them to ﬁle for bankruptcy protection, which
could disrupt the supply of materials and parts to the Company.
However ﬁnancial health of suppliers is analysed prior to selection
to minimise such exposure and then monitored during the contract
period to enable the Company to take action to avoid suchsituations. In exceptional circumstances, the Company may berequired to provide ﬁnancial support to a supplier and therefore face
limited credit risk exposure. If insolvency of a supplier does occur,
the Company works closely with the appointed administrators tosafeguard contractual deliveries from the supplier. Despite thesemitigation measures, the bankruptcy of a key supplier could still
have a negative effect on the future results of operation andﬁnancial condition of the Company.

Industrial Ramp-Up
As a result of the large number of new orders for aircraft recorded
in recent years, the Company intends to accelerate its productionin order to meet the agreed upon delivery schedules for suchnew aircraft (including helicopters). As it nears full capacity, theCompany’s ability to further increase its production rate will bedependent upon a variety of factors, including execution of internal
performance plans, availability of raw materials, parts (such asaluminium, titanium and composites) and skilled employees givenhigh demand by the Company and its competitors, conversionof raw materials into parts and assemblies, and performanceby suppliers and subcontractors (particularly suppliers of buyer-

furnished equipment) who may experience resource or ﬁnancial
constraints due to ramp-up. Management of such factors is also
complicated by the development of new aircraft programmes inparallel, in particular at Airbus, which carry their own resource
demands. Therefore, the failure of any or all of these factors could
lead to missed delivery commitments, and depending on the lengthof delay in meeting delivery commitments, could lead to additionalcosts and customers’ rescheduling or terminating their orders.
Good progress has been made in 2013 and the supply chain is in
general more stable. Speciﬁc areas of risk with suppliers of cabinequipment need to be carefully managed.

Technologically Advanced Products and Services
The Company offers its customers products and services thatare technologically advanced, the design and manufacturing of
which can be complex and require substantial integration andcoordination along the supply chain. In addition, most of theCompany’s products must function under demanding operating
conditions. Even though the Company believes it employs
sophisticated design, manufacturing and testing practices, there
can be no assurance that the Company’s products or services

will be successfully developed, manufactured or operated or thatthey will perform as intended.
Certain of the Company’s contracts require it to forfeit part ofits expected proﬁt, to receive reduced payments, to provide a
replacement launch or other products or services, to provide
cancellation rights, or to reduce the price of subsequent sales tothe same customer if its products fail to be delivered on time or to

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perform adequately. No assurances can be given that performance
penalties or contract cancellations will not be imposed should
the Company fail to meet delivery schedules or other measuresof contract performance – in particular with respect to new
development programmes such as the A350 XWB or A400M.
See “— Programme-Speciﬁc Risks” below.
In addition to the risk of contract cancellations, the Company
may also incur signiﬁcant costs or loss of revenues in connection
with remedial action required to correct any performance issues
detected in its products or services. For example, following thediscovery of hairline cracks in the wing rib feet of certain inservice A380 aircraft in 2011, the Company recorded charges

for estimated warranty and repair costs for delivered aircraft. See“— Management’s Discussion and Analysis of Financial Condition
and Results of Operations — 2.1.1.3 Significant Programme
Developments, Restructuring and Related Financial Consequencesin 2011, 2012 and 2013”. Moreover, to the extent that a performanceissue is considered to have a possible impact on safety, regulators
could suspend the authorisation for the affected product or service.
Any signiﬁcant problems with the development, manufacturing,
operation or performance of the Company’s products and services
could have a signiﬁcant adverse effect on the Company’s future
results of operation and ﬁ nancial condition as well as on the
reputation of the Company and its products and services.

Dependence on Public Spending and on Certain Markets
In any single market, public spending (including defence andsecurity spending) depends on a complex mix of geopoliticalconsiderations and budgetary constraints, and may therefore be
subject to signiﬁcant ﬂuctuations from year to year and country tocountry. Due to the overall economic environment and competingbudget priorities, several countries have reduced their level of
public spending. This is especially true with respect to defence
and security budgets, where certain countries have already
implemented substantial reductions. Any termination or reductionof future funding or cancellations or delays impacting existing
contracts may have a negative effect on the Company’s future
results of operation and ﬁnancial condition. In the case where

several countries undertake to enter together into defence orother procurement contracts, economic, political or budgetary
constraints in any one of these countries may have a negative
effect on the ability of the Company to enter into or perform suchcontracts.
Further, a significant portion of the Company’s backlog isconcentrated in certain regions or countries, including the US
and Asia. Adverse economic and political conditions as well as
downturns in broad economic trends in these countries or regions
may have a negative effect on the Company’s future results ofoperation and ﬁnancial condition.

Availability of Government and Other Sources of Financing
Since 1992, the EU and the US have operated under an agreementthat sets the terms and conditions of financial support thatgovernments may provide to civil aircraft manufacturers. In late2004, however, the US sought to unilaterally withdraw from thisagreement, which eventually led to the US and the EU making formal
claims against each other before the World Trade Organization(“WTO”). While both sides have expressed a preference for anegotiated settlement that provides for a level playing ﬁeld whenfunding future aircraft developments, they have thus far failed
to reach agreement on key issues. The terms and conditionsof any new agreement, or the ﬁnal outcome of the formal WTO
proceedings, may limit access by the Company to risk-sharingfunds for large projects, may establish an unfavourable balanceof access to government funds by the Company as compared
to its US competitors or may in an extreme scenario cause theEuropean Commission and the involved governments to analyse
possibilities for a change in the commercial terms of funds alreadyadvanced to the Company.

14 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

In prior years, the Company and its principal competitors haveeach received different types of government ﬁnancing of productresearch and development. However, no assurances can be giventhat government ﬁnancing will continue to be made available in
the future, in part as a result of the proceedings mentioned above.
Moreover, the availability of other outside sources of ﬁnancing
will depend on a variety of factors such as market conditions,the general availability of credit, the Company’s credit ratings, aswell as the possibility that lenders or investors could develop anegative perception of the Company’s long- or short-term ﬁnancial
prospects if it incurred large losses or if the level of its businessactivity decreased due to an economic downturn. The Company
may therefore not be able to successfully obtain additional outside
financing on favourable terms, or at all, which may limit theCompany’s future ability to make capital expenditures, fully carryout its research and development efforts and fund operations.

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Competition and Market Access
The markets in which the Company operates are highly
competitive. In some areas, competitors may have more
extensive or more specialised engineering, manufacturing andmarketing capabilities than the Company. In addition, some of
the Company’s largest customers may develop the capability
to manufacture products or provide services similar to those of
the Company. This would result in these customers supplying
their own products or services and competing directly with theCompany for sales of these products or services, all of which
could signiﬁcantly reduce the Company’s revenues. There canbe no assurance that the Company will be able to compete
successfully against its current or future competitors or that thecompetitive pressures it faces in all business areas will not result
in reduced revenues or market share.

In addition, the contracts for many aerospace and defence
products are awarded, implicitly or explicitly, on the basis of homecountry preference. Although the Company is a multinational
company which helps to broaden its domestic market, it may
remain at a competitive disadvantage in certain countries,
especially outside of Europe, relative to local contractors forcertain products. The strategic importance and political sensitivity
attached to the aerospace and defence industries means thatpolitical considerations will play a role in the choice of many
products for the foreseeable future.

Major Research and Development Programmes
The business environment in many of the Company’s principal
operating business segments is characterised by extensive
research and development costs requiring signiﬁcant up-front
investments with a high level of complexity. The business plans
underlying such investments often contemplate a long payback
period before these investments are recouped, and assume acertain level of return over the course of this period in order tojustify the initial investment. There can be no assurances thatthe commercial, technical and market assumptions underlying
such business plans will be met, and consequently, the payback
period or returns contemplated therein achieved. The Company
expects that its consolidated research and development expenses
may increase signiﬁcantly in future years in connection with the
ramp-up of new programmes across all Divisions, in particulardevelopment of the A350 XWB.

Successful development of new programmes also depends on
the Company’s ability to attract and retain aerospace engineers
and other professionals with the technical skills and experience
required to meet its speciﬁc needs. Demand for such engineers
may often exceed supply depending on the market, resulting in
intense competition for qualiﬁed professionals. There can be noassurances that the Company will attract and retain the personnel
it requires to conduct its operations successfully. Failure to attract
and retain such personnel or an increase in the Company’s
employee turnover rate could negatively affect the Company’s
future results of operation and ﬁnancial condition.

Restructuring, Transformation and Cost Saving Programmes
In order to improve competitiveness, offset rising procurement
costs and achieve proﬁtability targets, among other things, theCompany and its Divisions have launched several restructuring,transformation and cost saving programmes over the past several
years. These include group-wide programmes, as well as Divisionspeciﬁ c programmes such as the Airbus Defence and Space
restructuring plan.
Anticipated cost savings under these programmes are basedon estimates, however, and actual savings under these
programmes may vary significantly. In particular, the Company’s
cost reduction measures are based on current conditions anddo not take into account any future cost increases that could
result from changes in its industry or operations, including new

business developments, wage and cost increases or otherfactors. The Company’s failure to successfully implement theseplanned cost reduction measures, or the possibility that these
efforts may not generate the level of cost savings it expects
going forward, could negatively affect its future results ofoperation and financial condition.
In addition to the risk of not achieving the anticipated level of costsavings from these programmes, the Company may also incur
higher than expected implementation costs. In many instances,
there may be internal resistance to the various organisational
restructuring and cost reduction measures contemplated.
Restructuring, closures, site divestitures and job reductions
may also harm the Company’s labour relations and public

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relations, and have led and could lead to work stoppages and/or demonstrations. In the event that these work stoppages and/or
demonstrations become prolonged, or the costs of implementing

the programmes above are otherwise higher than anticipated,
the Company’s future results of operation and ﬁnancial condition
may be negatively affected.

Acquisitions, Joint Ventures & Strategic Alliances
As part of its business strategy, the Company may acquirebusinesses and form joint ventures or strategic alliances.
Acquisitions are inherently risky because of difﬁculties that may
arise when integrating people, operations, technologies andproducts. There can be no assurance that any of the businesses
that the Company acquires can be integrated successfully and astimely as originally planned or that they will perform well and deliver

the expected synergies once integrated. In addition, the Company
may incur signiﬁcant acquisition, administrative and other costs
in connection with these transactions, including costs related tointegration of acquired businesses. While the Company believes
that it has established appropriate and adequate procedures andprocesses to mitigate these risks, there is no assurance that thesetransactions will be successful.

Public-Private Partnerships and Private Finance Initiatives
Defence customers, particularly in the UK, increasingly request
proposals and grant contracts under schemes known as publicprivate partnerships (“PPPs”) or private ﬁnance initiatives (“PFIs”).
PPPs and PFIs differ substantially from traditional defence
equipment sales, as they often incorporate elements such as:¬ the provision of extensive operational services over the life of
the equipment;¬ continued ownership and ﬁnancing of the equipment by a party
other than the customer, such as the equipment provider;¬ mandatory compliance with speciﬁc customer requirements
pertaining to public accounting or government procurement
regulations; and¬ provisions allowing for the service provider to seek additionalcustomers for unused capacity.

The Company is party to PPP and PFI contracts, for example
through Paradigm with Skynet 5 and related telecommunications
services, and in the AirTanker (FSTA) project. One of the complexities
presented by PFIs lies in the allocation of risks and the timing
thereof among different parties over the lifetime of the project.
There can be no assurances of the extent to which the Company
will efﬁciently and effectively (i) compete for future PFI or PPP
programmes, (ii) administer the services contemplated under
the contracts, (iii) ﬁnance the acquisition of the equipment andthe on-going provision of services related thereto, or (iv) accessthe markets for the commercialisation of excess capacity. The
Company may also encounter unexpected political, budgetary,
regulatory or competitive risks over the long duration of PPP and
PFI programmes.

Programme-Speciﬁc Risks
In addition to the risk factors mentioned above, the Company also
faces the following programme-speciﬁc risks (while this list does
not purport to be exhaustive, it highlights the current risks believed
to be material by management):
A350 XWB programme. In connection with the A350 XWB
programme, after a successful initial flight test campaign ofA350 XWB-900, the Company faces the following main challenges:
ensuring aircraft performance and flight tests completion,
certiﬁcation and ﬁrst deliveries before the end of 2014; maintaining
supply chain performance and production ramp-up; managing
production overcosts of the early aircraft and recurring costs
beyond the initial ramp-up phase; maintaining customisation andheads of versions ramp-up; and maintaining the development
schedule of A350 XWB-1000 to ensure entry in service as planned.

16 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

A380 programme. In connection with the A380 programme,
the Company faces the following main challenges: managementof stress in the supply chain as a result of the steep ramp-up in
production in coming years; making continued improvements tolower the resources and costs associated with designing eachcustomised “head of version” aircraft for new customers, in order
to allow a higher number of heads of version to be completed eachyear; and managing maturity in service. The wing rib feet issues are
now well understood and ﬁxes are in place. The impact will be closely
managed with customers over the next two years. However, in thecase of such a large and complex aircraft, risk that the Company
could run into further technical issues in the future remains.
A400M programme. In connection with the A400M programme,
the Company faces the following main challenges: ﬁnalising thedevelopment, tests and associated documentation to enable

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progressively enhanced aircraft capabilities (enhanced IOC andstandard operational clearance (SOC1 to 3); completing theﬁnal development of a full set of in-service support goods andservices, and providing high levels of service for integrated logistic
support that deliver mission success to programme customers;
pursuing further aircraft development (engine, cargo systems,
military systems); continuing the production ramp-up; managing
the contractual retroﬁt campaign; increasing export orders; andmeeting the contractual time schedule for the next programme
milestones.
A320neo programme. In connection with the A320neo
programme, the Company faces the following main challenges:
management of stress in the supply chain as a result of theindustrial ramp-up; meeting the engine development status
including performance targets, and its schedule; and ensuring theavailability of skilled personnel for the programme. The programme
progresses as planned and no new challenges emerged in 2013.
The main focus will be the transition in 2017 and 2018 from
A320ceo (current engine option) to A320neo (new engine option).
A330 programme. The long range programme presents no newchallenges. However, managing the order book beyond 2016
becomes more challenging due to competition from A350 XWB
and Boeing 787.
NH90 and Tiger programmes. In connection with the NH90
and Tiger programmes, the Company faces the following main
challenges: continuing to proceed with the industrial ramp-up on

the NH90 programme including retroﬁts; mastering the contract
renegotiations with governments and addressing requests to
reduce contractually binding orders; and assuring support
readiness in connection with multiple ﬂeets entering into service.
EC225 programme. In connection with the EC225 programme,
the Company faces the following main challenges: after theapproval of safety measures by EASA permitting return to serviceof EC225 ﬂeet, the Company is now ﬁnalising the development andcertiﬁcation of the re-designed main gear box shaft. The retroﬁt of
the whole 225 ﬂeet will start mid-2014 and ﬁnish end 2015.
Lead systems integration. In connection with lead systems
integration projects (in particular Saudi border surveillance
contract and National Security Shield Qatar), the Company
faces the following main challenges: meeting the schedule andcost objectives with a high number of sites with complex local
infrastructure to deliver and the integration of COTS products(radars, cameras, sensors) with their interfaces into the complex
system network; assuring an efﬁcient project and stafﬁng ramp-up;
and managing the rollout including subcontractors as well as
training and organisational adaptation of the customer. In relation
to a Command and Control System for the UAE, which was underdevelopment by Emiraje Systems LLC (in which the Company has
a 49% shareholding), the customer has indicated its willingness
to terminate the contract amicably. Settlement negotiations areunderway and activities terminated.

3. Legal Risks
Dependence on Joint Ventures and Minority Holdings
The Company generates a substantial proportion of its revenues
through various consortia, joint ventures and equity holdings.
These arrangements include primarily:¬ the Euroﬁghter and AirTanker consortia;¬ three principal joint ventures: MBDA, ATR and Atlas Electronik;and¬ investment in associates: Dassault Aviation.

in ventures in which its interests are aligned with those of its
partners, the risk of disagreement or deadlock is inherent in ajointly controlled entity, particularly in those entities that require theunanimous consent of all Members with regard to major decisions
and specify limited exit rights. The other parties in these entities
may also be competitors of the Company, and thus may haveinterests that differ from those of the Company.

The formation of partnerships and alliances with other market
players is an integral strategy of the Company, and the proportion ofsales generated from consortia, joint ventures and equity holdings
may rise in future years. This strategy may from time to time leadto changes in the organisational structure, or realignment in thecontrol, of the Company’s existing joint ventures.

In addition, in those holdings in which the Company is a minority
partner or shareholder, the Company’s access to the entity’s books
and records, and as a consequence, the Company’s knowledge ofthe entity’s operations and results, is generally limited as compared
to entities in which the Company is a majority holder or is involvedin the day-to-day management.

The Company exercises varying and evolving degrees of control
in the consortia, joint ventures and equity holdings in which it
participates. While the Company seeks to participate only

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Product Liability and Warranty Claims
The Company designs, develops and produces a number of highproﬁ le products of large individual value, particularly civil andmilitary aircraft and space equipment. The Company is subject
to the risk of product liability and warranty claims in the event thatany of its products fails to perform as designed. While the Company
believes that its insurance programmes are adequate to protect itfrom such liabilities, no assurances can be given that claims will notarise in the future or that such insurance coverage will be adequate.

Intellectual Property
The Company relies upon patent, copyright, trademark and trade
secret laws, and agreements with its employees, customers,
suppliers and other parties, to establish and maintain its intellectual
property rights in technology and products used in its operations.
Despite these efforts to protect its intellectual property rights, anyof the Company’s direct or indirect intellectual property rights could
be challenged, invalidated or circumvented. Further, the laws ofcertain countries do not protect the Company’s proprietary rights
to the same extent as the laws in Europe and the US. Therefore,
in certain jurisdictions the Company may be unable to protect its
proprietary technology adequately against unauthorised thirdparty copying or use, which could adversely affect its competitive
position.

In addition, although the Company believes that it lawfully complies
with the intellectual property rights granted to others, it has beenaccused of infringement on occasion and could have additional
claims asserted against it in the future. These claims could harm
its reputation, cost it money and prevent it from offering certain
products or services. Any claims or litigation in this area, whether
the Company ultimately wins or loses, could be time-consuming
and costly, injure the Company’s reputation or require it to enter
into licensing arrangements. The Company might not be able toenter into these licensing arrangements on acceptable terms. If
a claim of infringement were successful against it, an injunction
might be ordered against the Company, causing further damages.

Export Controls and Other Laws and Regulations
The export market is a signiﬁcant market for the Company. In
addition, many of the products the Company designs andmanufactures for military use are considered to be of national
strategic interest. Consequently, the export of such products
outside of the jurisdictions in which they are produced may be
restricted or subject to licensing and export controls, notably by
the UK, France, Germany and Spain, where the Company carries
out its principal military activities as well as by other countries
where suppliers come from, notably, the US. There can be noassurance (i) that the export controls to which the Company issubject will not become more restrictive, (ii) that new generationsof the Company products will not also be subject to similar or
more stringent controls or (iii) that geopolitical factors or changing
international circumstances will not make it impossible to obtain
export licenses for one or more clients or constrain the Company’s
ability to perform under previously signed contracts. Reduced
access to military export markets may have a signiﬁcant adverse
effect on the Company’s business, results of operation andﬁnancial condition.
The Company is also subject to a variety of other laws andregulations, including among others, those relating to commercial
relationships, the use of its products and anti-bribery provisions.

18 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

In addition, the Company’s ability to market new products andenter new markets may be dependent on obtaining government
certiﬁ cations and approvals in a timely manner. Although theCompany seeks to comply with all such laws and regulations,even unintentional violations or a failure to comply could result in
administrative, civil or criminal liabilities including signiﬁcant ﬁnes
and penalties, suspension or debarment of the Company fromgovernment contracts for some period of time or suspension of
the Company’s export privileges, or preclude the Company frombidding on certain government contracts (even in the absence ofa formal suspension or debarment).
In addition, the Company is sometimes subject to government
inquiries and investigations of its business and competitiveenvironment due, among other things, to the heavily regulated
nature of its industry. In addition to the risk of an unfavourable
ruling against the Company, any such inquiry or investigation could
negatively affect the Company’s reputation and its ability to attract
and retain customers, which could have a negative effect on its
business, results of operation and ﬁnancial condition.

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Risk Factors
4 Industrial and Environmental Risks

Legal and Regulatory Proceedings
The Company is currently engaged in a number of active legal
and regulatory proceedings. See “— Information on the Group’s
Activities — 1.1.9 Legal and Arbitration Proceedings”. The Company
expects to continue to incur time and expenses associated with its
defence, regardless of the outcome, and this may divert the efforts
and attention of management from normal business operations.

Although the Company is unable to predict the outcome of theseproceedings, it is possible that they will result in the imposition ofdamages, ﬁnes or other remedies, which could have a negative
effect on the Company’s business, results of operation andﬁnancial condition. An unfavourable ruling could also negatively
impact the Company’s stock price and reputation.

4. Industrial and Environmental Risks
Given the scope of its activities and the industries in which it
operates, the Company is subject to stringent environmental,
health and safety laws and regulations in numerous jurisdictions
around the world. The Company therefore incurs, and expects tocontinue to incur, signiﬁcant capital expenditure and other operating
costs to comply with increasingly complex laws and regulations
covering the protection of the natural environment as well as
occupational health and safety, including costs to prevent, control,
eliminate or reduce emissions into the environment, releases of
air pollutants into the atmosphere, discharges to surface andsubsurface water and soil, usage of certain substances and thecontent of the Company’s products, the disposal and treatmentof waste materials, and costs to comply with reporting or warning
regulations. Moreover, new laws and regulations, the impositionof tougher licence requirements, increasingly strict enforcement
or new interpretations of existing laws and regulations may cause
the Company to incur increased capital expenditure and operating
costs in the future in relation to the above, which could have anegative effect on its results of operation and ﬁnancial condition.
If the Company fails to comply with these environmental, health andsafety laws and regulations, even if caused by factors beyond its
control, that failure may result in the assessment of civil or criminal
penalties and ﬁnes against it. Regulatory authorities may require
the Company to conduct investigations and undertake remedialactivities, curtail operations or close installations or facilities
temporarily to prevent imminent risks. In the event of an industrial
accident or other serious incident, employees, customers and otherthird parties may ﬁle claims for personal injury, property damage ordamage to the environment (including natural resources). Further,

liability under some environmental laws relating to contaminatedsites can be imposed retroactively, on a joint and several basis,
and without any ﬁnding of non-compliance or fault. These potential
liabilities may not always be covered by insurance, or may be only
partially covered. The obligation to compensate for such damages
could have a negative effect on the Company’s results of operationand ﬁnancial condition.
In addition, the various products manufactured and sold by theCompany must comply with relevant environmental, health andsafety and substances / preparations related laws and regulationsin the jurisdictions in which they operate. Although the Company
seeks to ensure that its products meet the highest quality standards,
increasingly stringent and complex laws and regulations, newscientific discoveries, delivery of defective products or the
obligation to notify or provide regulatory authorities or others withrequired information (such as under the EU regulation known as“REACH”, which addresses the production and use of chemical
substances) may force the Company to adapt, redesign, redevelop,
recertify and/or eliminate its products from the market. Seizuresof defective products may be pronounced, and the Company
may incur administrative, civil or criminal liability. In the event ofan accident or other serious incident involving a product, theCompany may be required to conduct investigations and undertake
remedial activities. Employees, customers and other third parties
may also ﬁle claims for personal injury, property damage or damage
to the environment (including natural resources). Any problems
in this respect may also have a signiﬁcant adverse effect on the
reputation of the Company and its products and services.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 19

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Information on the Group’s Activities
1.1 Presentation of the Group

22

1.1.1 Overview

22

1.1.2 Airbus

26

1.1.3 Eurocopter (now Airbus Helicopters)

35

1.1.4 Astrium

38

1.1.5 Cassidian44

1.1.6 Other Businesses

46

1.1.7 Investments

47

1.1.8 Insurance

49

1.1.9 Legal and Arbitration Proceedings

50

1.1.10 Research and Technology, Intellectual Property

51

1.1.11 Environmental Protection

53

1.1.12 Employees

56

1.1.13 Incorporation by Reference

57

1.2 Recent Developments

57

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Information on the Group’s Activities
1.1 Presentation of the Group

1.1 Presentation of the Group
1.1.1

Overview

Due to the nature of the markets in which the Company operates andthe conﬁdential nature of its businesses, any statements with respect to
the Company’s competitive position set out in paragraphs 1.1.1 through 1.1.7
below have been based on the Company’s internal information sources,
unless another source has been speciﬁed below.
With consolidated revenues of € 59,256 million in 2013, the Group isEurope’s premier aerospace and defence company and one of thelargest aerospace and defence companies in the world. In termsof market share, the Group is among the top two manufacturersof commercial aircraft, civil helicopters, commercial spacelaunch vehicles and missiles, and a leading supplier of military
aircraft, satellites and defence electronics. In 2013, it generated
approximately 80% of its total revenues in the civil sector (compared
to 79% in 2012) and 20% in the defence sector (compared to 21%
in 2012). As of 31 December 2013, the Group’s active headcountwas 144,061 employees.

Strategy
The strategy of the Company has been focused on Vision 2020
since the end of 2007. Now, more than ﬁve years later the overall
strategy needs to be adapted to the changing environment. Whilecommercial aviation continues on a long term growth path, thedefence and space businesses in the Company’s core markets
will, at best, stay ﬂat. The new strategy of the Company is nota revolution, but rather a natural evolution. It’s the next logicalstep in its development. The Company afﬁrms the predominanceof commercial aeronautics in its Group and is restructuring andfocusing its defence and space activities to take costs out, increase
proﬁtability and improve market position. The renaming simply
gathers the entire Company under the best brand it has, one thatstands for internationalisation, innovation and integration – andalso for some two thirds of the Group’s revenues. It reinforces themessage that “we make things ﬂy”.
The Company remains focused on providing superior value toits customers through innovative product and service solutions.
Through more optimal resource allocation and cost control,enhanced programme execution and stronger developmentof more proﬁtable segments, the Company will strive to deliver
its solutions with a level of proﬁtability that is both attractive toits shareholders and sufﬁ cient to fund its future development
initiatives.

22 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

The Company seeks to drive enhanced value creation andshareholder return along the following axis:¬ Expand its services offering. Historically, the Company’s
growth has been driven by the sale of technologically advanced
products and solutions. At the same time, management isfocused on increasing the Company’s presence in the high value
services market, given its countercyclical nature, opportunities
for sustained growth and the Company’s competitive advantage
as the designer of the products. The rapid expansion of theCompany’s in-service commercial and defence ﬂeet will require
support throughout its lifecycle. Customers, both governmental
and commercial, increasingly look for new ways to gain efﬁciency
with respect to in-service-support, and the Company can play a
key role in enabling such gains. Hence, the Company will seek
to provide high value-added services related to both platforms
and systems, including advanced in-service support, air trafﬁcmanagement systems and training.
¬ Become a truly global industrial Group. A signiﬁcant portionof the Company’s suppliers, facilities and employees are basedin Europe, while the majority of its revenues originate from
customers outside of Europe. In order to achieve access tocertain markets and technologies, optimise costs and hedge
against future US dollar volatility, the Company will aim to
implement long-term industrial development that brings theGroup’s industrial footprint and its services offerings closer to its
future customer base. For example, in the US, Airbus announced
in 2012 that it would expand its presence with a new A320 family
ﬁnal assembly line being built in Mobile, Alabama (US), whichis expected to begin assembling A320 family aircraft in 2015.
¬ Continue to foster innovation. The Company aims to remain adriving force in the industry by keeping the spirit of an innovatorand a challenger. Maintaining its technological edge and coveringa broad spectrum of capabilities is the key to remain a market
leader over the long-term. The Group takes a truly global
approach to cooperation, working with the innovators of today
and tomorrow, inside and outside of the Company, in supporting
the Company’s vision of a world that is more mobile, secureand eco-efﬁcient. The Company invests to deliver shareholder
value through a deliberate, leading-edge portfolio enabling the
introduction of new technologies. The target of its innovation

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1.1 Presentation of the Groupefforts is to foster long-term customer relationships by developing
high value solutions which meet the technological, performance,
safety, and cost competitive pressures that the Company faces.
The strategy is also driven by the need for successful on time,on quality, on price introduction of new products and processes
that include IT technology, quality and services.
¬ Focus on the environment. The Company will seek to anticipate
and address future environmental challenges as part of its
commitment to reconciling environmental responsibility witheconomic success. Being greener, cleaner, quieter and smarter,
the A380 has already set new standards for air transport and theenvironment. The Company will pursue additional initiatives in the
future – including a comprehensive environmental management
system based on ISO 14001 to cover all the Group’s activities –in order to render eco-efﬁciency a competitive advantage overthe long-term.
¬ Develop its people. The Company needs motivated andcompetent employees. The Company’s leadership cultureis based on mutual trust, empowerment, recognition andaccountability. Employee development is a core activity of theCompany’s managers. To this end, it is the duty of the Company
and its management to provide employees with the opportunities
to meet their professional expectations, develop their professional
skills and realise their personal potential. This requires active
management development based on a new leadership model.
The Company will also encourage stronger mobility and greaterinternal diversity in its teams.

Organisation of the Group’s Businesses
Until 31 December 2013, the Group organised its businesses
into the following four operating Divisions: (1) Airbus (including
Airbus Commercial and Airbus Military), (2) Eurocopter, (3) Astriumand (4) Cassidian. The chart set out in “General Description of
the Company and its Share Capital — 3.3.6 Simpliﬁ ed Group
Structure Chart” illustrates the allocation of activities among thesefour Divisions.

Creation of Airbus Defence and Space

orbital systems. The business line will serve institutional customers
like ESA, national civil and defence agencies and commercial
customers.

Military Aircraft
Airbus Military and Cassidian units will combine their capabilities
for design, development, delivery and support of military aircraft
to form the leading ﬁxed military aircraft company in Europe. With
Cassidian’s technology portfolio and Airbus Military’s export anddevelopment experience, the new business line will have a broad,world-wide customer base and is well placed to play a leadingrole in the markets for future unmanned aerial system (UAS)and combat, transport and ISR (Intelligence, Surveillance andReconnaissance) aircraft.

Communication, Intelligence & Security
The new “one-stop-shop” of the growing, but increasinglycompetitive market for satellite and terrestrial communication
systems, intelligence and security solutions, is a combination of the
Cassidian and Astrium business lines in these ﬁelds. The combined
portfolios offer innovative, modular, commercially sustainable
solutions to best serve a common customer base which includes
governments, defence institutions, institutional customers such as
defence or home affairs administrations, security and public safety
agencies, as well as private business such as critical infrastructure,energy, oil and gas organisations, international transport industries,
and commercial customers.

Electronics
Cassidian and Astrium’s success is based on the technicalexcellence of its people and its products. In the past, manyelectronics businesses were managed like mid-sized companies,
ensuring highly agile product sales and global market access.
Electronics will support this strategy by building an operational
network for developers within the division. Combining spaceand defence capabilities will generate added value. Typically, thecustomers are systems integrators both within the new division
as well as outside.

In 2014, the defence and space businesses of Airbus Military,
Astrium and Cassidian are being combined into one new division,
Airbus Defence and Space. The new division started operating
at executive level on 1 January 2014. The combination createssynergies in the Company’s operations and product portfolio and abetter focus on the research and development efforts. This broad
range of products turns the new division into an instant global
player. The new division is Europe’s number one defence andspace enterprise, the second largest space business worldwide
and among the top ten global defence enterprises. The businesslines of Airbus Defence and Space will be Space Systems; Military
Aircraft; Communication, Intelligence & Security; and Electronics.

AirbusSpace Systems

Airbus Commercial

Space Systems is the European leader in space, formed fromthe Astrium Division’s Space Transportation and Satellites. With
its unique expertise, Space Systems will be the global No. 1 forcommercial launchers and the European leader for satellites andSince it was founded in 1970 and up to the end of 2013, Airbus hasreceived orders for 13,815 commercial aircraft from 365 customers
around the world. In 2013, Airbus delivered 626 aircraft (comparedto 588 deliveries in 2012) and received 1,619 gross orders(compared to 914 gross orders in 2012), or 53% of the grossAirbus is one of the world’s leading aircraft manufacturers, offeringmodern and efﬁcient passenger aircraft on the more than 100-seatmarket. The Airbus commercial product line comprises aircraft that
range in size from the 107-seat single-aisle A318 aircraft to the 525seat A380 widebody aircraft. Airbus also continues to broaden its
scope and product range by applying its expertise to the military
market, as well as extending its portfolio of freighter aircraft.
In 2013, Airbus recorded total revenues of € 42 billion – including
total revenues of € 2.9 billion at Airbus Military – representing 70.8%of the Group’s revenues.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 23

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worldwide market share (in value terms) of aircraft with morethan 100 seats. After accounting for cancellations, net orderintake for 2013 was 1,503 aircraft (compared to 833 aircraft in2012). As of 31 December 2013, Airbus’ backlog of commercial
orders was 5,559 aircraft (compared to 4,682 aircraft in 2012).
See “— 1.1.2 Airbus — Airbus Commercial”.

Astrium Space Transportation and Astrium Services. These
Business Units also provided launch services through Astrium’s
shareholdings in Arianespace (Ariane 5 launcher), Starsem (Soyuz
launcher) and Eurockot (Rockot launcher). In 2013, Astrium
recorded total revenues of € 5.78 billion, representing 9.7% of theGroup’s revenues. See “— 1.1.4 Astrium”.

Airbus Military

Cassidian

In 2013, Airbus Military produced and sold special mission aircraft,which are derived from existing aircraft platforms and are dedicatedto specialised military and security tasks such as in-ﬂight refuellingcapabilities, maritime surveillance and antisubmarine warfare.
Airbus Military also manufactured and sold light and medium
military transport aircraft and was responsible for the European
heavy military transport A400M project. See “— 1.1.2 Airbus— Airbus Military”.

In 2013, Cassidian, a worldwide leader in global security solutions
and systems, provided lead systems integration and value-added
products and services to civil and military customers around theglobe: air systems (combat aircraft, military transport, mission
aircraft and unmanned aerial systems), land, naval and joint
systems, intelligence and surveillance, cyber security, securecommunications, test systems, missiles, services and support
solutions. As a lead systems integrator, Cassidian combined
the know-how to design, develop and implement overallsystem solutions by integrating across platforms, equipment
and services. In 2013, Cassidian recorded total revenuesof € 6.0 billion, representing 10.1% of the Group’s revenues.
See “— 1.1.5 Cassidian”.

Eurocopter
As of 1 January 2014, Eurocopter changed its name to Airbus
Helicopters. Airbus Helicopters is a global leader in the civil andmilitary helicopter market, offering one of the most complete andmodern ranges of helicopters and related services. This productrange currently includes light single-engine, light twin-engine,
medium and medium-heavy helicopters which are adaptable to
all kinds of mission types based on customer needs.
Airbus Helicopters delivered 497 helicopters in 2013 (475 in 2012)
and received 444 gross orders in 2013 (compared to 492 grossorders in 2012). After accounting for cancellations, net order intake
for 2013 was 422 helicopters (compared to 469 helicopters in2012). Civil contracts accounted for 63% of this order volume, withmilitary sales representing the remaining 37%. As of 31 December
2013, Eurocopter’s backlog of helicopter orders was 995 aircraft(compared to 1,070 aircraft in 2012). In 2013, Eurocopter recorded
total revenues of € 6.3 billion, representing 10.6% of the Group’s
revenues. See “— 1.1.3 Eurocopter (now Airbus Helicopters)”.

Astrium
In 2013, Astrium designed, developed and manufactured satellite
systems, orbital infrastructures and launchers, and provided
satellite telecommunication and geo-information services on behalfof commercial and government customers. Astrium conducted its
activities through three main Business Units: Astrium Satellites,

24 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Other Businesses
Other Businesses include turboprop manufacturer ATR,
aerostructure and aircraft seat business Sogerma, US operating
unit EADS North America and 30% (consolidated at equity)of Daher-Socata. Other Businesses do not form part of theGroup’s four Divisions. In 2012, the recorded total revenues of
Other Businesses amounted to € 1.5 billion. See “— 1.1.6 Other
Businesses”.

Investments
Among its signiﬁcant investments, the Company holds a 46.3%
stake in Dassault Aviation, a major participant in the world market
for military jet aircraft and business jets. See “— 1.1.7 Investments”.

Summary Financial and Operating Data
The following tables provide summary ﬁnancial and operating data
for the Company for the past three years.

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CONSOLIDATED REVENUES BY DIVISION FOR THE YEARS ENDED 31 DECEMBER 2013, 2012 AND 2011(in €m)Year ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Airbus(2)42,012

39,273(1)33,103

Airbus Commercial

39,889(1)

37,624

31,159Airbus Military

2,893

2,131

2,504

Eurocopter

6,297

6,264

5,415

Astrium

5,784

5,817

4,964

Cassidian

5,976

5,740

5,803

60,06957,094(1)49,285409

586(1)

1,252(1,222)(1)(1,200)(1,409)59,25656,48049,128

Total Divisional revenues
Other Businesses
HQ / Consolidation

(3)

Total

(1) 2012 figures are adjusted due to the inclusion of ATR group and SOGERMA group into Airbus Commercial (formerly in Other Businesses).
(2) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
See “— 2.1.1 Overview”.
(3) HQ / Consolidation includes, in particular, adjustments and eliminations for intercompany transactions.

CONSOLIDATED REVENUES BY GEOGRAPHICAL AREA FOR THE YEARS ENDED 31 DECEMBER 2013, 2012 AND 2011

Year ended 31 December 2013

Year ended 31 December 2012

Amount in €bn

In percentage(1)

Amount in €bn

In percentage(1)

Amount in €bn

In percentage(1)

21.0

35.5%

21.0

37.2%

20.7

42.1%

EuropeYear ended 31 December 2011

North America

8.8

14.8%

7.7

13.6%

5.8

11.9%

Asia / Pacific

19.6

33.0%

18.3

32.5%

14.3

29.1%

Rest of the World

(2)

Total

9.9

16.7%

9.5

16.7%

8.3

16.9%

59.3

100%

56.5

100%

49.1

100%

(1) Percentage of total revenues after eliminations.
(2) Including the Middle East.

CONSOLIDATED ORDERS BOOKED FOR THE YEARS ENDED 31 DECEMBER 2013, 2012 AND 2011

Year ended 31 December 2013

Year ended 31 December 2012

Year ended 31 December 2011

Amount in €bn

In percentage(1)Amount in €bn

In percentage(1)Amount in €bn

In percentage(1)

202.2

92%

88.9(5)

86%

117.9

90%

199.9

91%

(5)

87.3

85%

117.3

90%

2.6

1%

1.9

2%

0.9

1%

Eurocopter

5.8

3%

5.4

5%

4.7

4%

Astrium

6.2

3%

3.8

4%

3.5

3%

Orders booked(2)Airbus(3) (4)Airbus Commercial
Airbus Military

CassidianTotal Divisional orders

5.0

2%

5.0

5%

4.1

3%

219.2

100%

103.1(5)

100%

130.2

100%

Other Businesses

0.3

0.5(5)

2.0

HQ / Consolidation(0.8)(1.1)(5)

(1.2)

218.7

102.5

131.0

Total

(1) Before “Other Businesses” and “HQ / Consolidation”.
(2) Without options.
(3) Based on catalogue prices for commercial aircraft activities.
(4) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
(5) 2012 figures are adjusted due to the inclusion of ATR group and SOGERMA group in Airbus Commercial (formerly in Other Businesses).

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 25

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1.1 Presentation of the GroupCONSOLIDATED BACKLOG FOR THE YEARS ENDED 31 DECEMBER 2013, 2012 AND 2011(1)Year ended 31 December 2013

Year ended 31 December 2012

Year ended 31 December 2011

Amount in €bn

In percentage(3)Amount in €bn

In percentage(3)Amount in €bn

In percentage(3)

647.4

94%

525.5(2)

93%

495.5

92%

Airbus Commercial

627.1

91%

505.3(2)

89%

475.5

88%

Airbus Military

20.8

3%

21.1

4%

21.3

4%

12.4

2%

13.0

2%

13.8

2%

Airbus(4) (5)Eurocopter
Astrium

13.1

2%

12.7

2%

14.7

3%

Cassidian

14.3

2%

15.6

3%

15.5

3%

687.2

100%

566.8

100%

539.5

100%

Total Divisional backlog
Other Businesses

0.3

0.5(2)

HQ / Consolidation(0.8)(0.8)(2)

(1.5)

686.7

566.5

541.0

Total

3.0

(1) Without options.
(2) 2012 figures are adjusted due to the inclusion of ATR group and SOGERMA group in Airbus Commercial (formerly in Other Businessses).
(3) Before “Other Businesses” and “HQ / Consolidation”.
(4) Based on catalogue prices for commercial aircraft activities.
(5) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
See “— 2.1.1 Overview”.

Relationship between EADS N.V.
and the GroupEADS N.V. itself does not engage in the core aerospace, defenceor space business of its Group but coordinates related businesses,
sets and controls objectives and approves major decisions for its
Group. As the parent company, EADS N.V. conducts activities
which are essential to the Group activities and which are an integral
part of the overall management of the Group. In particular, ﬁnanceactivities pursued by EADS N.V. are in support of the businessactivities and strategy of the Group. In connection therewith,
EADS N.V. provides or procures the provision of services to

1.1.2

the subsidiaries of the Group. General management service
agreements have been put in place with the subsidiaries andservices are invoiced on a cost plus basis.
For management purposes, EADS N.V. acts through its Board of
Directors, Executive Committee, and Chief Executive Ofﬁcer inaccordance with its corporate rules and procedures as described
below under “Corporate Governance”.
Within the framework defined by EADS N.V., each Division,
Business Unit and subsidiary is vested with full entrepreneurial
responsibility.

AirbusAirbus is one of the world’s leading aircraft manufacturers, offering
the most modern and efﬁcient passenger aircraft family on the
more than 100-seat market. Airbus’ comprehensive product line
comprises highly successful families of aircraft ranging from 100 to
more than 500 seats. Airbus also continues to broaden its scopeand product range by applying its expertise to the military market,
as well as extending its portfolio of freighter aircraft.
In 2013, Airbus recorded total revenues of € 42 billion – including
total revenues of € 2.9 billion at Airbus Military – representing 70.8%of the Group’s revenues.

(compared to 914 gross orders in 2012), or 53% of the grossworldwide market share (in value terms) of aircraft with more than
100 seats. After accounting for cancellations, net order intake for2013 was 1,503 aircraft (compared to 833 aircraft in 2012). As of
31 December 2013, Airbus’ backlog of commercial orders was
5,559 aircraft (compared to 4,682 aircraft in 2012).

Strategy

Airbus Commercial

Airbus’ primary goal is to deliver strong results in a sustainedmanner, while commanding between 40% and 60% of theworldwide commercial aircraft market over the long-term andexpanding its customer services offering. To achieve these goals,
Airbus is actively:

Introduction and Overview

Building a Leaner, More Fully Integrated Company

Since it was founded in 1970 and up to the end of 2013, Airbus hasreceived orders for 13,815 commercial aircraft from 365 customers
around the world. In 2013, Airbus delivered 626 aircraft (comparedto 588 deliveries in 2012) and received 1,619 gross orders

In order to build a leaner, more fully integrated company and thereby
bolster its competitiveness, Airbus is adapting its organisation tofoster an entrepreneurial spirit and empower more teams, while

26 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

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maintaining harmonised processes across all sites. For series
programmes, additional responsibilities and means have beendelegated to plants for delivery at increased rates.

demand for Airbus’ range of twin-aisle aircraft may also increase
as some of these carriers develop or further develop their longrange operations.

Developing the Most Comprehensive Lineof Products in Response to Customer Needs

Overall growth. The long-term market for passenger aircraft
depends primarily on passenger demand for air travel, which isitself primarily driven by economic or GDP growth, fare levels anddemographic growth. Measured in revenue passenger kilometres,
air travel increased in every year from 1967 to 2000, except for1991 due to the Gulf War, resulting in an average annual growthrate of 7.9% for the period. Demand for air transportation also
proved resilient in the years following 2001, when successive
shocks, including 9/11 and SARS in Asia, dampened demand.
Nevertheless, the market quickly recovered.

Airbus continuously seeks to develop and deliver new products tomeet customers’ evolving needs, while also improving its existingproduct line. For example, the A320neo (new engine option) is thelatest of many product upgrades to the A320 single-aisle aircraft
family to maintain its position as the most advanced and fuelefﬁcient single-aisle aircraft family.
Airbus is also currently pursuing (i) development and production
on the new A350 XWB programme, (ii) the gradual expansion of
relevant freighter applications with the A330-200F, and (iii) researchon the development of new aircraft in the short- and mediumrange segments.

Expanding its Customer Services Offering
Airbus seeks to remain at the forefront of the industry by expanding
its customer services offering to meet customers’ evolving needs.
As a result, Airbus has developed a wide range of value-added andcustomised services which customers can select based on theirown outsourcing policy and needs. This approach provides Airbus
operators with solutions to signiﬁcantly reduce their operating
costs, increase aircraft availability and enhance the quality of theiroperations.

MarketCyclicality and Market Drivers

More recently, the ﬁnancial crisis and global economic difﬁculties
witnessed at the end of 2008 and into 2009 resulted in only thethird period of negative trafﬁc growth during the jet age, and acyclical downturn for airlines in terms of trafﬁc (both passenger
and cargo), yields and proﬁtability. Preliminary ﬁgures released at
the end of 2013, by the International Civil Aviation Organisation(ICAO), conﬁrmed that some 3.1 billion passengers made use of
the global air transport network for their business and tourism
needs in 2013. The annual passenger total is up approximately
5% compared to 2012.
In the long term, Airbus believes that air travel remains a growthbusiness. Based on internal estimates, Airbus anticipates a growthrate of 4.7% annually during the period 2013-2033. If the actual
growth rate equals or exceeds this level, Airbus expects thatpassenger trafﬁc, as measured in revenue passenger kilometres,
would more than double in the next ﬁfteen years.

The main factors affecting the commercial aircraft market include
passenger demand for air travel, cargo activity, economic growth
cycles, national and international regulation (and deregulation),
the rate of replacement and obsolescence of existing ﬂeets andthe availability of aircraft ﬁnancing sources. The performance,competitive posture and strategy of aircraft manufacturers, airlines,
cargo operators and leasing companies as well as wars, politicalunrest, pandemics and extraordinary events may also precipitatechanges in demand and lead to short-term market imbalances.

Cyclicality. Despite an overall growth trend in air travel, aircraft
order intake can vary signiﬁcantly from year to year, due to thevolatility of airline proﬁtability, cyclicality of the world economy,
aircraft replacement waves and occasional unforeseen events
which can depress demand for air travel. However, new productofferings and growth across the market has resulted in good levelsof order activity in recent years. In the last three years, order totals
comfortably exceeded record Airbus deliveries thus strengthening
both order book and backlog totals.

In recent years, China and India have emerged as signiﬁcant new
aircraft markets. According to internal estimates, they are expected
to constitute the ﬁrst and fourth most important markets by aircraft
delivery value, respectively, in the next twenty years. As a result,
Airbus has sought to strengthen its commercial and industrial ties
in these countries. New aircraft demand from airlines in the Middle
East has also become increasingly important, as they have rapidly
executed strategies to establish a global presence and to leverage
the beneﬁts the region can deliver.

Despite some cyclicality in air trafﬁc, Airbus aims to secure stabledelivery rates from year to year, supported by a strong backlog oforders and a regionally diverse customer base. At the end of 2013,
Airbus’ commercial backlog stood at 5,559 aircraft, representing
more than eight years of production at current rates. Throughcareful backlog management, close monitoring of the customer
base and a prudent approach to production increases, Airbus has
successfully increased annual deliveries for 12 years running, eventhrough the economic crisis of 2008-2009.

The no-frills / low-cost carriers also constitute a signiﬁcant sector,
and are expected to continue growing around the world, particularly
in Asia, where emerging markets and continued deregulation
should provide increased opportunities. While Airbus singleaisle aircraft continue to be a popular choice for these carriers,

Regulation / Deregulation. National and international regulation(and deregulation) of international air services and major domestic
air travel markets affect demand for passenger aircraft as well. In
1978, the US deregulated its domestic air transportation system,
followed by Europe in 1985. The more recently negotiated “OpenAIRBUS GROUP REGISTRATION DOCUMENT 2013 — 27

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Skies Agreement” between the US and Europe, which became
effective in 2008, allows any European or US airline to ﬂy any route
between any city in the EU and any city in the US. Other regions andcountries are also progressively deregulating, particularly in Asia.
This trend is expected to continue, facilitating and in some cases
driving demand. In addition to providing greater market access(which may have formerly been limited), deregulation may allow for
the creation and growth of new airlines or new airline models, as
has been the case with the no-frills / low-cost airline model, which
has increased in importance throughout major domestic and intraregional markets since deregulation (e.g., in the US and Europe).

Market Structure and Competition

Airline network development: “hub” and “point-to-point”
networks. Following deregulation, major airlines have sought
to tailor their route networks and ﬂeets to continuing changes
in customer demand. Accordingly, where origin and destination
demand prove sufﬁciently strong, airlines often employ direct, or“point-to-point” route services. However, where demand between
two destinations proves insufﬁcient, airlines have developed highly
efﬁcient “hub and spoke” systems, which provide passengers withaccess to a far greater number of air travel destinations throughone or more ﬂight connections.

“Twin-aisle” or “wide-body” aircraft, such as the A330 / A350 XWB
families, have a wider fuselage with more than 210 seats, typicallyconﬁgured with eight seats per row and with two aisles. The A330 /A350 XWB families are capable of serving all short- to long-range
markets.

The chosen system of route networks in turn affects aircraft
demand, as hubs permit ﬂeet standardisation around both smaller
aircraft types for the short, high frequency and lower density routes
that feed the hubs (between hubs and spokes) and larger aircraft
types for the longer and higher density routes between hubs (hubto-hub), themselves large point-to-point markets. As deregulation
has led airlines to diversify their route network strategies, it has at
the same time therefore encouraged the development of a wider
range of aircraft in order to implement such strategies (although
the trend has been towards larger-sized aircraft within each market
segment as discussed below).

Freight aircraft, which form a fourth, related segment, are often
converted ex-passenger aircraft. See “— 1.1.7 Investments— Aerostructures, Aircraft Conversion and Floor Panels — EFW”.

Airbus, like others in the industry, believes that route networks willcontinue to grow through expansion of capacity on existing routes
and through the introduction of new routes, which will largely be
typiﬁed by having a major hub city at least at one end of the route.
These new route markets are expected to be well served by Airbus’
latest product offering, the A350 XWB. In addition, the A380 has
been designed primarily to meet the signiﬁcant demand between
the major hub cities, which are often among the world’s largest
urban centres (such as London, Paris, New York and Beijing).
Airbus has identiﬁ ed 42 major hub cities in its current market
analysis, with this number expected to grow to nearly 90 by 2032.
Airbus believes that it is well positioned to meet current and future
market requirements given its complete family of products.
Alliances. The development of world airline alliances has reinforced
the pattern of airline network development described above.
According to data from Ascend, a UK-based aviation industry
consultancy, just over one-third of the world’s jetliner seats being
ﬂown today are operated by just 15 airlines as of January 2014. In
the 1990s, the major airlines began to enter into alliances that gave
each alliance Member access to the other alliance Members’ hubs
and routings, allowing airlines to concentrate their hub investments
while extending their product offering and market access.

28 — AIRBUS GROUP REGISTRATION DOCUMENT 2013Market segments. According to a study conducted by Airbus, a
total of 16,100 passenger aircraft with more than 100 seats were inservice with airlines worldwide at the beginning of 2014. Currently,
Airbus competes in each of the three principal market segments
for aircraft with more than 100 seats.
“Single-aisle” aircraft, such as the A320 family, have 100-210 seats,
typically conﬁgured with two triple seats per row divided by one
aisle, and are used principally for short-range and medium-range
routes.

“Very large aircraft”, such as the A380 family, are designed to carry
more than 400 passengers, non-stop, over very long-range routes
with superior comfort standards and with signiﬁcant cost-per-seatbeneﬁts to airlines, although such aircraft can also be used overshorter ranges in high-density (including domestic) markets.

Airbus also competes in the corporate, VIP business jet market
with the ACJ, an A319-based Corporate Jetliner, and the A318
Elite. As well as these, other members of the Airbus family canserve the business jet market in private, corporate shuttle and ingovernment / VIP roles.
Geographic differences. The high proportion of single-aisle
aircraft in use in both North America and Europe reﬂ ects the
predominance of domestic short-range and medium-range
ﬂights, particularly in North America due to the development ofhubs following deregulation. In comparison with North America
and Europe, the Asia-Paciﬁc region uses a greater proportion oftwin-aisle aircraft, as populations tend to be more concentrated in
fewer large urban centres. The tendency towards use of twin-aisle
aircraft is also reinforced by the fact that many of the region’s major
airports limit the number of ﬂights, due either to environmental
concerns or to infrastructure constraints that limit the ability toincrease ﬂight frequency. These constraints necessitate higher
average aircraft seating capacity per ﬂ ight. However, Airbus
believes that demand for single-aisle aircraft in Asia will growover the next 20 years, particularly as domestic markets in China
and India and low-cost carriers continue to develop in the region.
Aircraft economics will also help to drive aircraft size, with airlines
looking to reduce the cost per seat through higher density aircraft
cabins and the use of larger aircraft types and variants where
possible.
Competition. Airbus has been operating in a duopoly since
Lockheed’s withdrawal from the market in 1986 and Boeing’s
acquisition of McDonnell Douglas in 1997. As a result, themarket for passenger aircraft of more than 100 seats is now
effectively divided between Airbus and Boeing. According to the

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manufacturers’ published ﬁgures for 2013, Airbus and Boeing,respectively, accounted for 49% and 51% of total commercial
aircraft deliveries, 53% and 47% of total net orders (in units),
and 52% and 48% of the total year-end backlog (in units). Airbus
commercial aircraft deliveries (626 in 2013) were 6.5% higher thanin 2012 (588 deliveries), and 2013 was the 12th year in a row ofincreased production at Airbus.
Nevertheless, the high technology and high value nature of thebusiness makes aircraft manufacturing an attractive industry inwhich to participate, and besides Boeing, Airbus faces aggressiveinternational competitors who are intent on increasing their market
share. Regional jet makers Embraer and Bombardier, comingfrom the less than 100-seat commercial aircraft market, continue
to develop larger airplanes (such as the new 100- to 149-seat
C-Series launched by Bombardier). Additionally, other competitorsfrom Russia, China and Japan will enter the 70- to 150-seat aircraft
market over the next few years.

Customers
As of 31 December 2013, Airbus had 365 customers and a totalof 13,815 Airbus aircraft had been ordered, of which 8,256 aircraft
had been delivered to operators worldwide. The table below shows
Airbus’ largest commitments in terms of total gross ﬁrm orders bycustomer for the year 2013.

Customer

Firm orders(1)Lion Air

234

Easyjet135

American Airlines

130

Lufthansa

100

Etihad Airways

87

Turkish Airlines

82

Vueling62(1) Options are not included in orders booked or year-end backlog.

Products and Services
The Family Concept — Commonality acrossthe Fleet
Airbus’ aircraft families promote ﬂeet commonality. This philosophy
takes a central aircraft and tailors it to create derivatives to meetthe needs of speciﬁc market segments, meaning that all newgeneration Airbus aircraft share the same cockpit design, ﬂ yby-wire controls and handling characteristics. Pilots can transfer
among any aircraft within the Airbus family with minimal additional
training. Cross-crew qualiﬁcation across families of aircraft provides
airlines with signiﬁ cant operational ﬂ exibility. In addition, theemphasis on ﬂeet commonality permits aircraft operators to realisesigniﬁcant cost savings in crew training, spare parts, maintenanceand aircraft scheduling. The extent of cockpit commonality within
and across families of aircraft is a unique feature of Airbus that,in management’s opinion, constitutes a sustainable competitive
advantage.
In addition, technological innovation has been at the core of Airbus’
strategy since its creation. Each product in the Airbus family isintended to set new standards in areas crucial to airlines’ success,such as cabin comfort, cargo capacity performance, economic
performance, environmental impact and operational commonality.
Airbus innovations often provide distinct competitive advantages,
with many becoming standard in the aircraft industry.
A320 family. With more than 10,193 aircraft sold and 5,895 delivered
and currently in service, Airbus’ family of single-aisle aircraft, basedon the A320, includes the A318, A319 and A321 derivatives, aswell as the corporate jets family (ACJ318, ACJ319, ACJ320 and
ACJ321). Each aircraft in the A320 family shares the same systems,
cockpit, operating procedures and cross-section. The A320
family covers the market from 100 to 220 seats, ﬂying routes up
to 4,200 nm / 7,750 km.
At 3.96 metres diameter, the A320 family has the widest fuselage
cross-section of any competing single-aisle aircraft. This provides
a roomy passenger cabin, a high comfort level and a spacious
under ﬂoor cargo volume. The A320 family incorporates digital ﬂyby-wire controls, an ergonomic cockpit and a lightweight carbon
ﬁbre composite horizontal stabiliser. The use of composite material
has also been extended to the vertical stabiliser. The A320 family’scompetitor is the Boeing 737 series.
Airbus continues to invest in improvements for the A320 family,
including development of the A320neo. Compared to the existingA320, the A320neo is designed to deliver fuel savings of 15%(including sharklets) and an additional ﬂight distance of 500 nm(950 km), or the ability to carry two tonnes more payload at a given
range. For the environment, the A320neo’s fuel savings translate
into some 3,600 tonnes less CO2 per aircraft per year. Additionally,
the A320neo will provide a double-digit reduction in NOx emissions
and reduced engine noise. This new engine option will be available
for the A321, A320 and A319 aircraft models, with an entry into
service targeted for October 2015. Since launch, 2,610 ﬁrm orders
have been booked for this new engine option aircraft.
Airbus has enhanced its A320 family jetliners with fuel-saving
Sharklets, which are available as an option on new–build A320ceo
aircraft, standard on the A320neo product line, and offered as a
retroﬁt for in-service A320s and A319s from 2015. The Sharklets
bring 4% savings in overall fuel consumption on long route sectors
to A320 aircraft.
In 2013, Airbus received 1,253 gross orders for the A320 family of
aircraft (1,162 net), and delivered 493 aircraft.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 29

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A320 FAMILY TECHNICAL FEATURES (STANDARD VERSION)

Model(1)Entry into service Passenger capacity(1) Maximum range (km)Length (metres)

Wingspan (metres)

A318

2003

107

6,000

31.4

34.1

A319

1996

124

6,850(2)

33.8

35.8

A320

1988

150

6,100(2)

37.6

35.8

A321

1994

185

5,950

44.5

35.8

(1) Two-class layout.
(2) Maximum range with sharklets.

A330 family. With 1,313 aircraft sold and 1,046 delivered andcurrently in service, the A330 family covers all market segmentswith one twin-engine aircraft type and is designed to carry between
250 and 300 passengers. The combination of low operating costs,
high efﬁciency, ﬂexibility and optimised performance makes thetwin-engine A330 popular with an ever-increasing operator base.
The A330 family offers high levels of passenger comfort as well aslarge under-ﬂoor cargo areas. The competitors of the A330 family
are the Boeing 767, 777 and 787 aircraft series.
In 2015, Airbus will introduce the latest improvements to the A330,
which increase the maximum take-off weight (MTOW) of A330-200
and A330-300 versions to 242 metric tonnes.

Airbus has also developed a new dedicated cargo variant of theA330 family, the A330-200F, a mid-size long-range cargo aircraftthat is designed to respond to the current market dynamics
of rising fuel prices and increased pressure on yields. Since
entering into service in 2010, the A330-200F has demonstrated
its attractiveness as a ﬂexible, reliable and proﬁtable freighter.
Complementing the A330-200F, the A330P2F programme offersa passenger-to-freighter conversion opportunity for A330s whichhave completed their useful operational service as passenger
jetliners. Development of the A330P2F is being performed withthe resources of ST Aerospace, based in Singapore, EADS EFW
and Airbus, under terms of an agreement ﬁnalised in May 2012.
In 2013, Airbus received 77 gross orders for the A330 family of
aircraft (69 net), and delivered 108 aircraft to 35 customers.

A330 FAMILY TECHNICAL FEATURES

Model(1)Entry into service

Passenger capacity(1)Maximum range (km)Length (metres)

Wingspan (metres)

A330-200

1998

246

13,10059.0

60.3

A330-300

1994

300

11,00063.7

60.3(1) Three-class layout.

A380. The double-deck A380 is the world’s largest commercial
aircraft flying today. Its cross-section provides flexible andinnovative cabin space, allowing passengers to beneﬁt from wider
seats, wider aisles and more ﬂoor space, tailored to the needs ofeach airline. Carrying 525 passengers in a comfortable three-classconﬁguration and with a range of 8,400 nm / 15,700 km, the A380

offers superior economic performance, lower fuel consumption,less noise and reduced emissions. The A380’s competitor is the
Boeing 747-8.
In 2013, Airbus received 50 gross orders for the A380 (42 net),and delivered 25 aircraft with one new operator: British Airways.

A380 TECHNICAL FEATURES

Model(1)Entry into service

Typical capacity(1)Maximum range (km)Length (metres)

Wingspan (metres)

A380-800

2007

525

15,70073.0

79.8(1) Three-class layout.

New Product Development
A350 XWB family. The A350 XWB family is an all new familyof mid-sized wide-body aircraft, designed to accommodate
between 275 and 369 passengers. The A350 XWB features
A380 technology, a wider fuselage than that of competing new
generation aircraft, and a greater use of composite material. The
A350 XWB’s main competitors are the Boeing 787 and 777 aircraft
series.

30 — AIRBUS GROUP REGISTRATION DOCUMENT 20132013 was the year of the ﬁrst ﬂight of the A350 XWB. Test ﬂights
progressed well with 2 aircraft having accomplished over 800
ﬂight hours.
Entry into service is currently targeted for the second half of 2014.
In 2013, Airbus received 239 gross orders for the A350 XWB(230 net), for a total of 812 ﬁrm orders from 39 customers at theend of the year.

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A350 XWB FAMILY TECHNICAL FEATURES

Entry into service

Passenger capacity(1)

Maximum range (km)A350 XWB-800

2016

276

15,30060.5

64.7

A350 XWB-900

2014

315

14,35066.8

64.7

A350 XWB-1000

2017

369

14,800

73.7

64.7

Model

(1)

Length (metres)

Wingspan (metres)(1) Two-class layout.

A400M. For information related to the A400M programme, see “— Airbus Military” below.

Customer Services

Customer Finance

Airbus Customer Services’ prime role is to help its customers
operate their Airbus ﬂeet safely and proﬁtably and to the satisfactionof passengers. As a result of its continued growth, Airbus’ customer
base has increased consistently over the past years reaching
7,500 aircraft in-service operated by 390 airlines.

Airbus favours cash sales, and does not envisage customer
ﬁnancing as an area of business development. However, Airbus
recognises the commercial need for manufacturers to assist
customers in arranging ﬁnancing of new aircraft purchases, and incertain cases to participate in ﬁnancing those aircraft for the airline.

A worldwide network of more than 4,700 people covers all areasof support from technical engineering / operational assistance andspare parts supply, to crew and personnel training. Hundreds oftechnical specialists provide Airbus customers with advice andassistance to Airbus customers 24 hours a day, 7 days a week.
There are over 249 representatives positioned around the world
in more than 155 stations close to the airlines they serve, andan international network of support centres, training centres andspares’ stores.

Extension of credit or assumption of exposure is subject tocorporate oversight and monitoring, and follows strict standardsof discipline and caution. Airbus’ dedicated customer ﬁnance teamhas accumulated decades of expertise in aircraft ﬁnance. When
Airbus ﬁnances a customer, the ﬁnanced aircraft generally serveas collateral, with the engine manufacturer participating in theﬁnancing. These elements assist in reducing the risk borne by
Airbus. Airbus’ customer ﬁnancing transactions are designed tofacilitate subsequent sell-down of the exposure to the ﬁnancial
markets, third-party lenders or lessors.

Beyond the core customer support activities, Airbus Customer
Services department has developed a wide range of modular
and customised services driven by the unique added value thatan aircraft manufacturer can bring. These services are clusteredaround ﬁ ve main domains of activity: ﬂ y-by-the-hour services,material management, systems and cabin upgrade, information
management and e-solution and training services (ﬂight operations
and maintenance). Innovative and integrated solutions have beendeveloped in these domains, such as the Flight Hour Services
Component programme (FHS Component) and Tailored Support
Package (FHS TSP), which provide integrated engineering /maintenance and component packages to enable customers
to reduce their investments and support costs while increasing
operational reliability. Similar integrated solutions have also beendeveloped in system and cabin upgrade.
Part of Airbus’ growth strategy in the area of customer services
consists of industrialised development. One great achievementof this strategy implementation is the creation of a 100% Airbus
subsidiary company named SATAIR Group from January 2014:
a world leading supplier of aircraft parts and service solutions
for aircraft maintenance. The merger of the state-of-the-art
service & support portfolios manager Satair and Airbus Material
Management enhances availability of product and service forairlines’ daily operation.

In 2013, Airbus continued to beneﬁt from market appetite for both
aircraft ﬁnancing and sale and leaseback lessor opportunities. The
markets, however, remain unpredictable and Airbus continues toallow for potential additional ﬁnancing exposure. Management
believes, in light of its experience, that the level of provisioning
protecting Airbus from default costs is adequate and consistent
with standards and practice in the aircraft ﬁnancing industry. See“— Management’s Discussion and Analysis of Financial Condition
and Results of Operations”.

Asset Management
The Airbus Asset Management Division was established in 1994 to
manage and re-market used aircraft acquired by Airbus, originallyas a result of customer bankruptcies, and subsequently in thecontext of certain buy-back commitments. The Division operates
with a dedicated staff and manages a ﬂeet comprised of Airbus
aircraft across the range of models. Through its activities, theAsset Management Division helps Airbus respond more efﬁciently
to the medium- and long-term ﬂeet requirements of its customers.
Its key roles comprise commercial and risk management of the
Airbus portfolio of used aircraft. Most of the aircraft are available
to customers for cash sale, while some can only be offered on
operating lease, depending on the ﬁnancing attached to suchaircraft. At the end of 2013, the Airbus Asset Management portfolio
contained 39 aircraft, a net increase of 16 aircraft from 2012.
The Asset Management Division also provides a full range ofremarketing services, including assistance with entry into service,interior reconﬁguration and maintenance checks.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 31

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Production
Industrial Organisation
Each task in the building of Airbus aircraft (from design toproduction) is allocated to a designated plant. The Airbus plants
are typically organised around different aircraft components andsections, in component delivery teams. Each component delivery
team is either in charge of one aircraft programme, or organisedby manufacturing technology clusters depending on the optimum
solution for each plant. Every plant is organised with production,engineering, quality, supply chain, manufacturing, engineeringand logistics capabilities to ensure a seamless production ﬂow
of operations.
A transversal “Operations Excellence” Centre of Competences is incharge of ensuring that harmonised and standardised processes,
methods and tools are developed and implemented across theplants, in order to increase efﬁciency, based on best practices.
Following production by the respective plants, the various aircraft
sections are transferred between the network of sites and the ﬁnal
assembly lines using dedicated transport means, such as the“Beluga” Super Transporters. To support the A380 production
ﬂow, Airbus has also integrated road, river and sea transport.
Programme management is then responsible for the ﬁnal assemblyline activities. The programme management works closely with theplants to secure delivery of aircraft sections to the ﬁnal assemblylines on time, cost and quality.
A new Airbus A320 family ﬁnal assembly line is currently underconstruction in Mobile, Alabama (US). Aircraft assembly is planned
to begin in 2015, with ﬁrst delivery of a Mobile-assembled aircraft
expected in 2016.

Engineering
Airbus Engineering is a global organisation that develops complete
aircraft and aircraft components and conducts research thatcan be applied to the next generation of aircraft. The “Centresof Competence” that make up Airbus Engineering operatetransnationally, with most engineers employed in France, Germany,
the UK and Spain. A growing population of experienced aerospaceengineers worldwide are employed at ﬁ ve further engineering
centres in Wichita (Kansas, US), Mobile (Alabama, US), Moscow(Russia), Bangalore (India) and Beijing (China).
A key part of the Airbus engineering organisation is the architect
and integration centre, which ensures, together with a team ofsenior aircraft architects and the programme chief engineers, thata consistent and multi-disciplinary approach is applied during
aircraft development.
In 2013, Airbus started successfully the A350 XWB -900 ﬂight test
campaign and reached the end of concept phase for A350 XWB-1000 version. Airbus Engineering certiﬁed the use of “sharklets” on
the single-aisle aircraft family (A319, A320, and A321), completed
the A320neo design phase and enabled the start of development
aircraft assembly. The concept phase of A330 242 tonnes version
has been completed.

32 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Airbus Engineering has also been a major contributor to a numberof international initiatives dedicated to reducing the impact ofaviation on the environment. The main target of these initiatives
is to reduce both noise and CO2 emissions of Airbus aircraft. The
Airbus Engineering change project continuously improves the wayof-working and increases efﬁciency.

Airbus Military
Introduction and Overview
Airbus Military, integrated from 2014 onwards in the newly created
Airbus Defence and Space Division (for more details, see “— 1.1.1.
— Overview” above) in the Military Aircraft business line, produces
and sells special mission aircraft, which are derived from existing
aircraft platforms and are dedicated to specialised military andsecurity tasks such as in-ﬂight refuelling capabilities, maritime
surveillance and antisubmarine warfare. It also manufactures andsells light and medium military transport aircraft and is responsible
for the European heavy military transport A400M project.
In 2013, Airbus Military recorded total revenues of € 2.9 billion.

Strategy
The strategy is to further develop its core businesses and increase
market share by leveraging its technology know-how, while at thesame time enhancing proﬁtability.

Strengthening its Position as a Major Supplierof Special Mission Aircraft
As a supplier of special mission aircraft, satisfying customers’
mission-speciﬁc requirements by relying on its own specialised
technologies (aerial refuelling boom system (“ARBS”), fully integrated
tactical system (“FITS”), maritime patrol and antisubmarine warfare
solutions (MPA, ASW, ASuW), signal intelligence (SIGINT) andairborne early warning and command (AEW&C)), as well as thoseof the Group’s wide range of platforms and systems. At the sametime, this business line will seek further consolidation of its positionin this market through its offering of tanker (A330 MRTT) andmaritime patrol aircraft (derived from CN235 and C295 aircraft
platforms).

Maintaining its Leadership for Military Transport
Aircraft
Global leadership in the light and medium military transport aircraft
markets was demonstrated by the delivery of the 100th C295 to
the Royal Air Force of Oman in 2013. Through the addition of
the A400M heavy military transport aircraft to its portfolio, a fullrange of tactical military transport aircraft capable of covering all
mission needs is offered. 2013 was a busy year for the A400M
with the two ﬁrst production aircraft delivered to the French Air
Force. Further improvements to its existing product line have beenlaunched in order to maintain its leadership. New versions arebeing developed as seen by the initial ﬂight trials performed in2013 of a C295 ﬁreﬁghter variant. Also, the C295W was presented
in early 2013, which is a winglet-equipped version of C295 withenhanced performance.

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Increasing Services Revenue by Expanding
its Offering of Mission-Critical Services
The business line intends to further develop and deliver “value
for money” solutions for its clients based on a comprehensive
understanding of their needs and through the formation of longterm partnerships worldwide. A competitive services portfolio isoffered ranging from traditional support to full availability-basedand ”mission success” contracting, leveraging capabilities as adesign authority to provide fully integrated support service toclients throughout the product lifecycle.

MarketSpecial Mission AircraftSpecial mission aircraft are derived from existing aircraft platforms
and adapted to particular missions, in general for military andsecurity customers. Adaptations to the platform require thoroughknowledge of the basic airframe, which generally only the aircraft
manufacturer possesses. The skills necessary for the overallsystems integration into the aircraft are extensive and the numberof participants in the world market is very limited.
Moreover, modern defence and warfare require independent
access to complex forms of information in various operational
theatres, and customers are therefore increasingly demanding
comprehensive systems tailored to their speciﬁ c operational
requirements. This development as well as rapidly evolving
defence and security needs is expected to boost demand forspecial mission aircraft in the medium-term.

Military Transport Aircraft

accomplishing most of their missions at a reduced operating cost.
Their competitors are the C-27J Spartan, manufactured by Alenia
Aeronautica, and the An-32, manufactured by Antonov.
Light military transport. The C212 has historically led this market
segment, with an average market share (in units) of 9% over thelast ten years according to internal estimates. The C212’s maincompetitors are the M-28, manufactured by Polskie Zaklady
Lotnice Mielec, and the DHC-6 Series 400, manufactured by
Viking, Canada.

Products and Services
Special Mission Aircraft
Multi-role tanker transport — A330 MRTT. The A330 MRTT,a derivative of the Airbus A330 family, offers military strategic airtransport as well as air-to-air refuelling capabilities. Its large tankcapacity is sufﬁcient to supply the required fuel quantities without
the need for any auxiliary tanks. This allows the entire cargo bay to
be available for freight, with the possibility of incorporating standard
LD3 or LD6 containers, military pallets and/or any other type ofload device in use today. Airbus Military achieved civil and militarycertiﬁcation for the A330 MRTT in 2010, with 17 aircraft in service
at the end of 2013.
In 2013, Airbus Military delivered seven A330 MRTT aircraft andsix new orders were booked from Singapore. Singapore’s choiceof the A330 MRTT makes it the sixth nation to select the typefollowing Australia, Saudi Arabia, the United Arab Emirates, theUnited Kingdom and India, which is in the ﬁnal stages of contractual
negotiations for six aircraft.

Governments and national organisations constitute the main
customers in the market for military transport aircraft. This market
consists of three segments: (i) light transport aircraft, with a payloadof one to three tonnes, (ii) medium transport aircraft, with a payloadof four to 14 tonnes, and (iii) heavy transport aircraft, with a payloadof 15 tonnes or more. According to an analysis by DMS Forecast
International — an independent aerospace and defence industry
consulting ﬁrm — the global market for military transport aircraftis expected to amount to approximately US$ 69.89 billion from2013 through 2022 (value of production).

The backlog includes aircraft to be provided under a 27-year
contract with the UK Ministry of Defence in connection with thelatter’s Future Strategic Tanker Aircraft (“FSTA”) programmethrough the AirTanker consortium. The FSTA programme calls
for the provision of a ﬂeet of 14 new tanker aircraft, with the ﬁrst
aircraft entering into service in 2012. The contract also includes
provision for all necessary infrastructure, training, maintenance,
ﬂight management, ﬂeet management and ground services toenable the Royal Air Force to ﬂy air-to-air refuelling and transport
missions worldwide.

Heavy military transport. This market segment has been driven
historically by US policy and budget decisions, and therefore has
been dominated by US manufacturers, in particular Lockheed
Martin and its C-130 Hercules. The A400M represents the Group’s
entry into this market, at a time when nations worldwide are
expected to begin upgrading and replacing their existing ﬂeets.
In the upper part of the segment, the A400M competes against the
Boeing C-17. In 2013, Boeing announced the closure of the C-17
ﬁnal assembly line in Long Beach, California, in 2015.

Airbus Military worked on a technological programme aimed atdeveloping a new ARBS. The new ARBS is designed to provide a
refuelling performance that is substantially faster than that of thecompetition – a considerable advantage given the vulnerability of
the aircraft during the refuelling procedure. The ARBS has beentested with over 1,300 dry and wet contacts on a wide range ofaircraft, including F-16 and F/A-18 ﬁghters and E-3A Awacs.

Medium military transport. Management believes that thismarket will continue to grow at a moderate rate. The CN235 andC295 aircraft are leaders in this segment, which have a combined
average market share (in units) of 58% over the last ten years
according to internal estimates. Both the CN235 and the C295 havebeen designed as complements for the ageing C-130 Hercules,

Maritime patrol aircraft. Different solutions are provided ranging
from maritime surveillance to anti-submarine warfare missions
through aircraft based on the C212, CN235, C295 or P-3 Orion
platforms. The CN235 and C295 have a combined average market
share (in units) of 47% over the last ten years according to internal
estimates. Their main competitors are maritime patrol versionsof the Bombardier Dash-8 Q200 / Q300 and Alenia ATR 42 / 72.

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FITS, which is the core of the mission system installed on thesemaritime patrol platforms, has been developed. FITS is a newgeneration system that enhances tactical awareness and facilitatesdecision-making processes and operations within a networkcentric environment.
In 2013, the US Coast Guard ordered one additional CN235
maritime patrol aircraft. In terms of deliveries, Airbus Militarydelivered two CN235 maritime patrol aircraft (16 in total to date)to the US Coast Guard.
Based on the maritime patrol conﬁguration, the C295 ASW is theﬁrst ASW type designed and certiﬁed in Europe and intended toreplace ageing P-3 Orion or Bréguet Atlantic ﬂeets. The businessline is also involved in the modernisation and operational upgradeof P-3 Orion maritime patrol aircraft for the Spanish and Brazilian
air forces. The programme includes the FITS installation together
with new mission sensors and avionics equipment. In 2013, three
upgraded P-3’s were delivered to the Brazilian Air Force.

Military Transport Aircraft
A400M – Heavy military transport. The A400M is an allnew military airlifter designed for tactical, strategic and logistic
applications, intended to respond to the needs of the world’s armed
forces for military, humanitarian and peacekeeping missions. The
programme’s objective is to develop a leadership position in themarket for heavy military transport aircraft, which together with its
medium and light military transport aircraft will allow it to offer a fullrange of tactical military transport aircraft to customers.
The current order book comprises 172 aircraft, with 168 allocatedto the seven launch customer nations and four to one export
customer, Malaysia. Additional export opportunities for the A400M
are sought while providing in-service support for customers
following the entry into service in 2013. The ﬂight test campaign had
logged more than 5,800 ﬂight test hours and around 2,000 ﬂights
by the end of 2013. Type Certiﬁcate and Initial Operating Clearance
have been achieved in 2013 and the ﬁrst two aircraft have beendelivered to the French Air Force with the third aircraft (alreadyavailable in October 2013 for delivery) still in negotiations with
the Turkish customer. At the end of 2013, ten aircraft were in theﬁnal assembly line and 19 additional aircraft in various stage of
production / assembly.
CN235 — Medium military transport. The ﬁrst version in theCN235 family, the S-10, entered into service in 1987. The latest one,
the Series 300, is a new-generation, twin turboprop, pressurised
aircraft. The CN235-300 is capable of transporting a payload of up
to 6,000 kg, accommodating (i) 36 paratroopers, (ii) 18 stretchersplus three medical attendants, (iii) four of the most widely used
types of freight pallets, or (iv) oversized loads such as aircraft
engines or helicopter blades. Paratrooper operations can be
performed through the two lateral doors in the rear part of theaircraft or over the rear ramp. Variants of the CN235-300 are used
for other missions such as maritime patrol or pollution control,
among others. Considering all variants, over 270 CN235 aircraft
have been delivered since the beginning of the programme.

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In 2013, Cameroon received one CN235 aircraft, becoming a new
operator. Airbus Military also delivered the ﬁnal two CN235 aircraft
to France.
C295 — Medium military transport. Certiﬁed in 1999, the C295
has a basic conﬁguration similar to the CN235, with a stretchedcabin to airlift a 50% heavier payload at greater speed overlonger distances. The C295 is equipped with integrated avionics
incorporating digital cockpit displays and a ﬂight management
system, enabling tactical navigation, planning and the integrationof signals from several sensors. The C295 has accumulated over
140,000 ﬂight hours in all kind of environments: from the polar arctic
areas to deserts. Over 105 C295 aircraft have been delivered to
17 operators from 16 countries.
In 2013, Airbus Military received total orders for 9 C295 aircraftfrom several customers, among others, from Colombia andKazakhstan. In terms of deliveries, Airbus Military delivered a totalof 14 C295 aircraft.
C212 — Light military transport. The C212 was designed asa simple and reliable unpressurised aircraft able to operate frommakeshift airstrips in order to perform both civilian and militarytasks. The ﬁrst version, the S-100, entered into service in 1974.
The latest version, the S-400, incorporates several improvements
such as new avionics and engines for enhanced performance in
hot climates and high altitudes, as well as improved short take-off
and landing performance. In addition, the C212’s rear cargo door
provides multi-mission capability with a conﬁguration that can bechanged quickly and easily, thereby reducing turnaround times.
Since the beginning of the programme, a total of 477 C212 aircraft
have been delivered.
Airbus Military signed an agreement with PT Dirgantara Indonesia
at the end of 2012 for the joint launch of an upgraded version of
the C212-400 aircraft. The aircraft, renamed as NC212, is offeredto civil and military customers.

Customer Services
Approximately 850 delivered aircraft are supported by Airbus
Militar y’s Customer Ser vices organisation, which offers
personalised assistance to meet the needs of each operator.
Airbus Military applies the integrated logistic support (“ILS”)
concept throughout the life cycle of its products, from the ﬁrst
design phase right through to the end of their useful lifetimes
and its main objective is to ensure that clients obtain the best
operational performance and beneﬁt from an integrated support
service in accordance with their needs, thus guaranteeing the
success of their missions.
The support centres for military aircraft are strategically locatedthroughout the world to provide maintenance, repair and overhaul
services on equipment. This includes service centres in Europe(Seville and Poland) as well as a new centre in Mobile, Alabama(US) to cover ﬂeet needs in North America. Service capabilities
for military aircraft in the Middle East were expanded through thesubsidiary in Saudi Arabia (ECAS) and the recently incorporated
subsidiary in OMAN (AMSO).

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1.1 Presentation of the GroupAs new products are introduced, service centre capabilities arecontinually updated to support them. For example, the businessline is currently working on development of ILS tasks, products
and associated services to support the A400M’s entry into service
in 2013. A Full in-service support contract has been signed withFrance (the ﬁrst A400M customer) meanwhile negotiations areon-going with Turkey, the United Kingdom and Germany.
Airbus Military Customer Services has steadily reinforced the role ofthe customer programme managers, in order to increase customer
satisfaction and develop additional business opportunities related
to mission-critical services throughout the product lifecycle with adedicated organisation to reinforce its bidding capabilities, and to
identify and capture aviation services opportunities in the target
segment.
Finally, its capability to design, develop, produce and giveassistance with training at different levels of complexity is realised
mainly through the training centre located in Seville, which has
space for six full-ﬂight simulators and a range of other computerbased training devices.

1.1.3

Production
A ﬁnal assembly line for light and medium aircraft is located at the
San Pablo factory in Seville (southern Spain). The facilities – which
are shared with the A400M – have a surface area of 600,000 m2.
A site nearby which is dedicated to customer services includes a
training centre with a surface area of 383,644 m2.
The aerostructures business and speciﬁc assemblies and subassemblies (such as the A400M horizontal stabiliser, MRTT boom,
C295 and C235 assemblies) are performed at the Tablada factoryin Seville with a surface area of 98,537 m2. Other assemblies,
composite and metallic parts are manufactured in Puerto de Santa
Maria (Cadiz), with a surface area of 78,840 m2.
Finally, specialised engineering, design and manufacturing
facilities, where, among other things, work on the A330 MRTT is
conducted, are located at the Getafe factory.

Eurocopter (now Airbus Helicopters)

Introduction and Overview

A Commitment to Innovation

Eurocopter (now Airbus Helicopters) is a global leader in the civil andmilitary helicopter market, offering one of the most complete andmodern ranges of helicopters and related services. This productrange currently includes light single-engine, light twin-engine,
medium and medium-heavy helicopters which are adaptable to
all kinds of mission types based on customer needs.

Airbus Helicopters is renewing its existing product range for future
growth. Accordingly, Airbus Helicopters is focused on launchinga number of platform upgrades and other new developments,
such as the EC175 medium-weight twin-engine helicopter andthe upgraded EC145 T2 light twin, which both are equipped with
the in-house state-of-the-art Helionix avionics system. The power
and performance of the EC175 were demonstrated by two vertical
speed records validated in 2013. EASA certiﬁcation for the EC175
was received in January 2014 with delivery start-up planned for2014.

Airbus Helicopters delivered 497 helicopters in 2013 (475 in 2012)
and received 444 gross orders in 2013 (compared to 492 grossorders in 2012). After accounting for cancellations, net order intake
for 2013 was 422 helicopters (compared to 469 helicopters in 2012).
Civil contracts accounted for 63% of this order volume, with military
sales representing the remaining 37%. As of 31 December 2013,
Airbus Helicopters’ backlog of helicopter orders was 995 aircraft(compared to 1,070 aircraft in 2012).
As a result of the 2013 activity, Airbus Helicopters retained its
lead by delivering nearly one out of two civil rotorcraft provided
worldwide.
In 2013, Airbus Helicopters recorded total revenues of € 6.3 billion,
representing 10.6% of the Group’s revenues.

Strategy
Airbus Helicopters’ strategy is to drive improvement initiatives to its
transformation plan, which aims at placing customer satisfaction
and quality at the core of its operations as well as improving
industrial competitiveness, all while ensuring the highest levels ofaircraft safety. Airbus Helicopters has also implemented plans to
reduce costs, optimise cash and create value.

Development also continued on the new X4 medium-weighthelicopter, which will offer improved performance, reduced fuelconsumption and lower sound levels. In 2013, the X3 high-speed
hybrid demonstrator marked a new milestone in the company’s
innovation roadmap, combining vertical take-off and landing
capabilities with achievement of the world speed record, while
the optionally piloted EC145 demonstrator performed unmanned
test missions.
In addition, Airbus Helicopters seeks a signiﬁcant expansion in its
service offering in order to enhance aircraft availability as well as
mission performance and cost effectiveness for its customers.
Support and service efﬁciency is therefore a major focus in Airbus
Helicopters’ latest products developments, aimed equally at
generating future revenues and increasing customer satisfaction.
Airbus Helicopters may also pursue external growth opportunities
to increase its service offering in the future, as it did through theacquisition of Vector Aerospace in 2011.

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Globalising to Capture Growth Worldwide

Competition

Airbus Helicopters’ business model is heavily focused on exports,
and growth of its global footprint is a priority for the future.
Building on its already strong implementation in countries like theUS, Australia and Brazil and its presence in 30 nations, Airbus
Helicopters will seek to further develop its industrial footprintin potential growth markets such as Russia, China and India.
Through such international expansion, Airbus Helicopters intends
to increase platform sales and capture service opportunities in theafter-sales market, in line with customer proximity efforts.

Airbus Helicopters’ main competitors in the civil and parapublic
sector are Agusta-Westland, Sikorsky and Bell Helicopter. The
civil and parapublic sector has grown more competitive in recent
years, with Sikorsky and Agusta-Westland having increased theirmarket share in the heavy and medium helicopter classes, while
Bell has increased its market share in the light helicopter classes.

Building a Leaner, More Streamlined Company
Airbus Helicopters is pursuing further improvement initiatives
related to its transformation plan, which aims at placing customer
satisfaction and quality at the core of operations as well as
improving industrial competitiveness, all while ensuring the highest
levels of aircraft safety. Airbus Helicopters has also implemented
plans to reduce costs, optimise cash and create value.

Market Drivers
The value of turbine helicopters delivered worldwide grew froman estimated € 17.35 billion in 2012 to an estimated € 19.8 billion
in 2013, according to Airbus Helicopters market data based on
industry information and internal evaluations.
According to market forecasts published by The Teal Group,
Honeywell and Rolls Royce, between 9,000 to 11,000 civil
helicopters and 6,000 to 6,800 military helicopters are expected to
be built globally between 2012 and 2020. This forecast, particularly
with respect to the military sector, relies to a large extent on large
US development programmes.
Helicopters sold in the civil and parapublic sector, where Airbus
Helicopters is a leader, provide transport for private owners andcorporate executives, offshore oil operations, diverse commercial
applications and state agencies, including coast guard, police,
medical and ﬁre-ﬁghting services. Airbus Helicopters market data
indicates that in 2013, worldwide deliveries of civil and parapublic
turbine helicopters over a 1.3t MAUW stood at 812 units.
Demand for military helicopters is mainly driven by budgetary andstrategic considerations, and the need to replace ageing ﬂeets.
Airbus Helicopters believes that the advanced age of current ﬂeets,
the emergence of a new generation of helicopters equipped withintegrated systems and the on-going introduction of combat
helicopters into many national armed forces will contribute toincreased military helicopter procurement over the next few years.
Recent large-scale military programmes, such as those conductedby the US, Russia, China, India, South Korea, Saudi Arabia, Brazil
and most western European countries have conﬁrmed this trend.
Nevertheless, demand from the military sector has historically been
subject to large year-to-year variations due to evolving strategic
considerations, and short-term growth potential may be limited
due to increasing budgetary constraints on public spending insome regions like Europe, while other regions like Asia or Latin
America are expected to continue growing. According to Airbus
Helicopters market data, worldwide deliveries of military turbine
helicopters stood at 858 units in 2013.

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The military sector is highly competitive and is characterisedby competitive restrictions on foreign manufacturers’ access tothe domestic defence bidding process, sometimes to the virtual
exclusion of imports. Airbus Helicopters’ share of the global market
for military helicopters has decreased in unit and value (15% in unit
in 2012). Nevertheless, with the introduction of the Tiger, NH90
and EC725 and with a more aggressive approach to international
industrial cooperation, in 2013, Airbus Helicopters obtained 11
percent (in units) of the military sector by deliveries in a market
still dominated by US manufacturers and, more recently, Russian
manufacturers.
Airbus Helicopters’ main competitors in the military sector are
Agusta-Westland in Europe, and Sikorsky, Boeing and Bell
Helicopter in the US. Russian manufacturers have been aggressive
particularly in the Asian and Latin American markets. Military sales
accounted for 45% of Airbus Helicopters’ revenues in 2013.

Customers
More than 3,000 operators currently fly Airbus Helicoptershelicopters in approximately 150 countries, forming a broad basefor Airbus Helicopters’ customer support activities. Globally, 85%
of Airbus Helicopters’ customers have ﬂeets of between one andfour helicopters. Airbus Helicopters’ principal military clients are
European Ministries of Defence (“MoDs”), as well as MoDs in Asia,
the United States and Latin America. In the civil and parapublic
sector, Airbus Helicopters has a leading market share in Europe,
the US and Canada.
With 46% of the worldwide market share based on deliveries, theversatility and reliability of Airbus Helicopters products have madethem the preferred choice of the most prominent customers. The
world’s largest offshore operators (such as Bristow, CHC, Era andPHI) use Airbus Helicopters aircraft for passenger transport andoffshore oil industry support. In the emergency medical services
market segment, Airbus Helicopters aircraft dominate the ﬂeetsof large operators such as Air Methods in the US and ADAC in
Germany. Agencies with high serviceability requirements, including
police and armed forces, also rely on Airbus Helicopters products.
Airbus Helicopters’ marketing strategy is strongly leveraging on thescale of its global network. Airbus Helicopters’ network currently
encompasses 30 foreign subsidiaries, complemented by a rich
network of authorised distributors and service centres aimed at alarge number of existing and potential clients. Airbus Helicopters
has developed expertise in production licensing, joint production
and subcontracting agreements, and has been developing links
with industrial partners and suppliers in more than 35 countries.

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Products and Services
Airbus Helicopters offers a complete range of helicopters that covers nearly the entire civil and military market spectrum, which it
updates continuously with leading-edge technologies. This product range includes light single-engine, light twin-engine, medium andmedium-heavy helicopters, and is based on a series of new-generation platforms designed to be adaptable to both military and civil
applications. In addition, products share multiple technical features as part of a family concept approach.
The following table sets forth Airbus Helicopters’ existing product line, consisting of optimised products for different mission types:

Helicopter TypePrimary Missions

Light Single Engine
EC120 “Colibri”

Corporate / Private, Commercial Pax Transport & Multipurpose, Civil & Military Training

Single Engine (“Ecureuil” family)
AS350 “Ecureuil” / AS550 “Fennec”

Public Services(1), Military Utility(2) & Armed Reconnaissance, Corporate / Private,
Commercial Pax Transport & Aerial Work

EC130

Emergency Medical, Tourism, Corporate / Private

Light Twin Engine
AS355NP / AS555

Public Services(1), Commercial Pax Transport & Multipurpose, Corporate / Private

EC135 / EC635

Military Utility & Armed Reconnaissance, Emergency Medical, Public Services(1)Military Utility(2), Emergency Medical, Public Services(1)EC145 / LUH (UH-72) / EC645
Medium (“Dauphin” family)
AS365 “Dauphin” / AS565 “Panther”

Military Naval Warfare mission & Martitime Security, Public Services(1)(in particular Coast Guard & SAR), Oil & Gas, Commercial Pax Transport & Multipurpose

EC155

Corporate / Private, VIP, Oil & Gas, Public Services(1)EC175

SAR, Emergency Medical, Public Services, Oil & Gas

Medium-Heavy
AS332 “Super Puma” / AS532 “Cougar”
EC225 / EC725

Military Transport / SAR, Oil & Gas
SAR, Combat-SAR, Military Transport, Oil & Gas, VIP

NH90 (TTH / NFH)

SAR, Military Transport, Naval

AttackTiger

Combat, Armed Reconnaissance / Escort(1) Public Services includes homeland security, law enforcement, fire-fighting, border patrol, coast guard and public agency emergency medical services.
(2) Civil Utility includes different kinds of commercial activities such as aerial works, electrical new gathering (ENG), passenger and cargo transport.

Civil Range
Airbus Helicopters’ civil range includes light single-engine, lighttwin-engine, medium and medium-heavy helicopters, which areadaptable to all mission types based on customer needs. To
maintain and strengthen its competitive edge in the civil sector,
Airbus Helicopters is pursuing a fast-paced product range renewal.
This entails upgrades of existing platforms as well as development
for the next generation of helicopters.

For its next-generation helicopter family, Airbus Helicopters is
actively working on development of the X4 – the successor to thecurrent Dauphin family. Beneﬁtting from innovative features andtechnology, the X4 will offer signiﬁcantly improved performance,
lower fuel consumption and noise emissions.

The newest products with short-term service entry targets are
the twin-engine EC145 T2 and the medium-class EC175. The
EC145 T2 incorporates Airbus Helicopters’ latest innovations interms of power, avionics, ﬂight safety, noise reduction and mission
equipment, with one of the most visible changes being a new tailboom assembly with the Fenestron shrouded tail rotor.

Airbus Helicopters’ military range comprises platforms derived
from its commercial range (such as the EC725 derived from theEC225) as well as purely military platforms developed for armed
forces (the NH90 and the Tiger).

In addition, Airbus Helicopters and Chinese AVIC II Corporation
have launched the joint development and production (on a 50/50
basis) of the EC175, a medium civil helicopter (7.5 tonnes), which
will broaden both partners’ product ranges. The development
phase began in 2006, and the aircraft was certiﬁed in early 2014
with customer deliveries planned for later in the year.

Military Range

NH90. Designed for modern multi-mission capabilities andcost effectiveness throughout its lifecycle, the NH90 has beendeveloped as a multi-role helicopter for both tactical transport(TTH) and naval (NFH) applications. The programme, mainly
ﬁnanced by the governments of France, Germany, Italy and theNetherlands, has been jointly developed by Airbus Helicopters,
Agusta-Westland of Italy and Fokker Services of the Netherlands
as joint partners in NATO Helicopter Industries (“NHI”) in

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direct proportion to their countries’ expressed procurement
commitments. Airbus Helicopters’ share of NHI is 62.5%.
There were 43 NH90 deliveries in 2013, for a cumulative total of
180 deliveries as of the end of 2013.
Tiger. The Tiger combat attack helicopter programme includes
four variants based on the same airframe: the HAP (turreted gun,rockets and air-to-air missile), 40 of which have been ordered by
France and 6 by Spain; the UHT (antitank missile, air-to-air missile,
axial gun and rockets), 80 of which have been ordered by Germany;
the ARH (antitank missile, turreted gun and rockets), 22 of whichhave been ordered by Australia; and the HAD (antitank missile,
air-to-air missile, turreted gun, rockets and upgraded avionics andengines), 24 and 40 of which have been ordered by Spain andFrance, respectively. There were 11 Tiger deliveries in 2013, for a
cumulative total of 107 deliveries as of the end of 2013. The Tiger
ﬂeet has accumulated over 50,000 ﬂight hours with more than
7,500 of these ﬂight hours logged during operation in Afghanistan,
Libya and Mali.

Customer Services
With nearly 3,000 operators in approximately 150 countries, Airbus
Helicopters has a large ﬂeet of some 12,000 in-service helicopters
to support. As a result, customer service activities to support
this large ﬂeet generated 42% of Airbus Helicopters’ revenues
for 2013. Airbus Helicopters’ customer service activities consist
primarily of maintenance, repairs, spare parts supply, training andtechnical support. In order to provide efﬁcient worldwide service,
Airbus Helicopters has established an international networkof subsidiaries, authorised distributors and service centres.
Further, in order to meet globalising customer demand, Airbus
Helicopters has been extending its range of customer services.
Airbus Helicopters plans to pursue this expansion in order tooffer its customers advanced services that are tailor-made to

1.1.4

their operations. Airbus Helicopters’ service offering is not only
limited to its own helicopter ﬂeet but also comprises other original
equipment manufacturer (OEM) platforms as well as ﬁxed-wing
mission aircraft.

Production
Airbus Helicopters’ industrial activities are conducted in four
primary locations, two in France, one in Germany and one in
Spain. The French sites are Marignane, in southern France, and La
Courneuve, near Paris. The German site is located in Donauwörth,and the Spanish site is located in Albacete.
In the US, American Eurocopter, Inc. has two industrial sites: Grand
Prairie, Texas and Columbus, Mississippi. Grand Prairie serves
as the headquarters and main facility for Airbus Helicopters andalso serves as the Airbus Helicopters Training facility for North
America. The Columbus facility is dedicated to the assembly anddelivery of the UH-72A Lakota. Beginning in 2014, this site will be
upgraded to a ﬁnal assembly and test site for AS350 helicopters.
The plant plans to produce up to 60 additional AS350 helicoptersannually by 2016.
In Australia, Australian Aerospace assembles NH90 and Tiger forthe country’s armed forces. A new rotary-wing centre of excellencein Itajuba, Brazil, has been inaugurated where Helibras (Airbus
Helicopters’ Brazilian subsidiary) is now producing, assembling
and maintaining EC725 helicopters acquired by the Brazilian armed
forces in addition to the Ecureuils.
Airbus Helicopters will continue to pursue international expansionof its global supply chain with an emphasis on US dollar-based andlow-cost sourcing in particular, while also seeking to rationalise its
supply network and streamline its internal industrial organisationin parallel.

Astrium

Introduction and Overview

Strategy

Astrium, integrated from 2014 onwards in the newly created Airbus
Defence and Space Division (for more details, see “— 1.1.1. —Overview” above), designs, develops and manufactures satellite
systems, orbital infrastructures and launchers, and provides
satellite telecommunication and geo-information services on behalfof commercial and government customers. Astrium conducted its
activities through three main Business Units: Astrium Satellites,
Astrium Space Transportation and Astrium Services. These
Business Units also provide launch services through Astrium’s
shareholdings in Arianespace (Ariane 5 launcher), Starsem (Soyuz
launcher) and Eurockot (Rockot launcher).

Through its established presence in Europe, Astrium offers
comprehensive expertise in all areas of the space industry(satellite systems, orbital infrastructures, launchers, services andequipment). Astrium’s strategy is to strengthen its market position
by being able to offer its customers a total solution to their needs,
ranging from a single piece of equipment to a more tailored, turnkey
solution involving launchers, satellite systems and terminals.

In 2013, Astrium recorded total revenues of € 5.78 billion,
representing 9.7% of the Group’s revenues.

With the satellite and launcher markets still ﬂat in Europe, Astrium
will seek to enhance its proﬁtability by strengthening its services
and equipment activities in particular. To achieve its goals, Astrium
is actively seeking to:

Maintain its Strong Position in European Space
Markets
Public spending on space activities is relatively ﬂat in Europe due
to existing budget constraints, with further cuts expected to lead toincreasing competition in the future. Within this context, Astrium will

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1.1 Presentation of the Groupseek to maintain its market share by providing the most innovative,
cost-effective solutions possible to customers.

Continue to Transform and Innovate to Gain
Competitive Advantage

In the launcher market, for example, Astrium Space Transportation
has continued to streamline its activities as prime contractor on
certain programmes (such as the Ariane 5 launcher and M51 missile
system), which has contributed to an increase in the reliability
and cost-effectiveness of Astrium’s activities in this area. Thiswas reﬂected most recently in the decision by the 2012 European
Space Agency Ministerial Conference to select Astrium as theprime contractor for developing the successor to the Ariane 5
launcher – the Ariane 5 ME (Mid-life Evolution) – to be launchedin 2017 / 2018. Furthermore, Astrium was selected to lead the
Ariane 6 studies for a completely new designed, cost efﬁcient andcompetitive European launch vehicle.

Launched in 2010 to better adapt to the challenging market
environment and to increase profitability, the transformation
programme AGILE (Ambitious, Globally growing, Innovative,
Lean and Entrepreneurial) strives to improve Astrium’s agility andcompetitiveness, while freeing up additional resources to invest
in innovation. At the same time, AGILE emphasises customer
orientation as well as employee empowerment.

Remain the Key Partner of Ministriesof Defence
Astrium is committed to maintaining its role as a key partner
for ministries of defence in Europe and within NATO. Astrium
is the world’s number one private-sector military satellite
communications service provider as well as prime contractor fora range of applications such as Earth observation systems andearly warning systems, Astrium is already an important industrial
partner for the armed forces of France, Germany and the UK
amongst others. In addition, Astrium is prime contractor for theballistic missile systems for France’s deterrence forces and is undercontract with NATO to deﬁne various defence systems. As partof its strategy, Astrium will seek to leverage existing partnerships
and technologies to develop further business opportunities in the
defence ﬁeld.

Grow its Offering in Space Services
and in Equipment
Astrium will pursue its strategy of moving from being solely asystems supplier to a leading service provider in the areas ofsatellite telecommunication and geo-information services.
In 2012, the acquisition and integration of Vizada, a leading
telecommunication services company providing both mobile andﬁxed satellite communication services to business-to-business(B2B) customers, helped to further enhance Astrium’s position inthis growing sector.
Astrium will also continue to develop its equipment portfolio(electronic equipment, solar generators, attitude and orbit control
subsystem (AOCS) sensors, propulsion equipment, antenna
reﬂectors, etc.) to provide customers with reliable, standardisedand competitive products.

Extend its Global Presence
Astrium will continue to focus investment on innovation andon extension of its global presence to gain a foothold in export
markets. For example, Astrium Americas was created in order tofurther develop Astrium’s activities in the US and Canada. Astrium
Brazil and Astrium Singapore were also created, while in Russia,
Energia (51%) and Astrium (49%) formed a joint venture “Energia
Satellite Technologies” to build telecommunication and Earthobservation satellites for the Russian market.

Astrium Satellites
Astrium Satellites is a leader in satellite solutions, designing andmanufacturing all types of satellite systems, platforms, payloads,
ground infrastructures and space equipment for a wide range ofcivil and military applications. Its business covers four categories ofsatellite applications – telecommunication, observation, scientiﬁc /exploration and navigation.
Astrium Satellites also includes an array of wholly owned
subsidiaries such as EADS CASA Espacio (Spain), which supplies
platforms, space-borne antennas, deployment mechanisms andharness subsystems for telecommunication satellites; CRISA(Spain), which designs and manufactures electronic equipment
and software for space applications; Tesat (Germany), a supplierof telecommunication electronic equipment and subsystems;
Dutch Space (Netherlands), which provides solar arrays and otherspecialised items; SSTL (UK), which provides small satellites andpayloads; and Jena-Optronik, which provides space sensors andoptical systems.

Market
The commercial telecommunication satellite market is very
competitive, with customer decisions primarily based on price,technical expertise and track record. Astrium Satellites expects
this market to remain largely stable over the next ﬁve years at alevel of approximately 20-22 orders per year on average. Its maincompetitors are Loral, Boeing, Orbital and Lockheed Martin in
the US, Thales Alenia Space in France and Italy, and Information
Satellite Systems Reshetnev in Russia. With the increasing
acceptance of electric propulsion for orbit raising by commercial
operators this capability is becoming an established option.
Astrium Satellites will seek to reinforce its position in this market
through emphasis on its technical expertise, track record andcost effectiveness.
In the public market for Earth observation, scientiﬁc / explorationand navigation satellites, competition in Europe is organised ona national and multinational level, primarily through the European
Space Agency (“ESA”) and the European Commission (“EC”).
European budgets approved at the 2012 ESA Ministerial
Conference and under EC Horizon 2020 will pave the way for future
European programmes in which Astrium Satellites does or may
seek to participate, such as METOP second-generation weather
satellites, next-generation telecommunication satellites as part of
the ARTES programmes, next-generation European navigation
systems, new environmental Earth observation satellites (Earth
Explorers, Copernicus) and scientiﬁ c missions. There is also

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1.1 Presentation of the Groupconsiderable export demand for Earth observation systems, forwhich the Group is a leading provider. Astrium expects the export
market to continue growing over the medium-term.

for the Spanish government; and the Spot 6 and Spot 7 highresolution Earth observation satellites for Astrium Services (SpotImage).

For military customers, demand for telecommunication andobservation satellites has increased in recent years. The Skynet 5 /Paradigm contract in the UK, the SATCOM Bw contract inGermany, the Yahsat contract in the United Arab Emirates, thecontracts for optical reconnaissance satellites in France and SAR
reconnaissance contracts in Germany (SARah) and Spain (Paz)demonstrate the positive trend in this market.

In 2013, Astrium Satellites was selected by ESA to provide thepayload module for the Euclid science mission, which shall help
to understand the very nature of what physicists refer to as the
Universe’s dark energy. In the frame of the ESA / Eumetsat MetOp
SG metrology mission a set of high performance instrument
contracts were received in 2013 (including CNES’ IASI NG and
ESA’s Sentinel-5). Major military contracts for 2013 include an
ultra-high resolution radar satellite for the German MoD (SARah),which allows global observation independent from weather or
daylight, and the ground segment for the new French military
optical observation system (SSU CSO). In export Astrium Satellites
could secure major contracts in 2013 with two instruments for
Korean KARI (GOCI 2 spectrometer and Kompsat 6 SAR) andtwo very high resolution observation systems for governmental
customers.

The equipment segment can rely on a stable European market,
with potential growth to come from developing space countries
as well as the US.

Products and Services
Telecommunication satellites. Astrium Satellites produces
telecommunication satellites that may be used for civil or military
applications, such as television and radio broadcasting, ﬁxed andmobile communication services and Internet broadband access.
Current Astrium geostationary telecommunication satellites are
based on the Eurostar family of platforms (56 satellites haveaccumulated 500 years of successful orbital operation to date),the latest version of which is the Eurostar E3000.
In 2013, Astrium Satellites signed contracts for three commercial
telecommunication satellites: for Russian RSCC (Express AMU1),
Canadian Telesat (Telstar 12R) and the last for US DirectTV. It
launched three telecommunication satellites in 2013: SES-6(June 2013), Alphasat (July 2013) and Astra 2E (September 2013).
Observation and scientiﬁc / exploration satellites. Astrium
Satellites supplies Earth observation satellite systems including
ground infrastructures for both civil and military applications.
Customers can derive signiﬁ cant beneﬁ ts from the common
elements of Astrium’s civil and military observation solutions, whichallow the collection of information for various applications, such as
cartography, weather forecasting, climate monitoring, agriculturaland forestry management, mineral, energy and water resource
management, as well as military reconnaissance and surveillance.
Astrium Satellites also produces scientiﬁc satellites, which are
tailor-made products adapted to the speciﬁc requirements of themostly high-end mission assigned to them. Applications include
astronomical observation of radiation sources within the Universe,
planetary exploration and Earth sciences.
Astrium Satellites designs and manufactures a wide range ofhighly versatile platforms, optical and radar instruments andequipment. Astrium Satellites is the prime contractor for complex
missions such as: Pléiades, three small and highly agile Earthobservation satellites for French and Spanish civil and military
applications, able to take daily pictures of every given point on
Earth; Swarm, a climatology satellite monitoring the evolutionof the Earth’s magnetic ﬁelds; Gaia, a global space astrometry
science mission; Bepi Colombo, an exploration mission to
Mercury; EarthCARE, a joint European-Japanese cloud andaerosol mission; SeoSAR / Paz, a radar Earth observation system

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Astrium Satellites launched three Earth observation satellites in
2013: VNREDSat-1A (May 2013), Swarm (satellites constellation,
co-launched November 2013) and Gaia (December 2013).
Navigation satellites. Astrium Satellites plays a major industrial
role in the new “Galileo” European navigation satellite system,
which delivers signals enabling users to determine their geographic
position with high accuracy and is expected to become increasingly
signiﬁ cant in many sectors of commercial activity. Astrium is
responsible for the Galileo in-orbit validation phase (“IOV”) to test
the new satellite navigation system under real mission conditions.
The IOV phase covers the construction of the ﬁrst four satellites of
the constellation and part of the ground infrastructure for Galileo.
After the successful launch of the ﬁrst two Astrium Galileo IOVsatellites in 2011 and 2012, this early constellation was successfully
tested in orbit and handed over to the customer in 2013. Astrium
will play an active role in the Galileo full operation capability phase(“FOC”) with a nearly 50% work share, including providing the
payloads for the ﬁrst 22 FOC satellites and the FOC ground control
segment.
Satellite products. Astrium offers an extensive portfolio ofembedded subsystems and equipment for all types of space
applications: telecommunications, Earth observation, navigation,scientiﬁc missions, manned spaceﬂight and launchers. In 2013,
Astrium Satellites’ Products unit delivered major equipment for
European programmes such as Meteosat Third Generation,
BepiClombo, EDRS, Hispasat AG1, the Copernicus Sentinels,and ATV. With the delivery of the ﬁ rst fully operational Laser
Communication Terminals (LCT) to ESA, Astrium pioneered
optical communication in space. In addition to stable businesswith existing customers in the US, Canada, Russia and Asia
(especially Japan), new products were successfully marketed(e.g. Astrix Fibre Optical Gyros) or demonstrated in orbit (e.g. next
generation solar array, star tracker, power unit on ESA Alphasat
and Nasa COTS / Cygnus missions).

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Astrium Space Transportation
Astrium Space Transportation is the European space infrastructureand space transportation specialist. It designs, develops andproduces Ariane 5 launchers, the Columbus laboratory andthe Automated Transfer Vehicle (“ATV”) cargo carrier for theInternational Space Station (“ISS”), ballistic missile systems
for France’s deterrence forces, propulsion systems and spaceequipment.

Orbital Infrastructure and Space Exploration
The orbital infrastructure segment comprises manned andunmanned space systems. The ISS, together with related
vehicle and equipment development programmes and services,
constitutes the predominant ﬁ eld of activity in this segment.
Astrium Space Transportation is the prime contractor under an
ESA contract relating to two key elements of the ISS: the spacelaboratory (“Columbus”) and the ATV cargo carrier. Moreover,
Astrium is responsible for managing the operation and use of theEuropean elements on the ISS under an ESA contract. Under an
ESA contract Astrium is also developing the service module forthe new US crew transport system Orion, for which the ﬁrst launchis planned in 2017 / 2018.

MarketDemand for orbital infrastructure systems originates solely frompublicly funded space agencies, in particular from ESA, NASA,
Roscosmos (Russia) and NASDA (Japan). Such systems are usuallybuilt in cooperation with international partners. In addition to the
Columbus and ATV projects, ESA is responsible for additional ISS
components for the station’s construction and operational phases.
National space agencies, such as DLR and CNES, are also involvedin the development of experimental facilities to be used on the ISS.

Products and Services
Astrium Space Transportation has been the prime contractor forthe development and integration of Columbus. Columbus is apressurised module with an independent life-support system.
It provides a full-scale research environment under microgravity
conditions (material science, medicine, human physiology, biology,
Earth observation, ﬂuid physics and astronomy) and serves asa test-bed for new technologies. In 2011, ESA awarded Astrium
Space Transportation a contract to manage the continued
operation of the European components of the ISS as the leadpartner in an industrial consortium. The contract represents theﬁrst phase of a long-term service agreement for the entire planned
service life of the ISS until 2020.
Astrium Space Transportation is also the prime contractor for thedevelopment and construction of the ATV cargo carrier, designed tocarry fuel and supplies to the ISS and to provide re-boost capability
and a waste disposal solution. Following the ﬁrst two successful
launches, the third ATV, “Edoardo Amaldi”, was successfullylaunched in 2012. The ﬁfth ATV “Georges Lemaitre” was shipped

to Kourou for ﬁnal assembly and testing and is expected to belaunched in June 2014. In 2013, ESA awarded Astrium a contract
for the operation and exploitation of the European componentsof the ISS as lead industrial partner.
The 2012 ESA Ministerial Conference has also decided to develop
a module service for the US Orion programme for human space
exploration. Astrium Space Transportation will be the prime
contractor for this programme referred to as MPCV-ESM (Multiple
Purpose Crew Vehicle – European Service Module), which will bebased on ATV technology.

Launchers & Launch Services
Space systems (including satellites, orbital infrastructure elements
and interplanetary probes) depend on expendable rocket powered
multi-stage launch vehicles to place them into orbit. Astrium SpaceTransportation is active in two distinct businesses: (i) designing andmanufacturing launchers for both civil and military purposes, and(ii) providing launch services through its interests in Arianespace,
Starsem and Eurockot.
Astrium Space Transportation is the sole prime contractor
for the Ariane 5 system, with responsibility for the delivery to
Arianespace of a complete and fully tested vehicle. Astrium SpaceTransportation also supplies all Ariane 5 stages, the equipment
bay, the ﬂ ight software as well as numerous sub-assemblies.
Additionally, Astrium Space Transportation is the prime contractor
for ballistic missile systems to the French State. It is responsible forthe development, manufacturing and maintenance of submarinelaunched missiles and related operating systems.

Market
The market for commercial launch services continues to evolve.
Competitive pressure is increasing in light of other competitors
entering or coming back into the market. The accessible market
to Arianespace for commercial launch services for geostationary
satellites is expected to remain stable at around 20 payloads
per year. However, due to various factors (such as technology
advances and consolidation of customers), this ﬁgure remains
volatile. This market does not include institutional launch services
for the US, Russian or Chinese military and governmental agencies.
In the area of national defence, Astrium Space Transportation has
been the exclusive supplier of ballistic missiles to the French State
since the early 1960s. In addition to conducting production andstate-ﬁnanced development work, Astrium Space Transportation
performs substantial maintenance work on the ballistic missile
arsenal to ensure system readiness over the life span of theequipment, which may stretch over several decades. Astrium
Space Transportation also provides on-site support to the
French military. Finally, Astrium Space Transportation is working
in partnership with others on a NATO contract relating to theatre
missile defence architecture.

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Products and Services
Launch services. Astrium Space Transportation is active in theﬁ eld of launch services through shareholdings in Arianespace(for heavy-lift launchers), Starsem (for medium-lift launchers) andEurockot (for small-lift launchers):¬ Arianespace. Astrium is Arianespace’s second largest
shareholder (after CNES) with a 32.5% stake (direct and indirect),and its largest industrial shareholder. Arianespace is the world’s
largest commercial launch service provider in terms of totalorder book. Arianespace markets and sells the Ariane launcher
worldwide and carries out launches from the Guiana Space
Centre in Kourou, French Guiana.
In 2013, Arianespace signed a total of 18 launch contracts worth€ 1.4 billion: 15 for geostationary satellites to be launched by
Ariane 5, giving it a market share of 60%, and three for Earthobservation satellites to be launched by Vega. Arianespacecarried out eight launches in 2013: seven from the Guiana Space
Center and one from the Baikonur Cosmodrome in Kazakhstan.
Three Ariane 5 ECA launchers orbited six telecommunications
satellites, an Ariane 5 ES launched the fourth ATV (AutomatedTransfer Vehicle), dubbed “Albert Einstein”, to the ISS, and two
Soyuz missions orbited the ﬁrst four 03b satellites, and the Gaia
space telescope respectively.
¬ Starsem. Astrium Space Transportation directly owns 35% ofStarsem, a French corporation, along with Arianespace (15%),
the Russian space agency (25%) and the Russian state-owned
Samara Space Centre (25%). Through Arianespace, Starsem
markets launch services by Soyuz launchers for medium-weightspacecraft into low or sun-synchronous orbits as well as forinterplanetary missions.
¬ Eurockot. Astrium Space Transportation (51%) and Khrunichev(49%) jointly control Eurockot Launch Services, which provides
launch services for small, low-Earth orbit satellites with Rockot
launchers derived from SS-19 ballistic missiles. In 2013, Eurockot
launched the SWARM satellites of ESA, designed and built by
Astrium.
Commercial launchers. Astrium Space Transpor tation
manufactures launchers and performs research and development
for the Ariane programmes. Member states, through ESA, fund thedevelopment cost for Ariane launchers and associated technology.
Astrium Space Transportation has been the sole prime contractor
for the Ariane 5 system since 2004. In 2013, Astrium andArianespace have signed a frame contract for the supply of 18
additional Ariane 5 ECA launchers, with an order intake impact of€ 1 billion in 2013. These latest Ariane 5 launchers, which follow
an order for 35 launchers in 2009 (PB batch), will be launchedfrom 2017 onwards. In 2012, ESA Ministerial Conference selected
Astrium as the prime contractor for developing the successor to
the Ariane 5 launcher – the Ariane 5 ME (Mid-life Evolution) – to belaunched in 2017 / 2018. Astrium was also selected to perform an
18-month study to deﬁne the conﬁguration of the Ariane 6 launcher
to be launched in 2025.
Ballistic missiles. Astrium Space Transportation is the only
company in Europe which designs, manufactures, tests andmaintains ballistic missiles. Following its contracts with the French

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State for the submarine-launched ballistic missiles family of M1,
M2, M20, M4 and M45, Astrium Space Transportation is now
under contract to develop and produce the M51 with increased
technical and operational capabilities. In 2010, the French Defence
Procurement Agency and Astrium Space Transportation signed
a contract covering the development and production of thesecond version of the M51 strategic missile (M51.2), which helps
to secure Astrium Space Transportation’s capabilities in this ﬁeld.
In addition, Astrium Space Transportation manages the operational
maintenance of the M51 missile system on behalf of the French
armed forces. At the end of 2011, Astrium Space Transportation
received a ﬁ rst design study contract in order to prepare theintended M51.3 new upper stage development.

Astrium Services
Astrium Services offers innovative, highly competitive end-toend tailored satellite telecommunication and geo-information
services on behalf of commercial and government customers.
As the European “one-stop-shop” provider for satellite services,
Astrium Services supports its customers’ business and criticalmissions even in the most remote areas.
In 2012, Astrium Services integrated Vizada, a leading independent
provider of global satellite communications services acrosssectors such as maritime, oil, gas and mining, non-governmentalorganisations, media and government / defence, aeronautics.
It offers mobile and ﬁ xed connectivity services from multiple
satellite network operators, both directly and through a networkof 400 service provider partners. Thanks to this business, Astrium
Services has enhanced its range of solutions and strengthened
its presence globally.

Products and Services
Military and government communications. In 2003, the UK
Minsitry of Defence selected Astrium Services to deliver a global
military satellite communication service for its next-generation
Skynet 5 programme. This contract, pursuant to which Astrium
Services owns and operates the UK military satellite communication
infrastructure, allows the UK MoD to place orders and to pay forservices as required. Offering a catalogue of services, Astrium
Services delivers tailored end-to-end in-theatre and back-tobase communication solutions for voice, data and video services,
ranging from a single voice channel to a complete turnkey system
incorporating terminals and network management. The ﬁrst three
Skynet 5 satellites were launched in 2007 and 2008, enabling the
UK MoD to pronounce full operational service in 2009. In 2010, thecontract was extended by 30 months, including the manufacturing,launch, testing and operation of a fourth satellite Skynet 5D, which
entered service on 2 April 2013.
In Germany, a team led by Astrium Services is providing Germany’s
ﬁrst dedicated satellites for a secure communication network. Twomilitary-frequency satellites and a comprehensive user groundterminal segment give the German Armed Forces (Bundeswehr) a
secure information resource for use by units on deployed missions,with voice, fax, data, video and multimedia applications. With theﬁrst satellite (ComSat Bw1) launched in 2009, the second (ComSat

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1.1 Presentation of the GroupBw2) in 2010, and user terminals deployed in theatre, the systemcommenced operations in 2010. Astrium Services, through its
subsidiary ND Satcom, operates the system on a long-term basis
and provides additional capacity from commercial operators.
In France, the defence procurement agency (DGA) has selected
Astrium Services and Actia Sodielec in February 2013 to create
the system “Comcept”, France’s ﬁ rst full-IP military ultra-fastbroadband satellite communications network. Astrium Services
has been developing and delivering innovative solutions andservices to the French Ministry of Defence for many years. For
example, since 2005, Astrium Services has been providing a rangeof satellite telecommunication services to the French armed forces
under the ASTEL convention, a framework agreement with DIRISI,
the joint Directorate of infrastructure networks and information
systems responsible for the management of military satellite
communication services. And since 2008 Astrium has also been
providing communication services for French military personnel
deployed on overseas missions, enabling servicemen and womento keep in touch with their families and friends through an Internet
portal called “Escale des Armées”. Moreover, in 2008, the DGA
awarded a contract to Astrium Services for the development of
the Telcomarsat naval satellite communication system.
In Abu Dhabi, Astrium Services (together with Thales Alenia
Space) won a contract with Yahsat, a wholly owned subsidiary of
Mubadala Development Company, for the construction of a securesatellite communication system. Astrium Services is managing
the programme and will supply the space segment (except forthe payload) and 50% of the ground segment. In 2011, after the
successful completion of in-orbit testing, the ﬁrst satellite Yahsat
1A was ofﬁ cially handed over to Yahsat and the initial system
acceptance milestone was achieved. This milestone enables
Yahsat to provide the United Arab Emirates Armed Forces withmilitary satellite communications capabilities. The second satellite,
Yahsat 1B, was launched and delivered in 2012 and the Final
System Acceptance (FSA) was achieved in August 2013.
Commercial communications. Astrium Services’ morethan 200,000 end-users beneﬁt from access to these satellite
telecommunications services wherever they are in the world. These
include all maritime sectors (merchant shipping vessels, ﬁshing,yachting, etc.), oil, gas and mining companies, emergency responseorganisations, global media companies, telecommunication andinternet service providers, and civil aviation. Astrium Services
works with the broadest range of network providers in theindustry, including Inmarsat, Iridium, Thuraya, Eutelsat, Intelsat,
SES, Arabsat, Loral Skynet and Satmex.

Geo-information services. Astrium Services is a provider of both
optical and radar-based geo-information services to customers
including international corporations, governments and authorities
around the world. In 2012, Spot 6 and Pleiades 1B, two new opticalsatellites, were operational following their in-orbit validation. They
complete the constellation providing images distributed by Astrium
Services. With Pleiades 1B joining its twin, Pléiades 1A, in orbit,
two very-high-resolution satellites operate for the ﬁrst time as aconstellation, offering daily revisit capability to all users. Daily revisit
capability permits the imaging of any place on Earth daily, enabling
conﬂict zones and crisis / disaster areas to be visible in a matterof hours, for example, wherever their location.
Spot 6 is the ﬁrst satellite of the “Astroterra programme”, which isdesigned to replace Spot 5 (owned by the French State with an
exclusive operating licence granted to Astrium Services) before
the end of its lifetime with a constellation of two Earth observation
satellites (Spot 6 and Spot 7) in order to maintain high resolution
capability through to 2023.
While Spot 6 & 7 will provide a wide picture over an area with its
60-km swath, Pléiades 1A and 1B will be able to offer, for the samezone, products with a narrower ﬁeld of view but with an increased
level of detail (50 cm). For instance, in case of ﬂooding or conﬂict,
Spot 6 can provide the big picture and Pléiades brings the focus
over the most populated or damaged areas.
The successful launch of TerraSAR-X in 2007 – a radar-based
Earth observation satellite that provides high-quality topographic
information – enabled Astrium Services to signiﬁcantly expand its
capabilities by proposing new kinds of images based on radar.
TanDEM-X, its almost identical twin, was successfully launched in2010 and will further expand Astrium Services product portfolio
by allowing 3D imagery.

Production
Astrium’s main engineering and production facilities are locatedin France (Élancourt, Les Mureaux, Bordeaux, Toulouse, LimeilBrévannes), Germany (Backnang, Bremen, Friedrichshafen, Jena,
Lampoldshausen, Ottobrunn), Spain (Madrid), the UK (Portsmouth,
Stevenage, Guildford) and the Netherlands (Leiden). Thanks to the
new sitcom services business, Astrium has enlarged its footprintin Norway (Oslo, Eik) and also in the US (Santa Paula, Fort Collins,
Southbury, Washington, Glen Burnie, Rockville, Houston, Dallas,
League City, Herndon).

In December 2013, Astrium Services and Inmarsat reached astrategic distribution partnership agreement which will see Global
Xpress services made available to Astrium Services’ large partnerand customer base.

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1.1.5

CassidianIntroduction and Overview
Cassidian, integrated from 2014 onwards in the newly created
Airbus Defence and Space Division (for more details, see“— 1.1.1. — Overview” above), is a worldwide leader in global
security solutions and systems, providing lead systems integrationand value-added products and services to civil and militarycustomers around the globe: air systems (combat aircraft, militarytransport, mission aircraft and unmanned aerial systems), land,
naval and joint systems, intelligence and surveillance, cybersecurity, secure communications, test systems, missiles, services
and support solutions. As a lead systems integrator, Cassidian
combines the know-how to design, develop and implement overallsystem solutions by integrating across platforms, equipment andservices.
In 2013, Cassidian recorded total revenues of € 6.0 billion,
representing 10.1% of the Group’s revenues.

MarketMarket Drivers
The defence and security market continues to be driven by rapidly
evolving security challenges and the need to respond to new
global threats. At the same time, economic conditions in the mainindustrialised countries—in particular Cassidian’s European homemarkets—are creating downward pressure on budget resources for
defence and security spending. Countries must therefore balance
funding priorities in order to plan for the broadest possible range
of operations, including homeland defence, stabilisation efforts,counterinsurgency and counterterrorism operations, or nation
state aggressors with growing sophistication and military means.
This has only served to reinforce the convergence of the traditionalroles of defence and security into a single set of customer needs,
a trend that Cassidian expects will continue.
Within the current economic climate, Cassidian believes that thestrongest opportunities for growth are in the Middle East, SouthAmerica and India, among others, where defence and security
budgets are growing quickly. With increasing needs and aging
equipment, these regions have the ﬁnancial strength necessary
to make future defence and security acquisitions.

Competition
The defence and security market is highly competitive, with
Cassidian facing competition from large- and medium-sized US
and European companies that also specialise in its key markets.
Its main competitors include Lockheed Martin, Dassault, Boeing,
Northrop Grumman, Thales, Motorola, General Dynamics,
Raytheon, other lead systems integrators and combat aircraft
manufacturers worldwide. Competitive factors include affordability,
technical and management capability, the ability to develop andimplement complex, integrated system architectures and the ability
to provide timely solutions to customers.

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Cassidian’s major challenge is to develop business in newgeographic markets and high growth market segments globallyso as to compensate for stagnating or declining defence budgets
in its European home markets. In 2013, therefore, Cassidian
continued to accelerate its drive to globalise its business outsideof Europe while simultaneously seeking to consolidate its position
in its European home markets. It also pursued the renewal of its
product portfolio through the development of next-generation
defence and security products.

Customers
The nature of Cassidian’s business demands that it establish longterm relationships with its customers and, where possible, enter
into strategic partnerships with large international players in orderto sustainably expand the Division’s industrial footprint outside its
home markets. Key customers primarily include government andsecurity agencies, such as ministries of defence and the interiorand security forces, located not only in Cassidian’s European homemarkets but increasingly worldwide.

Products and Services
Air Systems and Services
Air services. Cassidian offers its customers a full range of services
associated with operating their military air systems, including
maintenance, repair and overhaul (MRO), upgrades, logistics
optimisation, product-speciﬁ c training and integrated systemsupport centres. Cassidian has developed expertise in this area byconducting upgrade programmes for aircraft such as the Tornado
and C-160 Transall, among others.
Combat air systems. The Euroﬁghter multi-role combat aircraft(referred to as Typhoon for export outside of Europe) is Cassidian’s
ﬂagship product. The aircraft has been designed to enhance ﬂeet
efﬁciency through a single ﬂying weapon system capable of fulﬁllingboth air-to-air and air-to-ground missions.
The Euroﬁ ghter GmbH shareholders and subcontractors are
Cassidian (46% share), BAE Systems (33% share) and Alenia
Aermacchi (21% share). With regard to series production, therespective production work shares of the participating partners
within the Euroﬁghter consortium stand at 43% for Cassidian,
37.5% for BAE Systems and 19.5% for Alenia. Cassidian develops
and manufactures the centre fuselage, ﬂight control systems,
identiﬁcation and communication sub-systems, and the right wing
and leading edge slats for all aircraft, and is in charge of ﬁnal
assembly of aircraft ordered by the German and Spanish air forces.
As of 31 December 2013, in the Euroﬁghter programme, a total of
571 aircraft had been ordered by seven customers (UK, Germany,
Italy, Spain, Austria, Saudi Arabia and Oman), with a total of
401 aircraft delivered. Within the core programme, 472 aircraft
were ﬁrmly on order (with an additional 99 aircraft for export). A
total of 46 aircraft were delivered in 2013. Production of aircraft

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within the core programme is scheduled to last until 2017, whilefurther export opportunities are believed to exist worldwide.
Mission systems. Cassidian offers a full range of unmanned
mission air systems and mission avionics systems. In the ﬁeld of
unmanned aerial systems (“UAS”), Cassidian provides tactical UAS
like Tracker, Tanan and ATLANTE; medium-altitude long-endurance(MALE) systems like Harfang; and high-altitude long-endurance(HALE) systems like EuroHawk. Cassidian is also working on
development of next generation systems for a common European
UAS (future European MALE). Finally, Cassidian contributes to the
Research and Technology programme “Agile UAV in net-centric
environment” for the German armed forces, using its companyﬁnanced BARRACUDA technology demonstrator.
A major partner with respect to military mission avionics for the
A400M, Cassidian assumes sub-systems responsibility for mission
management and defensive aids. Its offer comprises avionics
equipment, such as digital map units, ﬂight data recorders andobstacle warning systems for helicopters. In addition, Cassidian isdeveloping multi-sensor integration and data-fusion technology –a key future technology for network-enabled capabilities.

Security Systems and Solutions
Integrated systems. Cassidian is a provider of full systems
architecture and integration for military and security land-, sea-,
air- and space-based systems. Cassidian designs, integrates andimplements secure ﬁxed, tactical, theatre and mobile information
infrastructure solutions, including all of the services needed tosupport integrated mission systems and solutions. Cassidian is
also a designer and supplier of C4I systems (Command, Control,
Communications, Computers and Intelligence).
Cassidian’s lead systems integration offering includes the ability
to design, develop and integrate the widest possible range ofindividual platforms and subsystems into a single effective network.
Large systems integration has become increasingly important forcustomers engaged in border control and coastal surveillance,
as well as for non-military customers in areas such as homeland
security. Cassidian signed the world’s ﬁrst fully integrated borderand maritime security system in 2007 (the Qatar National Security
Shield), and is also the prime contractor in Saudi Arabia for thedevelopment of a national security programme as well as in
Romania for an integrated solution for border surveillance andsecurity.
Secure communication systems. Cassidian is a provider of digital
Professional Mobile Radio (“PMR”) and secure networks with morethan 280 networks delivered in 74 countries. Its solutions for PMR
enable professional organisations in various areas – such as public
safety, civil defence, transport and industry – to communicate
effectively, reliably and securely. Cassidian offers its customers
specialised PMR solutions based on TetraPOL, Tetra and P25
technologies. Cassidian’s PMR solutions were in use during events
like the Beijing Olympic Games and the Tour de France.

Cyber security. Cassidian has established a cyber security
branch to meet the growing cyber security needs of usersof critical IT infrastructure, including governments and global
companies. Cassidian provides expertise and solutions to help
such organisations protect against, detect, prevent and respondto cyber threats. Cassidian has a long track record in providing themost sensitive secure IT and data handling and training solutions
to defence and security customers throughout France, Germany,
the UK and other NATO countries.

Sensors
Cassidian is a partner in the development of airborne multi-mode
radars and provides integrated logistics support, maintenance andupgrades. It is also involved in the development and applicationof next-generation active electronically scanned (AESA) radars
for air, naval and ground applications. In the area of air defence,
Cassidian produces mid-range radars for ship (TRS-3D / 4D)and land (TRML-3D) applications. Synthetic aperture radars(SAR) for reconnaissance and surveillance operations and airport
surveillance radars (ASR-S) are also part of the portfolio, along with
the Spexer security radar family. A range of optronics solutions
completes Cassidian’s offering in this ﬁeld.
In the ﬁeld of electronic warfare, Cassidian supplies electronic
protection systems for military vehicles, aircraft and civil
installations, such as laser warning, missile warning and electronic
countermeasure units.

MBDA
Cassidian’s missile business derives from its 37.5% stake in
MBDA (a joint venture between the Company, BAE Systems andFinmeccanica). MBDA offers missile systems capabilities thatcover the whole range of solutions for air dominance, groundbased air defence and maritime superiority, as well as advanced
technological solutions for battleﬁeld engagement. Beyond its rolein European markets, MBDA has an established presence in export
markets like Asia, the Gulf region and Latin America.
The broad product portfolio covers all six principal missile system
categories: air-to-air, air-to-surface, surface-to-air, anti-ship, antisubmarine and surface-to-surface. MBDA’s product range also
includes a portfolio of airborne countermeasures such as missile
warning and decoy systems, airborne combat training and minecountermeasures. The most signiﬁcant programmes currently
under development are the Aster Paams naval air defence system,
the METEOR air superiority missile system, the Medium Extended
Air Defence System (MEADS) and the Scalp NAVAL ship andsubmarine-launched deep strike weapon.

Other Activities and Joint Ventures
Test and services. The test and services product range covers
the entire life cycle of electronic equipment and systems. It includes
comprehensive solutions and associated services that rely on test
services and systems. The solutions are either integrated or soldas stand-alone elements: instrumentation, system software and

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means that a multitude of equipment and systems can be tested.
Signalis. Signalis is a provider of maritime safety and security
solutions and ofﬁcially started operating as of 1 January 2011.
Signalis regroups all activities of Sofrelog (acquired by Cassidianin 2006) and Atlas Maritime Security, a subsidiary of Atlas
Elektronik. Signalis is co-owned by Cassidian (60%) and Atlas
Elektronik (40%). Signalis provides integrated mission critical realtime systems using radar and other wide-area sensors, mostly formaritime applications, typically vessel trafﬁc services and coastal
surveillance.
Atlas Elektronik. Atlas Elektronik GmbH, headquartered in
Bremen (Germany), is a joint venture of ThyssenKrupp (51%) andthe Company (49%). Atlas Elektronik provides maritime and naval
solutions above and below the ocean surface. The company holds
a leading position in all ﬁelds of maritime high technology fromcommand and control systems to coastal surveillance systems
and in-house support.

1.1.6

Larsen & Toubro. In February 2011, Indian authorities approveda joint venture between the Indian engineering company
Larsen & Toubro and Cassidian in the ﬁeld of defence electronics(with stakes of 74% and 26%, respectively). The joint venture
cooperates closely with Cassidian’s new engineering centre in
Bengaluru (India), where systems design and engineering activities
are carried out in the ﬁ elds of electronic warfare, radars andavionics for military application.

Production
In addition to facilities in its European home markets of Germany,
France, Spain and the UK, Cassidian operates in more than
80 countries and has a worldwide network of ofﬁces. Important
production sites are located in Germany (Manching, Ulm) and Spain(Getafe). Cassidian operates an engineering centre in Bengaluru,
India.

Other Businesses

Regional Aircraft — ATR

Products and Services

ATR (Avions de Transport Régional) is a world leader in the
50- to 74-seat regional turboprop aircraft market. ATR is anequal partnership between the Company and Alenia Aermacchi(Finmeccanica Group), with the Company’s 50% share managed
by Airbus. Headquartered in Toulouse in the south of France,
ATR employs more than 930 people, with major operations in theMidi-Pyrénées and Aquitaine regions of France. ATR was launched
in 1981.

ATR 42 and ATR 72. Commencing with the ATR 42 (50-seat),which entered service in 1985, ATR has developed a family of highwing, twin turboprop aircraft in the 50- to 74-seat market that aredesigned for optimal efﬁciency, operational ﬂexibility and comfort.
In 1995, in order to respond to operators’ increasing demands
for comfort and performance, ATR launched the ATR 42-500 and
two years later, the ATR 72-500 (70-seat) series. In 2007, ATR
launched the new -600 series with improved engines, new avionics
and a new cabin. Like Airbus, the ATR range is based on thefamily concept, which provides for savings in training, maintenance
operations, spare parts supply and cross-crew qualiﬁcation. By
the end of 2012, ATR had delivered 1,033 aircraft (422 ATR 42
and 611 ATR 72).

Market
The regional turboprop aircraft industry has experienced growing
concentration over the years. During the 1990s, a numberof regional aircraft manufacturers merged, closed or ceased
production, leading to the withdrawal from the market of BAe,
Beechcraft, Fokker, Saab and Shorts, among others. Currently, theworldwide market for turboprop aircraft of 50-70 seats in production
is dominated by two manufacturers: ATR and Bombardier.
After a number of years of declining activity, the regional turboprop
aircraft market has experienced sustained growth since 2005 dueto the advantages of turboprop aircraft over jet aircraft in terms offuel efﬁciency and CO2 emissions. In 2013, ATR delivered 74 newaircraft (compared to 64 in 2012) and recorded ﬁrm orders for 89
new aircraft (compared to 74 in 2012).
As of 31 December 2013, ATR had a backlog of 221 aircraft(compared to 221 in 2012). The current backlog represents close
to three years of deliveries. The relative lower operating cost andreduced CO2 emissions of turboprop aircraft, in an ever passengeryield constrained environment, are expected to lead to sustained
market activity over the coming years.

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Customer service. ATR has established a worldwide customer
support organisation committed to supporting aircraft over theirservice life. Service centres and spare parts stocks are locatedin Toulouse, Paris, the greater Washington D.C. area, Miami,
Singapore, Bangalore, Auckland, Kuala Lumpur, Toronto andJohannesburg.
ATR Asset Management also responds to the market for secondhand aircraft by assisting in the placement and ﬁnancing of usedand end-of-lease aircraft. By providing quality reconditioned
aircraft at attractive prices, ATR Asset Management has helped
both to broaden ATR’s customer base, in particular in emerging
markets, and to maintain the residual values of used aircraft. In thepast, clients for such used aircraft have subsequently purchased
new aircraft as they have gained experience in the operation of
ATR turboprops.

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Production

EADS North America

The ATR fuselage is produced in Naples, Italy, and ATR wings are
manufactured in Merignac near Bordeaux, France. Final assembly
occurs in Saint Martin near Toulouse on the Airbus production site.
Flight-testing, certiﬁcation and deliveries also occur in Toulouse.
ATR outsources certain areas of responsibility to Airbus, suchas wing design and manufacturing, ﬂight-testing and information
technology.

EADS North America is the US-based subsidiary of the Company.
Headquartered in Herndon, Virginia, the company offers a broadarray of advanced solutions for ﬁxed- and rotary-wing aircraft,homeland and cyber security, telecommunications, defence
electronics and avionics, and services. EADS North America
business operations include the activities of: American Eurocopter
Corporation; Airbus Military North America; EADS Supply &Services; EADS North America Test and Services; FairchildControls Corporation and Cassidian Communications.

EADS Sogerma
EADS Sogerma is a wholly owned subsidiary of the Company
which specialises in aerostructures and cabin interior activities. The
company designs and manufactures major aerostructure elements
in metal and composite for commercial and military aircraft and isalso a leading provider of cockpit and passenger seats (ﬁrst andbusiness class) for commercial and military aircraft as well as forbusiness jets and helicopters.
In the aerostructures market, EADS Sogerma engages in thedesign, manufacturing and assembly of Airbus aircraft sections(A318 / A320 / A330), manufacturing and assembly of ATR wings,
design and manufacturing of the A400M ramp door as well as
design and manufacturing of pilot and co-pilot seats. In the cabininterior market, EADS Sogerma designs and manufactures ﬁrst
and business class seats for large commercial aircraft.
EADS Sogerma employs approximately 2,000 people and has threesites in France (Rochefort, Mérignac and Toulouse). The Mérignac
site is entirely dedicated to the ATR business. The Toulouse site(design ofﬁ ce branch) is located near Airbus. Rochefort, thelargest site in terms of staff, covers a wide spectrum of activities:
aerostructure, seats and cockpit seats. EADS Sogerma also has a
subsidiary in Morocco (Maroc Aviation) as well as two subsidiaries
specialised in composites: CAQ (Composite Aquitaine) in France
and CAL (Composite Atlantic) in Canada.

1.1.7

EADS North America’s presence in the US defence and homeland
security sectors continues to grow. As prime contractor for the
US Army’s UH-72A Light Utility Helicopter, EADS North America hasdelivered more than 200 helicopters to date. EADS North America
has also supplied more than 100 Eurocopter HH-65 helicopters to
the Coast Guard for its homeland security missions.

Daher-Socata
In 2009, the Company sold a 70% stake in Socata to Daher, while
retaining the remaining 30% stake. Daher-Socata specialises in
the aerospace, nuclear, defence and industry sectors and offers
manufacturing and services solutions combining three areas ofexpertise (manufacturing, services and transport) built into a global
offer.
In aerospace and defence, Daher-Socata is both a manufacturer
and a tier-1 supplier of equipment and services with approximately
7,500 employees and a presence in 14 countries. Daher-Socata
produces aerostructures and systems, fitted sections andairframes. In the under 8.6-tonne category, it produces aircraftwith options dedicated to the civil (business aircraft) and military(multi-role aircraft) markets.

Investments

Dassault Aviation
The Company holds a 46.3% stake in Dassault Aviation (listed onEuronext Paris), with Groupe Industriel Marcel Dassault holding
a 50.6% stake and a free ﬂoat of 3.1%. Dassault Aviation itself
holds a 26% stake in Thales, which makes it the second largest
shareholder of Thales behind the French state.
Dassault Aviation is active in the market for military jet aircraft andbusiness jets. Founded in 1936, Dassault Aviation has delivered
more than 8,000 military and civil aircraft to purchasers in morethan 80 countries. On the basis of its experience as designer
and industrial architect of complex systems, Dassault Aviation
designs, develops and produces a wide range of military aircraft
and business jets. In order to avoid any potential conﬂict between
the military products of Dassault Aviation and the Group (Rafaleand Euroﬁghter) and to facilitate a “Chinese wall” approach, theCompany’s Dassault Aviation shareholding is managed by EADS
Corporate, whereas the Euroﬁghter programme is managed by
Cassidian.
In 2013, Dassault Aviation recorded orders totalling € 4.17 billion(compared to € 3.3 billion in 2012), including 64 net orders for Falcon
business jets (compared to 58 net orders in 2012). Consolidated
revenues amounted to € 4.59 billion in 2013 (compared to€ 3.9 billion in 2012), with adjusted net income of € 487 million(compared to € 512 million in 2012). Dassault has approximately
11,600 employees, of which more than 75% are based in France.

Military Jet Aircraft
Dassault Aviation offers wide expertise in the design andmanufacturing of the latest generation military jet aircraft.

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Rafale. The Rafale is a twin-engine, omni-role combat aircraft
developed for both airforce and navy applications. To date,
286 Rafale aircraft have been ordered by the French MoD. In
2012, Rafale was selected by the Indian MoD to enter into exclusive
negotiations for the sale of 126 aircraft. Negotiations are still inprogress. From 2013 and onwards, the new Rafale “Omnirole” will
be delivered, with improvements such as the RBE2-AESA radar,
missile launch detector and optronics.
Mirage 2000. The Mirage 2000 family reached the end of its
production phase in 2006. Approximately 470 Mirage 2000 aircraft
are in service with nine air forces worldwide.
nEUROn. Dassault Aviation is the prime contractor for thedevelopment of the unmanned combat air vehicle demonstrator,nEUROn. The programme was open to European cooperation andﬁve countries have decided to participate and share the skills of
their aerospace industries: EADS CASA (Spain), SAAB (Sweden),HAI (Greece), RUAG (Switzerland) and Alenia Aeronautica (Italy).
The nEUROn demonstrator made its ﬁrst ﬂight in 2012 and will be
performing test ﬂights in France until 2014.
MALE UAV system. Following the French-UK joint Declaration
on Defence and Security Co-operation signed in November 2010,
Dassault and BAE Systems have agreed to work together on
the next generation of medium-altitude long endurance (MALE)
unmanned air surveillance system. The common product would becalled Telemos. Telemos is planned to have a maximum take-off
weight of about 8 metric tonnes, and a wing-span of 24 metres.
A jointly funded, competitive assessment phase was conducted
in 2011, with a view to new equipment delivery between 2015
and 2020.
F-Heron TP. In 2011, the French MoD decided to enter into
negotiations with Dassault Aviation with a view to supplying the
French armed forces with a MALE UAV in 2014. This system isbased on the Heron TP, originally commissioned by the Israeli
government from Israel Aerospace Industries for its own purposes.
It builds on the preliminary studies carried out with Israel Aerospace
Industries for EUROMALE and for SDM.

Business Jets
Dassault Aviation offers a wide range of products at the top end of
the business jet sector. The family of Falcon business jets currently
includes the Falcon 7X, the 900 LX and the 2000 LX & S. In-service
Falcons currently operate in over 65 countries worldwide, ﬁlling
corporate, VIP and government transportation roles.

Aerostructures, Aircraft Conversion
and Floor Panels
EADS Elbe Flugzeugwerke GmbH — EFW
EADS EFW (consolidated within Airbus) combines various aviationand technology activities under a single roof: development andmanufacturing of ﬂat ﬁbre-reinforced composite components forstructures and interiors, the conversion of passenger aircraft into
freighter conﬁguration, maintenance and repair of Airbus aircraft
as well as engineering services in the context of certiﬁcation andapproval.

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In the area of composite structures and interiors, EADS EFWdevelops, designs and manufactures ﬂat sandwich components
for structures and cabin interiors for the entire Airbus family. The
product range includes ﬂoor and ceiling panels, cargo linings andbullet-proof cockpit doors. The passenger-to-freighter conversion
business comprises a standard extensive modiﬁcation, carried out
by order of the civil aircraft owner. The freighter conversion market
comprises cargo airlines, aerospace companies with small aircraft
ﬂeets as well as ﬁnance groups. To date, more than 170 freighter
aircraft have been converted for 39 customers throughout theworld.

Aerolia
Aerolia is a wholly owned subsidiary of the Company (consolidated
within Airbus) which was formed from the spin-off of the former
French Airbus sites in Méaulte and St-Nazaire Ville pursuant tothe aerostructures reorganisation strategy initiated under Power8.
Aerolia has approximately 3,400 employees who work on thedesign and manufacturing of around 6 million detail parts, panels,
tubes and pipes and more than 655 sections of the Airbus nose
fuselage.
The standalone company operates with three operational
Directorates (Strategy & Commercial, Series, Development)
and three support Directorates (Quality, Finances, Human
Resources), which are geographically located on three sites:
Méaulte (1,450 employees), St-Nazaire (810 employees) andToulouse (360 employees). In 2009, a fourth site was launched
in Tunisia (750 employees) and since 2011 Aerolia launched
two sites in Quebec (100 employees). The design ofﬁce, basedin part in Toulouse, Tunisia and Quebec, combines the skills of
approximately 250 engineers and employees.
The activities integrated in Aerolia will maintain and develop
commercial and industrial relations mainly with Airbus, while
continuing to develop relations with others such as Bombardier,
Embraer, OGMA, Aerovodochody, Dassault, ATR, Latecoere,
Sonaca, Sogerma, Stork Fokker, Piaggio, SAAB and SABCA.

Premium AEROTEC
Premium AEROTEC is a wholly owned subsidiary of the Company(consolidated within Airbus) which was formed from the spin-offof the former German Airbus sites in Nordenham and Varel andthe former EADS site in Augsburg pursuant to the aerostructures
reorganisation strategy initiated under Power8. Premium AEROTEC
has its own development unit with its main facilities at its Augsburg
site and ofﬁces in Bremen, Hamburg, Munich / Ottobrunn andManching. The management headquarters for the operational units
are in Varel, while the company itself is headquartered in Augsburg.
Premium AEROTEC GmbH also has a plant for processing aircraftcomponents in Ghimbav / Brasov County in Romania.
The core business of Premium AEROTEC is focused on structuresand manufacturing systems for aircraft construction and related
development activities. The aim of Premium AEROTEC over the
coming years is to further expand its position as the leading tier 1
supplier of civil and military aircraft structures.

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Premium AEROTEC is a partner in all major European aircraft
development programmes, such as the commercial Airbus
aircraft families, the A400M military transport aircraft programme

1.1.8

and the Euroﬁ ghter Typhoon. It plays a signiﬁ cant role in thedesign of new concepts in such ﬁ elds as carbon composite
technologies.

Insurance

The Company’s Corporate Insurance Risk Management (“IRM”) is
an integrated corporate ﬁnance function established to proactively
and efﬁciently respond to risks that can be treated by insurance
techniques. IRM, centralised at the Company’s headquarters, isaccordingly responsible for all corporate insurance activities andrelated protection for the Group and is empowered to deal directlywith the insurance and re-insurance markets. A continuous taskof IRM in 2013 was to further improve efﬁcient and appropriate
corporate and project-related insurance solutions.
IRM’s mission includes the deﬁnition and implementation of theCompany’s strategy for insurance risk management to help ensurethat harmonised insurance policies and standards are in place forall insurable risks worldwide for the Group. A systematic review,monitoring and reporting procedure applicable to all Divisions is inplace to assess the exposure and protection systems applicable
to all the Group’s sites, aiming at the:¬ continuous and consistent identification, evaluation andassessment of insurable risks;¬ initiation and monitoring of appropriate mitigation and risk
avoidance measures for identiﬁed and evaluated insurable risks;and¬ efficient, professional management and transfer of theseinsurable risks to protect the Group adequately against theﬁnancial consequences of unexpected events.
The Company’s insurance programmes cover high risk exposuresrelated to the Group’s assets and liabilities, as well as risk exposuresrelated to employees.
Asset and liability insurance policies underwritten by IRM for theGroup cover risks such as:¬ property damage and business interruption;¬ aviation third party liabilities including product liabilities;¬ manufacturer’s aviation hull insurance up to the value of eachaircraft;¬ space third party liabilities including product liabilities;¬ commercial general liabilities including non-aviation and nonspace product liabilities and risks related to environmental
accidents; and¬ Director and ofﬁcer liability.

with an annual aggregate cap of $ 2.5 billion for product liability
claims. Certain sub-limits are applicable for the insurance policies
outlined above.
Group employee-related insurance policies cover risks such as:¬ personal accidents;¬ medical and assistance support during business trips andassignments;¬ company automobiles; and¬ personal and property exposure during business trips.
Amounts insured for such Group employee-related policies
adequately cover the respective exposure.
The Company follows a policy of seeking to transfer the insurable
risk of the Company to external insurance markets at reasonablerates, on customised and sufﬁcient terms and limits as provided
by the international insurance markets. All insurance policies
are required to satisfy the Company’s mandatory standards of
insurance protection.
However, to be more independent from the volatilities of theinsurance markets, the Company uses the capabilities of acorporate-owned re-insurance captive as a strategic tool withrespect to the property damage, business interruption programme
and the aviation insurance programme. The captive is capitalised
and protected according to European legal requirements so as
to help ensure its ability to reimburse claims, without limiting thescope of coverage of the original insurance policies or additionally
exposing the ﬁnancial assets of the Company.
The insurance industry remains unpredictable in terms of its
commitment to provide protection for large industrial entities. Theremay be future demands to increase insurance premiums, raise
deductible amounts and limit the scope of coverage.
In addition, the number of insurers that have the capabilities
and financial strength to underwrite large industrial risks iscurrently limited, and may shrink further in light of new solvency
requirements. No assurance can be given that the Company will
be able to maintain its current levels of coverage on similar ﬁnancial
terms in the future.

Claims related to property damage and business interruption arecovered up to a limit of € 2.5 billion per occurrence. Aviation liability
coverage is provided up to a limit of $ 2.5 billion per occurrence,

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1.1.9

Legal and Arbitration Proceedings

The Company is involved from time to time in various legal andarbitration proceedings in the ordinary course of its business,the most signiﬁcant of which are described below. Other thanas described below, the Company is not aware of any signiﬁcantgovernmental, legal or arbitration proceedings (including any suchproceedings which are pending or threatened), during a period
covering at least the previous twelve months which may have, or
have had in the recent past signiﬁcant effects on the Company’sor the Group’s ﬁnancial position or proﬁtability.
Regarding the Company’s provisions policy, the Company
recognises provisions for litigation and claims when (i) it has apresent obligation from legal actions, governmental investigations,proceedings and other claims resulting from past events that are
pending or may be instituted or asserted in the future against theGroup, (ii) it is probable that an outﬂow of resources embodying
economic beneﬁts will be required to settle such obligation and (iii) a
reliable estimate of the amount of such obligation can be made.
Although the Company believes that adequate provisions havebeen made to cover current or contemplated general and speciﬁclitigation and regulatory risks, no assurance can be provided thatsuch provisions will be sufﬁcient. For the amount of provisions forlitigation and claims, see “— Notes to the Consolidated Financial
Statements (IFRS) — Note 25c: Other provisions”.

WTO
Although no Group company is a party, the Company is supporting
the European Commission in litigation before the WTO. Following
its unilateral withdrawal from the 1992 EU-US Agreement on Tradein Large Civil Aircraft, the US lodged a request on 6 October 2004
to initiate proceedings before the WTO. On the same day, the EUlaunched a parallel WTO case against the US in relation to its
subsidies to Boeing.
On 1 June 2011, the WTO adopted the Appellate Body’s ﬁnal reportin the case brought by the US assessing funding to Airbus from
European governments. On 1 December 2011, the EU informed
the WTO that it had taken appropriate steps to bring its measures
fully into conformity with its WTO obligations, and to comply with
the WTO’s recommendations and rulings. Because the US did
not agree, the matter is now under WTO panel review pursuant
to WTO rules.
On 23 March 2012, the WTO adopted the Appellate Body’s ﬁnal
report in the case brought by the EU assessing funding to Boeing
from the US. The EU has cited the failure by the US to implement theﬁndings prior to the due date of 23 September 2012 in commencing
a new proceeding on the adequacy of US compliance.
Exact timing of further steps in the WTO litigation process is subject
to further rulings and to negotiations between the US and the EU.
Unless a settlement, which is currently not under discussion, isreached between the parties, the litigation is expected to continue
for several years.

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Securities Litigation
Following the dismissal of charges brought by the French Autoritédes marchés financiers for alleged breaches of market regulations
and insider trading rules with respect primarily to the A380 delays
announced in 2006, proceedings initiated in other jurisdictions havealso been terminated. Nevertheless, following criminal complaints
ﬁled by several shareholders in 2006 (including civil claims fordamages), a French investigating judge carried out an investigation
based on the same facts. In November 2013 the investigating
judge decided to send the case to trial (renvoi devant le tribunal
correctionnel) against seven current and former executives thatexercised their stock options in March 2006 as well as Daimler AG
and Largardère SCA. All other parties will not stand trial.

GPT
Prompted by a whistleblower’s allegations, the Company has
conducted internal audits and commissioned an external
investigation relating to GPT Special Project Management Ltd.
(“GPT”), a subsidiary that the Company acquired in 2007. The
allegations called into question a service contract entered into by
GPT prior to its acquisition by the Company, relating to activities
conducted by GPT in Saudi Arabia. Following the allegations, theCompany conducted comprehensive internal audits in 2010 that
did not detect any violations of law. The UK Serious Fraud Ofﬁce(the “SFO”) subsequently commenced a review of the matter. In
2011, the Company retained PricewaterhouseCoopers (“PwC”) to
conduct an independent review, the scope of which was agreed
with the SFO. In the period under review and based on the work
it undertook, nothing came to PwC’s attention to suggest that
improper payments were made by GPT. Further, the review did
not ﬁnd evidence to suggest that GPT or through GPT, any otherGroup company, asked speciﬁc third parties to make improper
payments on their behalves. The PwC review was conducted
between November 2011 and March 2012, and a copy of its
report was provided by the Company to the SFO in March 2012.
Separately, in August 2012, the SFO announced that it had opened
a formal criminal investigation into the matter. The Company iscooperating fully with this investigation.

Euroﬁghter Austria
In March 2012, the German public prosecutor, following a request
for assistance by the Austrian public prosecutor, launched a criminal
investigation into alleged bribery, tax evasion and breach of trust
by current and former employees of EADS Deutschland GmbHand Euroﬁghter Jagdﬂugzeug GmbH as well as by third parties
relating to the sale of Euroﬁghter aircraft to Austria in 2003. The
Company is cooperating fully with this investigation, and has also
engaged external legal counsel to conduct an independent reviewof the matter.

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Commercial Disputes
In May 2013, the Company has been notiﬁed of a commercial
dispute following the decision taken by the Company to ceasea partnership for sales support activities in some local markets
abroad. The Company believes it has solid grounds to legallyobject to the alleged breach of a commercial agreement. However,the consequences of this dispute and the potential outcome ofany future procedures to be initiated by the parties cannot be
assessed at this stage.

In the course of another commercial dispute, the Company hasreceived in the third quarter 2013 a statement of claim alleging
liability for refunding part of the purchase price of a large contract
which the customer claims it was not obliged to pay. The Company
believes that this claim which goes back many years ago should
be dismissed in principle. As always, the outcome of a legal
proceeding is uncertain.

1.1.10 Research and Technology, Intellectual Property
Research and Technology
Among the main common characteristics of the Company’s diverse
portfolio of products are their technological complexity and theglobal nature of markets they compete in. This necessitates afocus on the underlying drivers of technology change, as well as
anticipating and monitoring possible developments in our relatedindustries. It is crucial to ensure the long term availability of technicalexpertise and competencies for the Group, in order to maintaindifferentiation of our products and ensure market leadership in thelong run. The prerequisite is to effectively identify and address –through internal and external networks, partnerships and venturesat global level – current, emerging and future technology trends
that directly impact our business, and identify key areas for
the Group’s R&T. New technology trends are an opportunity toestablish new concepts, enabling new products, new services
and new business models. In alignment with the fundamentalsof Strategy 2.0, we exploit incremental innovation potential within
our products and programs, but also preparing next-generation
breakthroughs, while focusing on proﬁtability, value creation, andmarket position. A proper balance between incremental versus
breakthrough innovation is critical.
The Company owns and masters a huge inventory of technologies.
Such large overarching capabilities are present in very few
companies only around the world and, if directed and focused,
are giving the Group an incredible power. Putting together theknowledge and expertise of each Division and the Group, whereappropriate, is the best use of scarce R&T resources and createsvalue.
The common Research and Technology facility of the Group is
Innovation Works, an international network of 6 transnationallabs composed of approximately 600 highly skilled engineers
and scientists working on divisional and Group R&T priorities.
They identify new technologies, developing them up to the “proof
of concept” level. Innovation Works has access to world classtechnical capabilities and cooperates with external public andprivate institutions.
The Company has developed a global R&T footprint, to match longterm strategic priorities. Research Centres in Russia, Singapore,
India, in the US, but also in Canada, Malaysia and China arepart of our global network. Rationale for getting global is basedon increased access to new talent and knowledge, disruptive

technologies and new markets. R&T Globalisation also improves
ﬂ exibility and diversity that leads to greater robustness of ourcompany’s ability to innovate.

Performance and Best Practices
Main technology areas include: physical design rules, processes
and manufacturing technologies; advanced materials; energy;
connectivity; sustainable solutions that contribute to mobility,
environmental protection, safety and security requirements. The
Group’s R&T effort remains signiﬁ cant, leveraged through an
improved cooperation between Divisions.
Large parts of the R&T effort at Group level are now articulatedaround four “Common Roadmaps”, addressing “Highly efﬁcient
Production”, “New hybrid and electric concepts”, “On-Board
Energy” and “Autonomy”. These common roadmaps are being
elaborated by the Divisions under the leadership of the Corporate
Technical Ofﬁce. They aim at delivering faster the technologies
supported by demonstrators, to accelerate their introduction in new
products and programs. This approach avoids double work andenables sharing results and test assets, for speciﬁc applications
into products or services by each Division. Supporting technologies
like electronics and computing for example, are integral part ofeach Common Roadmap and are developed at a compatible pace.

Corporate Technical Office Organisation
The Chief Technical Officer’s (“CTO”) mission is to be the
Research and Technology focal point for the entire Group. The
CTO ensures that business strategy and technology strategy areclosely linked. He is responsible for innovation best practices
across the Company, and also manages information technology,
Group quality operations and Intellectual property. The CTO isa Member of the Group Executive Committee (the “Executive
Committee”) and has responsibility for the entire Research andTechnology budget and Research and Technology production
within the Company. The CTO seeks to deliver shareholder value
through a disciplined, leading-edge Research and Technology
portfolio that enables the introduction of new technologies on
future products with strong returns on investment. The CTO’s
mandate is also to pursue innovation that addresses broader publicconcerns concerning safety, security, environmental compatibility
and energy efﬁciency.

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1.1 Presentation of the GroupThe Company’s Executive Technical Council, chaired by the
CTO, is made up of the technical Directors of each Division. The
Executive Technical Council is responsible for ensuring alignment
with the Group’s technology strategy and implementation throughthe Group Research and Technology roadmap. The Executive
Technical Council ensures that a balance is maintained between
the top-down strategic guidance and bottom-up activities.
Group innovation networks and their leaders in the CTO’s teamreport to the Chief Operating Ofﬁcer-Innovation to ensure that
Research and Technology synergies are exploited throughout
the Divisions and at Airbus Group Innovation – the Company’s
aerospace research arm. The Chief Operating Ofﬁcer-Innovationis chairperson of the Research and Technology Council, which ismade up of the Research and Technology Directors of the Divisions
and Business Units, and the head of Airbus Group Innovation.
The CTO steers the group-wide harmonisation of transversal
technical processes, methods, tools and skills development
programmes, such as systems engineering, common tools
for Product Lifecycle Management (PLM / Phenix) training andqualiﬁcation. The CTO team also carries out technical assessmentson behalf of the CEO and the Executive Committee.
The head of Airbus Group Innovation reports to the CTO. Airbus
Group Innovation manages the corporate Research and Technology
production that develops the Group’s technical innovation potentialfrom low Technology Readiness Level (TRL) one to three. Driven by
the Company’s Research and Technology strategy, Airbus Group
Innovation seeks to identify new technologies and prepare themfor eventual transfer to the Divisions so as to create long-term
innovation value for the Group.
Airbus Group Innovation operates two principal sites near Munichand Paris and employs over 1,000 people – including doctorates
and university interns. Research centres are maintained in Toulouse
and Nantes (France) as well as Hamburg and Stade (Germany) tosupport knowledge transfer to the Business Units. A liaison ofﬁce
operates in Moscow, which coordinates relations with leading
Russian scientiﬁc institutes. The Company operates Research
and Technology centres in the UK, Spain, Singapore and India. It
also operates two ofﬁces in the US and China.
Airbus Group Innovation and the Company’s Research andTechnology community in the Divisions maintain and continuallygrow partnerships with leading universities and high-techengineering schools through employment of thesis students, postgraduate interns and doctorates, and through research contracts.

Protecting Innovation: Intellectual Property
Intellectual property – including patents, trademarks, copyrights
and know-how – plays an important role in the production andprotection of the Company’s technologies and products. The
use of Intellectual property rights enables the Company toremain competitive in the market and to manufacture and sell
its products freely, and to prevent competitors from exploiting
protected technologies. It is the Company’s policy to establish,

52 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

protect, maintain and defend its rights in all commercially signiﬁcantcountries and to use those rights in responsible ways. The
value proposition of the Company’s intellectual property is also
leveraged through the Company’s technology licensing initiative,
as discussed below.

Organisation
The general management of intellectual property in the Company
is conducted through an intellectual property Council led by theCompany’s Chief Intellectual Property Counsel. Those who areresponsible for intellectual property at the Divisions sit on thiscouncil.
Each of the Divisions and Airbus Group Innovation own theintellectual property that is speciﬁc to their particular business.
Where intellectual property is of common interest throughout theGroup, the Division that generated the intellectual property may
issue a licence allowing its use elsewhere (respecting the interestsof the other shareholders when appropriate). The Company also
owns intellectual property directly or under licence agreementswith its Divisions. The Company centralises and coordinates
the Group’s intellectual property portfolio, participates with theDivisions in its management and promotes licensing of common
intellectual property between the Divisions and outside the Group.
The Company seeks to control the protection of its intellectual
property developed in strategic countries.

Performance and Best Practices
To increase the added value of the Group, the Company’s CTO
team promotes sharing within the Group of all the knowledge of
the Business Units and the sharing of resources, skills, researchand budget to develop new knowledge, while respecting existing
contractual and legal frameworks. For example, all of the contracts
between Business Units of the Group concerning shared Research
and Technology must have provisions allowing for the ﬂ ow ofknowledge (the Company’s Research and Technology network
rules).
In 2013, the Company’s intellectual property portfolio comprised
approximately 11,000 inventions (approximately 10,000 in 2012),
which are covered by more than 36,000 patents throughout theworld. 990 priority patent applications were ﬁled in 2013, which
gives an indication of the greater momentum in Research andTechnology and product development. For international patent
protection, the Company uses to a certain extent the Patent
Cooperation Treaty, which provides a simplified system forinternational patent ﬁling.
In 2009, the Company launched its technology licensing initiative,
which provides access to a wide range of technologies to help
companies outside the Group to develop new products, improve
production methods and expand their market opportunities.
The Company’s technology licensing initiative seeks to generate
revenues by exploiting the Company’s large patent portfolio andrelated know-how.

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1.1.11 Environmental Protection
Protection of the environment is a global priority that implies
commitment and responsibility from citizens, governments andindustry. The Company continuously pursues sustainability by
setting the standards for an eco-efﬁcient company, considering it
to be a major strategic goal. Eco-efﬁciency aims at maximising the
beneﬁts of the Company’s products and services for customers
and other stakeholders while minimising the environmental impact
of manufacturing and operating these products throughout theirlifecycle. The implementation of further innovative and eco-efﬁcienttechnologies and processes is a key factor in ensuring theCompany’s sustainability, increasing the attractiveness of its
products and its overall competitiveness, creating growth,safeguarding employment and adding value for all stakeholders.

Our Eco-Efﬁciency Approach

Organisation

For the Company, achieving its targets involves two key elements:

While each Division, Business Unit and corporate function remains
responsible for the implementation of the Company’s environmental
policy in pursuit of eco-efﬁciency, Corporate Environmental Affairs
ensures the consistency of the various initiatives group-wide. This
team is intended to leverage capabilities, avoid duplications ofresponsibilities, mitigate environmental risks, limit the capacity
needed to provide an expanded service and strengthen the
Company’s responsiveness by:¬ anticipating environmental issues, monitoring and sharing
information on emerging trends globally and on legislative activity
concerning environmental matters;¬ supporting the lobbying and communication activities of theDivisions on environmental issues in their respective sectors andhelping to coordinate a group-wide position when necessary;¬ encouraging the sharing of best practices and fosteringcommunications through the Company’s Environmental
Network; and¬ complying with the Group’s reporting obligations and ensuring aconsistent standard of reporting by the Group’s entities.
The Company strives to develop joint initiatives within the aerospaceand defence industry in order to improve the overall environmental
performance of the sector in the most effective, consistent andcost-efﬁ cient manner possible. The Company supported thecreation of the International Aerospace Environmental Group (IAEG)
in order to harmonise industry responses to existing and emerging
environmental regulations, align aerospace environmental
standards and work on common approaches and expectations
for the supply chain.
The Company leads or participates in various European andinternational environmental working groups such as ICAO, ATAG,ICCAIA, ASD, CAEP and WEF, and in environmental working
groups of national industry organisations such as GIFAS in France,
TEDAE in Spain, BDLI in Germany and ADS in the UK.

The eco-efﬁciency concept is about maximising economic value
creation while minimising environmental impact. It was ﬁrst deﬁned
by the World Business Council for Sustainable Development(WBCSD) as a “concept of creating more goods and services
while using fewer resources and creating less waste and pollution”.
The Group has committed to moving towards an eco-efﬁciententerprise and has established internal roadmaps to support
this effort through a series of concrete projects and actions.
This entails regulatory compliance and continuous improvement
in environmental management, and deﬁ nes speciﬁ c goals of
eco-efﬁcient operations, products and services to be achievedby 2020.

¬ Integration of environmental considerations into decisionmaking. An eco-efficient approach is the reconciliation ofenvironmental protection with business opportunities. It istherefore essential to fully integrate environmental considerations
into decision-making, in particular with respect to future
investments; and¬ Performance operational goals (against 2006 baseline).
Such goals include: 80% reduction of water discharge; 50%
reduction of waste, water consumption, CO 2 and volatileorganic compound (VOC) emissions; 30% reduction of energy
consumption; 20% sourcing of energy from renewable sources
in industrial operations; pursuit of the Advisory Council for
Aeronautics Research in Europe (ACARE) research goals foraviation and the various deﬁned goals for other products.
By adopting an eco-efﬁcient approach, the Company intends toreduce recurring costs by improving resource efﬁciency, secure
growth by driving innovation, expand its environmental products
and services portfolio and strengthen its identity as an eco-efﬁciententerprise among its stakeholders. The Company also seeks to
implement a common culture on environmental topics acrossdivisions and countries through the development of employee
awareness, encouraging employees to take action, inspiring themand making them proud to be part of a responsible company.

Products and Services
A lifecycle-oriented approach takes into account all stages of thelife of a product or service, from the design of the product to the endof its lifetime. The Company’s main target is to design or identify“true” environmentally performing solutions, which avoid pollution
transfers from one stage of the lifecycle to the other.

Designing for the Environment
Taking into account environmental considerations is an essential
requirement for the design of any new product. One major elementof the Company’s Research and Technology efforts is therefore
to investigate, test, validate and optimise the most advanced
technologies, design features, conﬁgurations and architectures.

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1.1 Presentation of the Group

This is intended to lead to aircraft that generate fewer emissions
and less noise, while carrying a maximum payload over the mission
range.
In addition to optimising propulsion systems and overall aerodynamic
efﬁciency, the continuous and progressive introduction of advanced
materials and new manufacturing processes also reduces theweight of an aircraft, and therefore its fuel consumption andcorresponding CO2 emissions.
For example, the A350 XWB has been designed to be eco-efﬁcientfrom gate to gate, which means lower levels of noise and emissions
and greater fuel efﬁciency at every stage of the journey. Advanced
materials have been favoured throughout the design of theA350 XWB including fully recyclable titanium and advanced
aluminium alloys. Each part of the aircraft has been optimised forincreased eco-efﬁciency.

Operating in the Most Efficient Way
The most obvious way to cut CO 2 emissions is to reduce fuelconsumption. This can be done through improvements in aircraft
technologies as well as streamlining air trafﬁc management. Further
steps towards reducing CO 2 emissions can be achieved throughthe use of sustainable aviation fuels. The Company is pioneering
the development of sustainable jet fuels, made from biomass
feedstock that through their total lifecycle produce lower CO 2
emissions than conventional fossil fuels. The Company has beenworking with a broad range of partners – universities, farmers,
airlines and reﬁneries as well as standard-setting organisations –to develop “drop-in” sustainable fuels that can be used in current
aircraft without modiﬁcation. Airbus currently has six development
partnerships in place in Romania, Spain, Qatar, Brazil, Australia,
China, and is pursuing research projects in local sustainable
solutions in Canada and Malaysia. It also supports airlines
with their commercial operations using sustainable fuels and isco-leading a key project with the EU to prepare a feasibility study
and roadmap to ensure two million tonnes of biofuel availability
for aviation in the EU by 2020.
Through Airbus’ involvement in ﬂights and its technical support,
50/50 blend alternative fuels are now certiﬁed for commercial ﬂights(Fischer-Tropsch and HEFA processes). Over 1,500 commercial
ﬂights have now been ﬂown with sustainable fuels worldwide.
Airbus’ sustainable fuels strategy is based around being thecatalyst in the search for sustainable solutions for the productionof affordable sustainable fuels in sufﬁcient commercial quantities
to face the environmental challenges for aviation.
The Company is also dedicated to the development and support ofmodern air trafﬁc management systems, with the overall objective
being to allow sustainable growth of air transport. The Company
is interacting with and helping to develop air trafﬁc management
programmes such as “Single European Sky ATM Research”(SESAR) in Europe, as well as NextGen in the US. The Groupsubsidiary “Airbus ProSky” is dedicated to the development andsupport of modern air trafﬁc management systems.

54 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

The use of innovative technologies, sustainable fuels and optimised
air trafﬁc and ﬂight procedures for modern aircraft can all lead toa signiﬁcant drop in CO 2 emissions. This was demonstrated inJune 2012 when Airbus and Air Canada performed a ﬂight using an
Airbus A319 that reduced CO2 emissions by over 40% compared
to a similar regular ﬂight.

Anticipating the End of an Aircraft Lifecycle
As part of its lifecycle approach, Airbus is addressing ways torecycle commercial aircraft through its Tarmac Aerosave joint
venture, which is the ﬁ rst company dedicated to dismantling
end-of-life aircraft in an environmentally-friendly fashion. The
joint venture was established by a consortium of Airbus and its
partners and became operational in 2009. Located at Tarbes airport
in southwestern France, Tarmac Aerosave applies experiencefrom the Airbus- led LIFE-PAMELA (Process for Advanced
Management of End-of-Life Aircraft) experimental project, which
deﬁ ned methods for the environmentally responsible disposalof retired jetliners – including recovery and potential reuse of
equipment and material. According to the project, up to 90% of
an aircraft’s weight could be recycled, and more than 70% of its
components and materials could be reused or recovered throughregulated recovery channels. Research is also underway at Airbus
to demonstrate the feasibility of carbon composite recycling forthe future.

Environmental Management(ISO 14001 / EMAS)
ISO 14001 is an internationally recognised standard of environmental
management system efﬁciency for businesses and organisations.
The Company encourages not only the environmental certiﬁcationof its operations but also the development of a full lifecycle
orientation for its products and services, as this remains the mostcost-efﬁcient and practical way to effectively reduce environmental
impacts. Certiﬁed environmental management systems have been
progressively implemented across the Company’s manufacturing
sites, and approximately 90% of the Company’s employees operate
under an ISO 14001. The site and product lifecycle orientation of theenvironmental management system attempts to create economic
value by reducing environmental costs and exposure at each stageof the product life, from design to operations up to end of life.
In 2013, Airbus successfully completed the ISO 14001 recertification process for its sites and products. The sameachievement was made by Eurocopter in Germany and in Spain.
Eurocopter also has newly certiﬁed sites in Singapore, Canada
and the US.
Monitoring of the various achievements against objectives isbeing performed through the collection of a set of indicators.
The consistency and reliability of the reporting exercise is being
ensured through corporate procedures and guidelines derived
from Global Reporting Initiative (“GRI”) requirements, combinedwith an advanced environmental management information systemthat is operational within the Company worldwide.

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1.1 Presentation of the Group

Reducing Industrial Environmental Impact
In order to meet stakeholders’ increasing demands forenvironmental impact related information and further movement
towards eco-efﬁcient industrial activities, and in anticipation of
more stringent reporting regulations, it is essential for the Company
to communicate on its environmental impact, and on the reduction
projects implemented through the Divisions to achieve the 2020
targets. The group-wide environmental reporting system was
implemented six years ago, organised around clear guidelines
derived from GRI as well as greenhouse gas protocol requirements.
It provides a status of the Group’s environmental performanceand enables the monitoring of progress achieved. The reporting
process and the environmental data of the Company are externallyaudited every year.
In 2013, numerous initiatives were launched at the Division andsite level to reduce the Group’s environmental footprint by 2020.
An “Energy Award” competition has in particular been launched tohighlight projects which strive to achieve the Group’s objectives on
reducing our energy consumption by 30% and our CO2 emissions
by 50%. The Energy Award Ceremony took place during the
2nd Energy Network Event in October 2013 in Toulouse, awarding
the best project throughout the Group in ﬁ ve categories: low
carbon energy generation, innovation, employees awareness,
energy efﬁciency in Facility Management and energy efﬁciency
in Manufacturing or IT:¬ Airbus Toulouse and Astrium Les Mureaux were rewarded in the“low carbon energy generation” category, with the wood boilers
implemented on each site. In Toulouse, a 12 MW wood boiler
house has been built to cover 60% of Clement Ader district
heating needs: the neutral CO 2 impact of PEFC wood chips
burned allows 12,000 CO2 tons saving per year.
¬ Airbus Toulouse was rewarded in the “innovation” category, with
the Solar cooling system project, which consists of installing asolar heat pump to produce both chilled water and hot water
to cool iron bird hydraulic motors and to pre-heat air intake in
Spring and Autumn in a speciﬁc building on site.
¬ Eurocopter Marignane was rewarded in the category “Employees
awareness”: people and head of manufacturing units, or FAL,
were made aware of wasting energy, especially on non-working
days. Industrial means not used are switched off wheneverpossible to try to reduce at minimum the electrical consumption
and reach the electrical base load consumption.

¬ Cassidian Ulm was rewarded in the category “Energy efﬁciency
in Facility Management” for their ISO 50001 certification,highlighting their effort to systematically analyse energy
consumption and implement energy consumption reduction
measures. 60 measures were identiﬁed in Ulm, leading over thelast two years to a reduction of 20% in energy consumption,
ensuring a net saving of € 700,000 per year.
¬ Astrium Toulouse and Eurocopter Marignane were rewarded in
the category “Energy efﬁciency in Manufacturing and IT”, for theirwork to improve the efﬁciency of their data centers.
In addition to numerous facility management improvements, theCompany has sought to integrate eco-efﬁciency ﬁrmly within its
industrial strategy. Workshops have been conducted to identify
Group best practices and to benchmark other enterprises andsectors. Best in class eco-efficient industrial practices andprocesses will be listed to become standards and applicablereferences for the Group.

Hazardous Substances Management
The European REACH (Registration, Evaluation and Authorisation
and Restriction of Chemicals) regulation (EU No. 2007 / 1906)
came into force on 1 June 2007. REACH aims at improving theprotection of human health and the environment through more
stringent regulation of chemical use by industries. It replaces thepre-existing EU regulatory framework on chemicals and introduces
a range of new obligations, which is intended to reduce the risks
that the 30,000 most frequently used chemicals may cause. The
regulation brings about the phased withdrawal from use of someof the substances that are considered to be of very high concern
for human health and the environment.
An internal Company REACH audit has been conducted toassess progress of the Divisions in meeting their obligations
under the REACH regulation, and intensive efforts were devoted
to exchange best practices and to allow the qualiﬁcation of themost efﬁcient possible solutions. While proactively moving towards
the elimination of restricted or phase out substances, the Company
and its Divisions are committed to the highest achievable controlof hazardous chemicals, in full compliance with the applicableregulatory framework.

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 55

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1.1.12 Employees
As of 31 December 2013, the Group workforce amounted to
144,061 employees (compared to 140,405 employees in 2012
and 133,115 employees in 2011), 96.5% of which consisted offull time employees. Depending on country and hierarchy level,
the average working time is between 35 and 40 hours per week.
In 2013, 8,823 employees worldwide joined the Group (comparedto 11,080 in 2012 and 8,238 in 2011). At the same time,
4,160 employees left the Group (compared to 4,042 in 2012 and
3,666 in 2011).

Employees by Division

In total, 92.5% of the Group’s active workforce is located in Europe
on more than 100 sites.

Workforce by Division and Geographic Area
The tables below provide a breakdown of Group employees by
Division and geographic area, including the percentage of parttime employees. Employees of companies accounted for by the
proportionate method (such as ATR, MBDA) are included in thetables on the same proportionate basis.

31 December 201331 December 201231 December 2011

Airbus

78,86273,50069,300Eurocopter

23,374

22,43520,759Astrium

17,255

17,038

16,623

Cassidian21,22921,57320,923

Headquarters

2,951

2,904

2,665

390

2,955

2,845

144,061

140,405

133,11531 December 201331 December 201231 December 2011

France54,51052,147

48,394Germany

50,08049,442

47,051

Spain

11,217

11,021

10,701

UK

14,626

14,894

13,467

Italy

603

464

480

US

3,254

3,245

2,829

Other Countries

9,771

9,193

10,193

Group Total

144,061

140,405

133,11531 December 201331 December 201231 December 2011

Other Businesses

Group Total

Employees by geographic area

% Part time employees
France

4.0%

4.1%

4.1%

Germany

4.3%

4.0%

3.9%

Spain

0.7%

0.8%

0.9%

UK

2.1%

2.1%

2.2%

US

0.6%

0.5%

1.4%

Other Countries

2.2%

2.4%

2.8%

Group Total

3.5%

3.4%

3.5%

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1.2 Recent Developments1

1.1.13 Incorporation by Reference
The English versions of the following documents shall be deemed
to be incorporated in and form part of this Registration Document:¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of the Company for the year ended
31 December 2011, together with the related notes, appendicesand Auditors’ reports, as incorporated by reference in theRegistration Document ﬁled in English with, and approved by,
the AFM on 12 April 2012 and ﬁled in English with the Chamberof Commerce of The Hague;¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of the Company for the year ended
31 December 2012, together with the related notes, appendicesand Auditors’ reports, as incorporated by reference in theRegistration Document ﬁled in English with, and approved by,
the AFM on 3 April 2013 and ﬁled in English with the Chamberof Commerce of The Hague;¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of the Company for the year ended
31 December 2013, together with the related notes, appendicesand Auditors’ reports.
Copies of the above-mentioned documents are available
free of charge upon request in English, French, German
and Spanish at the registered office of the Company and on
www. airbus-group. com (Investor Relations > Publications >Annual Report and Registration Document).
Copies of the above-mentioned Registration Documents are alsoavailable in English on the website of the AFM on www.afm.nl(Professionals > Registers > Approved prospectuses). The abovementioned ﬁnancial statements are also available in English forinspection at the Chamber of Commerce of The Hague.

1.2 Recent Developments
On 21 January 2014, Airbus Group signed an agreement with
Astronics Corporation to sell substantially all of the assets andliabilities of its EADS North America Test and Services (“EADS
NA T&S”) business located in Irvine, California. EADS NA T&S is aprovider of highly engineered automatic test systems, subsystems
and instruments for the semi-conductor, consumer electronics,
commercial aerospace and defence industries. The closing of thetransaction is yet subject to approval by the US antitrust authorities(Hart-Scott-Rodino Act). The sale was approved by the Group’s
appropriate body only in January 2014, shortly prior to the signingof the agreement and thus was deemed to be classiﬁ ed as adisposal group only subsequent to the closing date.

On 16 December 2013, the Company has entered into a Share
Purchase Agreement with Raiffeisenverband Salzburg to acquire
100% shares in Salzburg München Bank AG, a fully-licensed bankbased in Munich with approximately € 350 million total assets serving
small and medium enterprises and private clients. The acquisitionof Salzburg München Bank aims to provide additional ﬁnancing
options for the Group’s businesses and is subject to obtaining
regulatory approvals, i.e. the Ownership Control Procedures with
the German Financial Supervisory Authority (“BaFin”) and approval
from the German competition authority (“BKartA”).

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 57

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Management’s Discussion
and Analysis of Financial Condition
and Results of Operations
2.1 Operating and Financial Review

60

2.1.1 Overview

61

2.1.2 Critical Accounting Considerations, Policies and Estimates

62

2.1.3 Performance Measures67

2.1.4 Results of Operations

71

2.1.5 Changes in Consolidated Total Equity(Including Non-Controlling Interests)

76

2.1.6 Liquidity and Capital Resources77

2.1.7 Hedging Activities

84

2.2 Financial Statements

86

2.3 Statutory Auditors’ Fees87

2.4 Information Regarding the Statutory Auditors

87

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

2.1 Operating and Financial Review
The following discussion and analysis is derived from and should beread together with the audited Consolidated Financial Statements (IFRS)of the Group as of and for the years ended 31 December 2013, 2012 and2011 incorporated by reference herein. These ﬁnancial statements have been
prepared in accordance with International Financial Reporting Standards(“IFRS”) issued by the International Accounting Standards Board as endorsedby the European Union, and with Part 9 of Book 2 of the Dutch Civil Code.
The following discussion and analysis also contains certain “non-GAAP ﬁnancial
measures”, i.e., ﬁnancial measures that either exclude or include amounts
that are not excluded or included in the most directly comparable measurecalculated and presented in accordance with IFRS. Speciﬁcally, the Groupmakes use of the non-GAAP measures “EBIT*”, “net cash” and “free cash ﬂow”.
The Group uses these non-GAAP ﬁnancial measures to assess its
consolidated ﬁnancial and operating performance and believes they arehelpful in identifying trends in its performance. These measures enhance
management’s ability to make decisions with respect to resource allocation
and whether the Group is meeting established ﬁnancial goals.
Non-GAAP ﬁnancial measures have certain limitations as analytical tools,
and should not be considered in isolation or as substitutes for analysisof the Group’s results as reported under IFRS. Because of these limitations,they should not be considered substitutes for the relevant IFRS measures.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

2.1.1

Overview

With consolidated revenues of € 59.3 billion in 2013, the Group isEurope’s premier aerospace and defence company and one of thelargest aerospace and defence companies in the world. In termsof market share, the Group is among the top two manufacturersof commercial aircraft, civil helicopters, commercial space launchvehicles and missiles, and a leading supplier of military aircraft,satellites and defence electronics. In 2013, it generated 80% of
its total revenues in the civil sector (compared to 79% in 2012)
and 20% in the defence sector (compared to 21% in 2012).
As of 31 December 2013, the Group’s active headcount was
144,061 employees.

2.1.1.1 Exchange Rate Information
The ﬁnancial information presented in this document is expressed in euros, US dollars or pounds sterling. The following table sets out,
for the periods indicated, certain information concerning the exchange rate between the euro and the US dollar and pound sterling,
calculated using the ofﬁcial European Central Bank ﬁxing rate:

AverageYear EndYear ended

€-US$

€-£

€-US$

€-£

31 December 2011

1.39200.86791.29390.835331 December 2012

1.28480.81091.31940.816131 December 2013

1.32810.8493

1.37910.83372.1.1.2 Reportable Business Segments
In 2013, the Group organised its businesses into the following ﬁvereportable segments:¬ Airbus Commercial: development, manufacturing, marketingand sale of commercial jet aircraft of more than 100 seats; aircraft
conversion and related services. Additionally, the development,
manufacturing, marketing and sale of regional turboprop aircraft- ATR group - and aircraft components - SOGERMA group - arereclassiﬁed from “Other Businesses” and are managed by Airbus
Commercial from 1 January 2013 onwards.
¬ Airbus Military: development, manufacturing, marketing andsale of military transport aircraft and special mission aircraft
and related services;
The reportable segments, Airbus Commercial and Airbus Military,
form the Airbus Division. The effect of internal subcontracting
between Airbus Commercial and Airbus Military is eliminated in
the consolidated ﬁgures of the Airbus Division.
¬ Eurocopter: development, manufacturing, marketing and saleof civil and military helicopters and provision of helicopter-related
services;¬ Astrium: development, manufacturing, marketing and sale ofsatellites, orbital infrastructures and launchers and provision of
space-related services; and¬ Cassidian: development, manufacturing, marketing and saleof missile systems, military combat aircraft and training aircraft;provision of defence electronics and of global security market
solutions such as integrated systems for global border security
and secure communications solutions and logistics; training,
testing, engineering and other related services.
“Other Businesses” comprises the Group’s activities managed in
the US following the reclassiﬁcation of ATR group and SOGERMA
group to Airbus Commercial.

2.1.1.3 Signiﬁcant Programme
Developments, Restructuring andRelated Financial Consequencesin 2011, 2012 and 2013
A380 programme. In 2011, the Group continued to make progresson the learning curve, leading to further improvement of the grossmargin per aircraft, though still signiﬁcantly negative. Moreover,following the discovery of hairline cracks in the wing rib feet ofcertain in-service A380 aircraft, a provision of € 105 million for
estimated warranty and repair costs for delivered aircraft wasrecorded in 2011.
In 2012, a solution to the wing rib issue was developed, with retroﬁt
repairs on-going on delivered aircraft and design modiﬁcations
incorporated into a new production standard. An additional chargeof € -251 million was recorded in 2012 for estimated warranty andrepair costs for delivered aircraft. Based on an updated technicalsolution concept to ﬁx permanently the retroﬁt of the A380 wing
rib issue, an additional amount of € 85 million was recognised forthe repair costs on delivered aircraft in 2013. Furthermore, Airbus
continued to improve gross margin per aircraft in the year.
A350 XWB programme. In 2011, the A350 XWB programme
entered into the manufacturing phase. Manufacturing and preassembly of the A350 XWB-900 progressed across all pre-ﬁnal
assembly sites, with the ﬁrst major airframe sections delivered
to the A350 XWB ﬁnal assembly line in Toulouse at the end of
2011. Following a programme review in the second half of 2011,
the Group recorded an adjustment on the loss-making contract
provision of € 200 million to reﬂect the entry into service which wasthen targeted for the ﬁrst half of 2014.
In 2012, a subsequent programme review indicated a three-monthslippage for entry into service – to the second half of 2014 – inrespect of which the Group recorded a charge of € -124 million.

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In 2013, the A350 XWB programme made progress towards
certiﬁ cation. On 14 June 2013, the ﬁ rst A350 XWB “MSN1”
took to the skies on its ﬁrst ﬂight and the ﬂight test campaign
accumulated more than 1,000 ﬂight test hours. The ultimate load
test of the wing has now been completed and the programme
remains on track to achieve entry-into-service by the end of
2014. Airbus is now in the most critical phase of the A350 XWB
programme. A fourth quarter net charge of € 434 million reﬂects
a re-assessment of actual and estimated unit cost. Improvement
actions have been launched to converge on cost targets. The
industrial ramp-up preparation is underway and associated risks
will continue to be closely monitored in line with the schedule,
aircraft performance and overall cost envelope, as per customers’commitments.

programme resulted in the recognition of A400M-related revenuesof € 0.8 billion in 2011, € 0.5 billion in 2012 and € 1.0 billion in 2013.

Any change to schedule and cost assumptions could lead to anincreasingly higher impact on provisions.

2.1.1.4 Current Trends

A400M programme. On 5 November 2010, the Group, OCCAR
and the launch nations concluded their negotiations on various
aspects of a new programme approach for the A400M, with anamendment to the A400M programme contract subsequently
ﬁ nalised on 7 April 2011. Technical progress on the A400M

2.1.2

In 2013, the A400M programme achieved civil and militarycertiﬁcation. The initial two A400Ms were delivered to the French Air
Force while the third aircraft, for Turkey, was awaiting acceptancein the delivery centre at the end of 2013. By the end of 2013 theindustrial ramp-up was well underway. Progressive enhancementof military capability will follow with upgrades to be agreed andconcluded with customers.
Restructuring provision. In 2013, a € 292 million provision wasbooked relating to the restructuring of the Airbus Defence andSpace Division and Headquarters.

Airbus is targeting approximately the same level of commercial
aircraft deliveries in 2014 as in 2013, as well as a level of grosscommercial aircraft orders that is above the level of deliveries.
Any major production or market disruption or economic downturn
could lead to revision of these ﬁgures.

Critical Accounting Considerations, Policies and Estimates

2.1.2.1 Scope of and Changes
in Consolidation
Acquisitions and disposals of interests in various businesses canaccount, in part, for differences in the Group’s results of operations
for one year as compared to another year. See “— Notes to theConsolidated Financial Statements (IFRS) — Note 4: Acquisitions
and disposals”.

Acquisitions
On 17 May 2013, Cassidian Cybersecurity SAS, Elancourt(France) acquired a 83.9% controlling interest in Arkoon Network
Security SA, Lyon (France) (“Arkoon”), for a total considerationof € 14 million. On 14 June 2013 Cassidian Cybersecurity SAS
made a mandatory simpliﬁ ed public offering on the remaining
shares of Arkoon in line with General Regulations of the French
Financial Market Authority (“AMF”). The subsequent tender
offer and squeeze-out procedure of remaining shareholders left
Cassidian as the sole shareholder of Arkoon on 15 July 2013.
The total consideration for the remaining 16.1% of Arkoon was€ 2.7 million. From the date of acquisition, Arkoon contributed€ 6 million to Group revenues in 2013.
On 20 November 2012, the Group acquired Eltra Holdings Pte Ltd.,Singapore (Singapore), an aerospace group involved in various
aerospace supply chain and MRO activities for a total considerationof € 28 million.

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On 16 November 2012, Cassidian acquired 99.8% of Netasq,
Villeneuve-d’Ascq (France), a leading expert and pioneer in the IT
security market for a total consideration of € 27 million.
On 1 October 2012, Cassidian acquired 75.1% of the shares ofCarl Zeiss Optronics GmbH, Oberkochen (Germany), with theintention to run the optics and optronics activities of Carl Zeiss
Optronics GmbH together with Carl Zeiss AG for a total
consideration of € 121 million. Carl Zeiss Optronics GmbH is amanufacturer of optronic, optic and precision-engineered products
for military and civil applications.
On 1 July 2012, Cassidian acquired 51% of Rheinmetall Airborne
Systems GmbH, Bremen (Germany), for a total consideration of€ 85 million, to pursue Rheinmetall’s activities related to unmanned
aerial systems as well as cargo loading systems together with
Rheinmetall within a new entity.
On 3 April 2012, Astrium acquired 66.8% of Space Engineering
SpA, Rome (Italy), a specialist in digital telecommunications, RF
and antenna equipment engineering for both space and groundbased applications for a total consideration of € 10 million.
In the ﬁrst half year 2012, Airbus Helicopters expanded the MRO
engine business of its subsidiary Vector Aerospace Corp., Toronto(Canada), via several asset deals, primarily in the Asia-Paciﬁ cregion, for a total consideration of € 43 million.

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On 19 December 2011, Astrium Holding S.A.S. acquired 100%of MobSat Group Holding S.a.r.l., Munsbach, Luxemburg, being
the ultimate parent company of Vizada group (“Vizada”), froma consortium of investors led by Apax France, a French private
equity fund and the former majority shareholder. Vizada is acommercial satellite service provider offering mobile and ﬁ xed
connectivity services from multiple satellite network operators. The
total consideration paid by Astrium included € 413 million for theacquisition of Vizada’s equity instruments as well as € 325 million
due to a mandatory extinguishment of the former Vizada debt
structure.
On 20 October 2011, Airbus Operations GmbH acquired 74.9%of the shares and voting rights of PFW Aerospace AG, Speyer,
Germany, the ultimate parent company of PFW Aerospace Group,
for a total consideration of € 4 million primarily arising from impacts
due to the separate recognition of settlements of pre-existing
relationships.
On 19 October 2011, Airbus Americas, Inc. acquired 100% of theshares and voting rights of Metron Holdings, Inc., Dulles, Virginia(USA), the ultimate parent company of Metron Aviation, a providerof air trafﬁc ﬂow management solutions, from its management
team and two institutional investors for a total consideration of€ 55 million.
On 5 October 2011, Airbus S.A.S. obtained control of Satair A / S,
Copenhagen, Denmark (“Satair”), an independent distributor of
aircraft part and services, following a public voluntary conditionaltender offer of DKr 580 / share for all of the outstanding shares of
Satair, including an offer of DKr 378.66 / warrant for each warrant
holder. As a result of the public voluntary offer the Group acquired
98.5% of Satair’s shares during October and November 2011,
while the remaining 1.5% of Satair’s shares were acquired via
linked squeeze out procedures ﬁnalised on 6 February 2012. The
total consideration of € 351 million for this acquisition includes€ 346 million paid in cash for 98.5% of Satair’s shares and 100%of warrants during October and November 2011 as well as an
amount of € 5 million paid to the remaining shareholders (1.5% of
Satair’s shares) within linked squeeze-out procedures.
On 30 June 2011, Eurocopter Holding S.A.S. acquired 98.3%
of Vector Aerospace Corporation, Toronto (Canada) (“Vector”),
following a CAD 13.00 / share cash offer for all of the outstanding
common shares of Vector, including all shares that could be issued
on the exercise of options granted under Vector’s share option
plan. The remaining 1.7% shares of Vector were acquired via
linked squeeze out procedures ﬁnalised on 4 August 2011. The
total consideration for this independent global provider of original
equipment manufacturer (OEM) approved maintenance, repair
and overhaul (MRO) aviation services includes the amount paid in
cash for the acquisition of 98.3% of Vector’s shares (€ 452 million)at the end of June 2011 as well as the amount of € 8 million paid
to the remaining shareholders as part of the related squeeze out
procedures.

On 9 June 2011, Cassidian increased via EADS Deutschland GmbH,
Ottobrunn, Germany, its 45.0% shareholding in Grintek Ewation(Pty) Ltd., Pretoria, South Africa, a system engineering company,by acquiring a 42.4% stake formerly held by Saab South Africa Ltd.,
Centurion, South Africa, for € 21 million within a step-acquisition.
On 7 June 2011, the Company purchased the remaining 25% of
DADC Luft- und Raumfahrt Beteiligungs AG, Munich (Germany),
from Daimler Luft- and Raumfahrt Holding AG, Ottobrunn, for a
total consideration of € 110 million.
On 10 May 2011, the GEO Information Division of Astrium Services(formerly Spot Image and Infoterra) expanded its investment ini-cubed LLC, Fort Collins, Colorado (USA), a provider of imagery
and geospatial data management technologies and services, from
25.6% to 77.7% by a step-acquisition of the additional 52.1% for€ 6 million via its US subsidiary SPOT Image Corporation, Chantilly,
Virginia (USA).
On 28 February 2011, Astrium Services GmbH obtained control
of ND SatCom GmbH, Immenstaad (Germany), a supplier ofsatellite and ground systems equipment and solutions, by acquiring
75.1% of the shares and voting interests in the company for a total
consideration of € 5 million from SES ASTRA.
On 11 January 2011, Cassidian and Atlas Elektronik GmbH,
Bremen, Germany (“Atlas Elektronik”), a joint venture ofThyssenKrupp AG and Cassidian, completed the merger of theirmaritime safety and security activities formerly carried out via theirseparate subsidiaries Sofrelog and Atlas Maritime Security. The
new company named SIGNALIS was set up as a medium-sizedcorporation which will be co-owned by Cassidian (60%) and Atlas
Elektronik (40%).

Transactions Not Yet Closed
On 16 December 2013, the Company entered into a Share Purchase
Agreement with Raiffeisenverband Salzburg to acquire 100%
shares in Salzburg München Bank AG, a fully-licensed bank basedin Munich with approximately € 350 million total assets serving
small and medium enterprises and private clients. The acquisitionof Salzburg München Bank aims to provide additional ﬁnancing
options for the Group’s businesses and is subject to obtaining
regulatory approvals, i.e. the ownership control procedures with
the German Financial Supervisory Authority (“BaFin”) and approval
from the German antitrust authority (“BKartA”).

Disposals
On 31 January 2013, ST Aerospace Ltd., Singapore (Singapore)acquired a 35% non-controlling interest in Elbe Flugzeugwerke,
Dresden (Germany) (EFW) by increase in capital of € 2.5 million in
EFW. The Group, as the former sole shareholder, retains 65% of
the shares of EFW.
On 13 May 2011, EADS North America, Inc. sold its subsidiary
EADS North America Defense Security and Systems Solutions,Inc., San Antonio, Texas (USA), to Camber Corporation, Huntsville,
Alabama (USA), for a total consideration of € 18 million.

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Transactions with Non-Controlling
Shareholders
On 31 May 2013, Astrium Services GmbH, Ottobrunn (Germany)acquired remaining non-controlling interest of 24.9% in ND
Satcom GmbH, Immenstaad (Germany) from SES S.A., Betzdorf(Luxemburg). The amount of the total consideration was € 1.
On 28 May 2012, Cassidian reduced its shareholding of 87.4% in
Grintek Ewation (Pty) Ltd., Pretoria, South Africa, to 75% to comply
with local black economic empowerment (BEE) requirements for€ 7 million.

2.1.2.2 UK Pension Commitments
In the UK, the different pension plans in which the Groupparticipates are currently underfunded. Accordingly, the Grouphas recorded a provision of € 0.9 billion as of 31 December 2013
(compared to € 1.0 billion as of 31 December 2012 and € 0.9 billion
as of 31 December 2011) for its current share of the net pension
underfunding in these plans. A related amount of actuarial gains
and losses (cumulative) of € -1.0 billion has been recorded in total
equity (net of deferred taxes) as of 31 December 2013 (comparedto € -1.1 billion as of 31 December 2012 and € -1.0 billion as of
31 December 2011) in accordance with revised IAS 19.
For further information related to the Group’s participation in
pension plans in the UK, see “— Notes to the Consolidated
Financial Statements (IFRS) — Note 25b: Provisions for retirement
plans”.

2.1.2.3 Fair Value Adjustments
The merger of the operations of Aerospatiale Matra, Daimler
Aerospace AG and Construcciones Aeronáuticas S.A., leading
to the creation of the Group in 2000, was recorded using thepurchase method of accounting with Aerospatiale Matra as
the acquirer. Accordingly, the book value of certain assets andliabilities, mainly property, plant and equipment and inventories,
was adjusted by an aggregate amount of € 1.8 billion, net of income
taxes, to allocate a portion of the respective fair market values ofDaimler Aerospace AG and Construcciones Aeronáuticas S.A.
at the time of the merger (the “fair value adjustments”). These
aggregate additions in value are generally being depreciatedover four to 25 years for ﬁ xed assets and were amortised overapproximately 24 months for inventories. In addition, in 2001
in connection with the formation of Airbus S.A.S., the Groupadjusted the book value of Airbus ﬁ xed assets and inventories
by an aggregate amount of € 0.3 billion, net of income taxes, toreﬂect their fair market values. The fair value adjustments leadto a depreciation expense that is recorded in cost of sales in
the consolidated income statement. For management reporting
purposes, the Group treats these depreciation charges as nonrecurring items in EBIT pre-goodwill impairment and exceptionals.
See “— 2.1.3.2 Use of EBIT*”.

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2.1.2.4 Impairment / Write-down of Assets
When a triggering event such as an adverse material market eventor a signiﬁcant change in forecasts or assumptions occurs, theGroup performs an impairment test on the assets, group of assets,
subsidiaries, joint ventures or associates likely to be affected. In
addition, the Group tests goodwill for impairment in the fourth
quarter of each ﬁnancial year, whether or not there is any indicationof impairment. An impairment loss is recognised in the amount bywhich the asset’s carrying amount exceeds its recoverable amount.
Generally, the discounted cash ﬂow method is used to determine
the value in use of the assets. The discounted cash ﬂow method isparticularly sensitive to the selected discount rates and estimates of
future cash ﬂows by the Group’s management. Consequently, slightchanges to these elements can materially affect the resulting asset
valuation and therefore the amount of the potential impairment
charge.
The discount rates used by the Group are derived from theweighted average cost of capital of the businesses concerned.
See “— Notes to the Consolidated Financial Statements(IFRS) — Note 2: Summary of signiﬁ cant accounting policies— Signiﬁcant Accounting Policies — Impairment of non-ﬁnancial
assets” and “— Note 14: Intangible assets”.
An impairment of goodwill has an effect on proﬁ tability, as itis recorded in the line item “Other expenses” on the Group’s
consolidated income statement. No goodwill was impaired in2010. In 2011, 2012 and 2013, the annual goodwill impairment
tests within Other Businesses resulted in impairment charges of€ 20 million, € 17 million and € 15 million, respectively.

2.1.2.5 Capitalised Development Costs
Pursuant to the application of IAS 38 “Intangible Assets”, the Groupassesses whether product-related development costs qualify forcapitalisation as internally generated intangible assets. Criteria for
capitalisation are strictly applied. All research and development
costs not meeting the IAS 38 criteria are expensed as incurredin the consolidated income statement. € 97 million of productrelated development costs were capitalised in accordance with
IAS 38 in 2011, € 488 million in 2012 and € 421 million in 2013. The
ﬁgures for 2012 and 2013 related mostly to A350 XWB programme
development costs (€ 366 million in 2012 and € 354 million in 2013).
Capitalised development costs are generally amortised overthe estimated number of units produced. If the number of units
produced cannot be estimated reliably, capitalised development
costs are amortised over the estimated useful life of the internallygenerated intangible asset. Amortisation of capitalised development
costs (and impairments, if any) is mainly recognised within “Cost of
sales”. Amortisation of capitalised development costs amounted
to € 116 million in 2011, € 171 million in 2012 and € 111 million in2013, the latter relating among others to the A380 programmeand FSTA programme.

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Internally generated intangible assets are reviewed for impairment
annually when the asset is not yet in use and subsequently
whenever events or changes in circumstances indicate that thecarrying amount may not be recoverable. See “— Notes to theConsolidated Financial Statements (IFRS) — Note 2: Summary ofsigniﬁcant accounting policies — Signiﬁcant accounting policies— Research and development expenses”.

2.1.2.6 Accounting for Hedged Foreign
Exchange Transactions in
the Financial Statements
More than 60% of the Group’s revenues are denominatedin US dollars, whereas a major portion of its costs is incurredin euros and, to a smaller extent, in pounds sterling. The Group
uses hedging strategies to manage and minimise the impact of
exchange rate ﬂuctuations on its proﬁts. See “— 2.1.7.1 Foreign
Exchange Rates” and “Risk Factors — 1. Financial Market Risks— Foreign Currency Exposure”.
Cash flow hedges. The Group generally applies cash flow
hedge accounting to foreign currency derivative contracts that
hedge the foreign currency risk on future sales as well as tocertain interest rate swaps that hedge the variability of cash ﬂows
attributable to recognised assets and liabilities. Changes in fairvalue of the hedging instruments related to the effective part of
the hedge are reported in accumulated other comprehensive
income (“AOCI”) – a separate component of total consolidated
equity, net of applicable income taxes – and recognised in the
consolidated income statement in conjunction with the result of
the underlying hedged transaction, when realised. See “— 2.1.5
Changes in Consolidated Total Equity (including Non-controlling
Interests)”. The ineffective portion is immediately recorded in “Proﬁt
for the period”. Amounts accumulated in equity are recognised in
proﬁt or loss in the periods when the hedged transaction affects
the income statement, such as when the forecast sale occurs
or when the ﬁnance income or ﬁnance expense is recognisedin the income statement. If hedged transactions are cancelled,
gains and losses on the hedging instrument that were previously
recorded in equity are generally recognised in “Proﬁ t for theperiod”. If the hedging instrument expires or is sold, terminatedor exercised, or if its designation as hedging instrument is revoked,
amounts previously recognised in equity remain in equity until theforecasted transaction or ﬁrm commitment occurs. Apart fromderivative ﬁ nancial instruments, the Group also uses ﬁ nancial
liabilities denominated in a foreign currency to hedge foreign
currency risk inherent in forecast transactions. See “— 2.1.7.1
Foreign Exchange Rates”.
Revenues in currencies other than the euro that are not hedged
through ﬁnancial instruments are translated into euro at the spot
exchange rate at the date the underlying transaction occurs.
“Natural” hedges. The Group uses certain foreign currency
derivatives to mitigate its foreign currency exposure arising fromchanges in the fair value of recognised assets and liabilities.
To reﬂect the largely natural offset those derivatives provide to
the remeasurement gains or losses of speciﬁc foreign currency
balance sheet items, the Group presents the gains or lossesof those foreign exchange rate derivatives as well as the fairvalue changes of the relating recognised assets and liabilities in
EBIT* (rather than presenting the gains or losses of those foreignexchange rate derivatives in “other ﬁnancial result” but the fairvalue changes of the relating recognised assets and liabilities in
EBIT*) insofar as certain formal requirements are met, with no
impact on net income. See “— Notes to the Consolidated Financial
Statements (IFRS) — Note 2: Summary of signiﬁcant accounting
policies — Signiﬁcant Accounting Policies — Derivative ﬁnancial
instruments” and “— Note 12: Total ﬁnance costs — Other ﬁnancial
result”.

2.1.2.7 Foreign Currency Translation
The Group’s Consolidated Financial Statements are presented
in euros. The assets and liabilities of foreign entities whose
reporting currency is other than euro are translated using periodend exchange rates, while the corresponding income statements
are translated using average exchange rates during the period.
All resulting translation differences are included as a componentof AOCI.
Transactions in foreign currencies are translated into euro at theexchange rate prevailing on the transaction date. Monetary assets
and liabilities denominated in foreign currencies at period-end aretranslated into euro using the period-end exchange rate. Foreignexchange gains and losses arising from translation of monetary
assets are recorded in the consolidated income statement, except
when deferred in equity as qualifying hedging instruments in cash
ﬂow hedges.
Non-monetary assets and liabilities denominated in foreign
currencies, which are stated at historical cost, are translated into
euro at the exchange rate in effect on the date of the transaction.
Translation differences on non-monetary ﬁ nancial assets andliabilities that are measured at fair value are reported as part of
the fair value gain or loss. In addition, translation differences of
non-monetary ﬁnancial assets measured at fair value and classiﬁed
as available for sale are included in AOCI.
Goodwill and fair value adjustments arising on the acquisition of
a foreign entity that was acquired after 31 December 2004 aretreated as assets and liabilities of the acquired company and aretranslated into euro at the period-end exchange rate. Regardingtransactions prior to that date, goodwill, assets and liabilities
acquired are treated as those of the acquirer.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 2: Summary of signiﬁcant accounting policies — Signiﬁcantaccounting policies — Foreign currency translation”.

Currency Translation Mismatch
Customer advances (and the corresponding revenues recorded
when sales recognition occurs) are translated at the exchange rate
prevailing on the date they are received. US dollar-denominatedcosts are converted at the exchange rate prevailing on the date they
are incurred. To the extent that US dollar-denominated customer
advances differ, in terms of timing of receipt or amount, fromcorresponding US dollar-denominated costs, there is a foreign

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currency exchange impact (mismatch) on EBIT*. Additionally, themagnitude of any such difference, and the corresponding impact
on EBIT*, is sensitive to variations in the number of deliveries.

2.1.2.8 Accounting for Sales Financing
Transactions in the Financial
Statements
In order to support product sales, primarily at Airbus, the Group
may agree to participate in the ﬁ nancing of customers, on acase-by-case basis, directly or through guarantees provided tothird parties. Certain sales contracts may include the provisionof an asset value guarantee, whereby the Group guarantees a
portion of the market value of an aircraft or helicopter during alimited period, starting at a speciﬁc date after its delivery (in mostcases, 12 years post-delivery). See “— 2.1.6.4 Sales Financing”
and “Notes to the Consolidated Financial Statements (IFRS)— Note 33: Commitments and contingencies”. The accounting
treatment of sales ﬁ nancing transactions varies based on thenature of the ﬁ nancing transaction and the resulting exposure.
On balance sheet. When, pursuant to a ﬁ nancing transaction,
the risks and rewards of ownership of the ﬁnanced aircraft residewith the customer, the transaction is characterised as either aloan or a ﬁnance lease. In such instances, revenues from the saleof the aircraft are recorded upon delivery, while ﬁnancial interestis recorded over time as ﬁ nancial income. The outstandingbalance of principal is recorded on the statement of ﬁ nancial
position (on balance sheet) in long-term ﬁ nancial assets, net ofany accumulated impairments. See “— Notes to the Consolidated
Financial Statements (IFRS) — Note 17: Investments in associates
accounted for under the equity method, other investments andother long-term ﬁ nancial assets”.
By contrast, when the risks and rewards of ownership remain
with the Group, the transaction is characterised as an operatinglease. The Group’s general policy is to avoid, whenever possible,
operating leases for new aircraft to be delivered to customers.
Rather than recording 100% of the revenues from the “sale” of theaircraft at the time of delivery, rental income from such operatingleases is recorded in revenues over the term of the respective
leases. The leased aircraft are recorded at production cost on
the statement of ﬁnancial position (on balance sheet) as property,
plant and equipment, and the corresponding depreciation andpotential impairment charges are recorded in cost of sales.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 15: Property, plant and equipment”.
If the present value of an asset value guarantee exceeds 10% of
the sales price of the aircraft, the sale of the underlying aircraft isaccounted for as an operating lease in the Consolidated Financial
Statements. In this case, upon aircraft delivery, the cash payment
received from the customer is recognised on the consolidated
statement of ﬁnancial position as deferred income and amortised
straight-line up to the amount, and up to the last exercise date, of
the asset value guarantee. The production cost of the aircraft isrecorded on the statement of ﬁnancial position as property, plantand equipment. Depreciation expenses are recorded in cost of
sales in the consolidated income statement. See “— Notes to the

66 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Consolidated Financial Statements (IFRS) — Note 15: Property,
plant and equipment” and “— Note 30: Deferred income”.
Off balance sheet — contingent commitments. Certain sales
ﬁ nancing commitments, such as lease in / lease out structures
and asset value guarantees the present value of which is below
the 10% threshold, are not recorded on the statement of ﬁnancial
position (on balance sheet).
As a result, transactions relating to such asset value guarantees
are accounted for as sales, with the related exposure deemed
to be a contingent commitment. To reduce exposure underasset value guarantees and to minimise the likelihood of theiroccurrence, the Group extends them with prudent guaranteedasset values and restrictive exercise conditions, including limited
exercise window periods.
Under lease in / lease out structures, which Airbus and ATR
applied in the past to allow investors to take advantage of certain
jurisdictions’ leasing-related tax beneﬁ ts, the risks and rewardsof ownership of the aircraft are typically borne by a third party,
usually referred to as the head lessor. The head lessor leases(directly or indirectly) the aircraft to Airbus or ATR, which inturn sub-leases it to the customer. To the extent possible, theterms of the head lease and sub-lease match payment streams
and other ﬁ nancial conditions. Such commitments by Airbus
or ATR are reported as off-balance sheet contingent liabilities.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 33: Commitments and contingencies”.
Provisions and allowances. Under its provisioning policy
for sales ﬁ nancing risk, the Group records provisions to fully
cover its estimated ﬁ nancing and asset value net exposure.
Provisions pertaining to sales ﬁ nancing exposure, whether onbalance sheet or off-balance sheet, are recorded as impairmentsof the related assets or in provisions. Provisions recorded asliabilities relate primarily to off-balance sheet commitments.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 25c: Other provisions”. Provisions are recorded as
impairments of the related assets when they can be directly
related to the corresponding asset. See “— Notes to theConsolidated Financial Statements (IFRS) — Note 15: Property,
plant and equipment” and “— Note 17: Investments in associates
accounted for under the equity method, other investments andother long-term ﬁ nancial assets”. While management views its
estimates of valuations of collateral as conservative, changes
in provisions reﬂ ecting revised estimates may have a material
impact on net income in future periods.

2.1.2.9 Provisions for Loss-Making
Contracts
The Group records provisions for loss-making contracts when
it becomes probable that total contract costs will exceed total
contract revenues. Due to the size, length of time and nature ofmany of the Group’s contracts, the estimation of total revenues
and costs at completion is complicated and subject to many
assumptions, judgements and estimates. The introduction of
new aircraft programmes or major derivative aircraft programmes

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adds an additional element of complexity to the assumptions,judgements and estimates related to expected development,
production and certification schedules and anticipated cost
components, including possible customer penalties and supplier
claims. The Group’s contracts may also include customer options
to cancel or extend the contract under certain circumstances,
requiring a judgment as to the probability that these options will
be exercised.

2.1.3

Loss-making contract provisions are therefore reviewed andreassessed regularly. However, future changes in the assumptions
used by the Group or a change in the underlying circumstances,such as the ﬂuctuation of certain foreign exchange rates, may leadto a revaluation of past loss-making contract provisions and havea corresponding positive or negative effect on the Group’s futureﬁnancial performance.

Performance Measures

2.1.3.1 Order Backlog
Year-end order backlog consists of contracts signed up to that
date. Only ﬁrm orders are included in calculating order backlog– for commercial aircraft, a ﬁrm order is deﬁned as one for which
the Group receives a non-refundable down payment on a deﬁnitive
contract. Defence-related orders are included in the backlog uponsignature of the related procurement contract (and the receipt, inmost cases, of an advance payment). Commitments under defence“umbrella” or “framework” agreements by governmental customers
are not included in backlog until they are ofﬁcially notiﬁed to theGroup.

For commercial aircraft contracts, amounts of order backlog
reﬂected in the table below are derived from catalogue prices,
escalated to the expected delivery date and, to the extent
applicable, converted into euro (at the corresponding hedge rate forthe hedged portion of expected cash ﬂows, and at the period-end
spot rate for the non-hedged portion of expected cash ﬂows). The
amount of defence-related order backlog is equal to the contract
values of the corresponding programmes.

CONSOLIDATED BACKLOG FOR THE YEARS ENDED 31 DECEMBER 2013, 2012 AND 2011(1)Year ended 31 December 2013

Year ended 31 December 2012

Year ended 31 December 2011

Amount in €bn

In percentage(3)Amount in €bn

In percentage(3)Amount in €bn

In percentage(3)

647.4

94%

525.5(2)

93%

495.5

92%

Airbus Commercial

627.1

91%

505.3(2)

89%

475.5

88%

Airbus Military

20.8

3%

21.1

4%

21.3

4%

12.4

2%

13.0

2%

13.8

2%

Airbus(4)(5)Eurocopter
Astrium

13.1

2%

12.7

2%

14.7

3%

Cassidian

14.3

2%

15.6

3%

15.5

3%

687.2

100%

566.8

100%

539.5

100%

Total Divisional backlog
Other Businesses

0.3

0.5(2)

HQ / Consolidation(0.8)(0.8)(2)

(1.5)

686.7

566.5

541.0

Total

3.0

(1) Without options.
(2) 2012 figures are adjusted due to the inclusion of ATR group and SOGERMA group in Airbus Commercial (formerly in Other Businesses).
(3) Before “Other Businesses” and “HQ / Consolidation”.
(4) Based on catalogue prices for commercial aircraft activities.
(5) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
See “— 2.1.1 Overview”.

2013 compared to 2012. The € 120.2 billion increase in theorder backlog from 2012, to € 686.7 billion, primarily reﬂ ects
the Group’s strong order intake in 2013 (€ 218.7 billion), whichsigniﬁcantly exceeded the revenues accounted for in the same
year (€ 59.3 billion), although the weaker US dollar spot rate used
for conversion of the non-hedged portion of the backlog into euroat year end (€-US$ 1.38 as compared to €-US$ 1.32 at the end of2012) had a negative impact on order backlog of approximately€ -25 billion.

Airbus’ backlog increased by € 121.9 billion from 2012, to€ 647.4 billion, reﬂecting a strong increase at Airbus Commercial.
Airbus Commercial’s backlog increased by € 121.8 billion from2012, to € 627.1 billion, primarily reﬂecting a book-to-bill ratio of
more than two (calculated using units of 1,503 new net orders).
Order intake consisted of 1,503 net orders in 2013 excluding
ATR (as compared to 833 in 2012), driven mainly by the A320
family, which received 1,162 net ﬁrm orders (876 A320neo and 286
A320ceo). Total order backlog at Airbus Commercial amounted to

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2.1 Operating and Financial Review

5,559 aircraft at the end of 2013 (as compared to 4,682 aircraftat the end of 2012). Airbus Military’s backlog decreased by€ -0.3 billion from 2012, to € 20.8 billion, reﬂecting a book-to-billratio of less than one with new net orders of € 2.6 billion. Orderintake at Airbus Military consisted of 17 net orders in 2013 (ascompared to 32 in 2012). Total order backlog at Airbus Militaryamounted to 206 aircraft at the end of 2013 (as compared to
220 aircraft at the end of 2012).
Eurocopter’s backlog decreased by € -0.6 billion from 2012, to€ 12.4 billion, reﬂecting a book-to-bill ratio of slightly less than
one with new net orders of € 5.8 billion. Order intake consistedof 422 net orders in 2013 (as compared to 469 in 2012), driven
mainly by orders for civil helicopters. Total order backlog
amounted to 995 helicopters at the end of 2013 (as compared to
1,070 helicopters at the end of 2012).
Astrium’s backlog increased by € 0.4 billion from 2012, to€ 13.1 billion, reﬂecting a book-to-bill ratio of more than one with
net orders of € 6.2 billion, driven mainly by launchers, defence
and export contracts for satellites as well as earth observation
contracts.
Cassidian’s backlog decreased by € -1.3 billion from 2012, to€ 14.3 billion, reﬂecting a book-to-bill ratio of less than one with
net orders of € 5.0 billion. Order intake included signiﬁcant export
contracts for the Euroﬁghter and missiles as well as key orders
for sensors.
2012 compared to 2011. The € 25.5 billion increase in the orderbacklog from 2011, to € 566.5 billion, primarily reﬂects the Group’s
strong order intake in 2012 (€ 102.5 billion), in particular at Airbus.
This increase was partially offset by the weaker US dollar spot
rate used for conversion of the non-hedged portion of the backlog
into euro at year end (€-US$ 1.32 as compared to €-US$ 1.29 atthe end of 2011), which had a negative impact on order backlog
of approximately € -9 billion.

Airbus’ backlog increased by € 27.9 billion from 2011, to€ 523.4 billion, reﬂecting the backlog increase at Airbus Commercial.
Airbus Commercial’s backlog increased by € 27.7 billion from 2011,
to € 503.2 billion, reﬂecting a book-to-bill ratio of more than two
with new orders of € 87.3 billion, partially offset by the negative
net foreign currency adjustment to the non-hedged portion of theorder backlog. Order intake consisted of 833 net orders in 2012
excluding ATR (as compared to 1,419 in 2011), broken down as
follows: 739 A320 family aircraft, 85 A330 / A350 XWBs and nine
A380s. Total order backlog at Airbus Commercial amounted to
4,682 aircraft at the end of 2012 (as compared to 4,437 aircraftat the end of 2011). Airbus Military’s backlog decreased by€ -0.2 billion from 2011, to € 21.1 billion, reﬂecting a book-to-billratio of slightly less than one with new orders of € 1.9 billion. Orderintake at Airbus Military consisted of 32 net orders in 2012 (ascompared to ﬁve in 2011). Total order backlog at Airbus Militaryamounted to 220 aircraft at the end of 2012 (as compared to
217 aircraft at the end of 2011).
Eurocopter’s backlog decreased by € -0.8 billion from 2011, to€ 13.0 billion, reﬂecting a book-to-bill ratio of less than one withnew orders of € 5.4 billion. Order intake consisted of 469 net
orders in 2012 (as compared to 457 in 2011), reﬂecting orders forcivil helicopters, in particular for the Ecureuil, EC135 and EC145
families. Total order backlog amounted to 1,070 helicopters at theend of 2012 (as compared to 1,076 helicopters at the end of 2011).
Astrium’s backlog decreased by € -2.0 billion from 2011, to€ 12.7 billion, reﬂecting a book-to-bill ratio of less than one withnew orders of € 3.8 billion. Order intake was driven mainly byservices activity including Vizada.
Cassidian’s backlog increased slightly by € 0.1 billion from 2011,
to € 15.6 billion, with new orders of € 5.0 billion despite thechallenging market environment. Order intake was driven mainlyby the Euroﬁghter and missile export business.

The table below illustrates the proportion of civil and defence backlog at the end of each of the past three years.

Year ended 31 December 2013

Year ended 31 December 2012

Year ended 31 December 2011

Amount in €bn(1)In percentage

Amount in €bn(1)In percentage

Amount in €bn(1)In percentage

639.5

93%

516.9

91%

488.2

90%

47.2

7%

49.6

9%

52.8

10%

686.7

100%

566.5

100%

541.0

100%

Backlog:
Civil Sector
Defence Sector

Total(1) Including “Other Businesses” and “HQ / Consolidation”.

2.1.3.2 Use of EBIT*The Group uses EBIT pre-goodwill impairment and exceptionals(EBIT*) as a key indicator of its economic performance. The term
“exceptionals” refers to such items as depreciation expenses offair value adjustments relating to the EADS merger, the Airbus
combination and the formation of MBDA, as well as impairment

68 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

charges thereon. It also comprises disposal and impairment
impacts related to goodwill in the Group.
Set forth below is a table reconciling the Group’s proﬁt before
ﬁ nance costs and income taxes (as reﬂ ected in the Group’s
consolidated income statement) with the Group’s EBIT*.

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2.1 Operating and Financial Review(in €m)Year ended
31 December 2013

Year ended
31 December 2012(1)Year ended
31 December 2011

2,607

2,089

1,541

Disposal and impairment of goodwill

Profit before finance costs and income taxes

15

17

42

Exceptional depreciation / disposal

39

38

41

2,661

2,144

1,624

(1)

EBIT*

(1) Previous years’ figures are adjusted due to revised IAS 19.

2.1.3.3 EBIT* Performance by Division
Set forth below is a breakdown of the Group’s consolidated EBIT* by Division for the past three years.

(in €m)Year ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Airbus(1)1,710

1,252(2)(3)

584

1,595

1,147(2)(3)

543

166

93

49

Airbus Commercial
Airbus Military

(2)

259
267

Eurocopter

397

309

Astrium

347

311(2)
(2)

432

128

2,886

2,000

Other Businesses

(7)

2(3)

59

HQ / Consolidation(4)

(218)

142

124(2)

2,661

2,144(2)1,624

CassidianTotal Divisional EBIT*

Total

331

1,441

(1) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
See “— 2.1.1 Overview”.
(2) 2012 EBIT* figures are adjusted per segment due to revised IAS 19. In 2011 the total IAS 19 adjustment is reflected in HQ / Consolidation.
(3) Previous year’s figures are adjusted due to the inclusion of ATR group and SOGERMA group into Airbus Commercial (formerly in Other Businesses).
(4) HQ / Consolidation includes results from headquarters, which mainly consist of the “share of profit from associates accounted for under the equity method” from Group’s
investment in Dassault Aviation.

2013 compared to 2012. The Group’s consolidated EBIT*
increased by 24.1%, from € 2.1 billion for 2012 to € 2.7 billion for2013, primarily reﬂecting the increased EBIT* at the four divisions
in 2013.

Airbus Military’s EBIT* increased by 78.5% from € 93 million for2012 to € 166 million for 2013, primarily due to volume and margin
improvements from technically maturing programmes, particularly
for tankers.

Airbus’ EBIT* increased by 36.6%, from € 1.3 billion for 2012to € 1.7 billion for 2013, due primarily to an increase at Airbus
Commercial. Airbus Commercial’s EBIT* increased by 39.1%,
from € 1.1 billion for 2012 to € 1.6 billion for 2013, mainly due tocontinued operational improvements including higher aircraft
deliveries (626 deliveries in 2013 excluding ATR deliveries), as
compared to 588 deliveries in 2012 with margin recognition for
585 (excluding ATR deliveries), an improvement in the price ofdelivered aircraft net of escalation and lower A380 losses as well
as lower expenses for A380 wing rib provisioning. See “— 2.1.4.1
Consolidated Revenues”. Partially offsetting this EBIT* increase
was higher A350 XWB programme support costs, a net chargeof € 434 million on the A350 XWB programme (See “— 2.1.1.3
Signiﬁcant Programme Developments, Restructuring and Related
Financial Consequences in 2011, 2012 and 2013”) and negative
currency effects.

Eurocopter’s EBIT* increased by 28.5%, from € 309 million for2012 to € 397 million for 2013. 2012 EBIT* included a net charge of€ -100 million for renegotiations of certain governmental contracts.
Astrium’s EBIT* increased by 11.6%, from € 311 million for 2012to € 347 million for 2013. The EBIT* improvement was driven by
volume and productivity in the launchers, defence and satellites
businesses as well as margin improvement from the early
deployment of the AGILE transformation programme. These
positive factors mitigated lower services activity.
Cassidian’s EBIT* increased by 237.5%, from € 128 million for 2012to € 432 million for 2013. The recovery in Cassidian’s business was
conﬁrmed, supported by the transformation programme launched in
December 2012 and continued programme execution, particularlyin the Euroﬁghter. Research and development expenses increased
mainly due to recent acquisitions. EBIT* in 2012 included chargesof € -198 million linked to restructuring and portfolio de-risking.

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The EBIT* of Other Businesses decreased from € 2 million for 2012to € -7 million for 2013.
Headquarters / Consolidation EBIT* decreased from € 142 million
for 2012 to € -218 million for 2013, mainly due to the restructuringprovision of € 292 million booked at Headquarters / Consolidation.
2012 compared to 2011. The Group’s consolidated EBIT*
increased by 32.0%, from € 1.6 billion for 2011 to € 2.1 billion for2012, reﬂecting the increased EBIT* at Airbus, Airbus Helicoptersand Astrium. Partially offsetting this increase was a deteriorationin EBIT* at Cassidian and Other Businesses in 2012.
Airbus’ EBIT* increased by 114.4%, from € 0.6 billion for 2011
to € 1.3 billion for 2012, due primarily to an increase at Airbus
Commercial. Airbus Commercial’s EBIT* increased by 111.2%, from€ 0.5 billion for 2011 to € 1.1 billion for 2012, mainly due to operational
improvements, including higher aircraft deliveries (588 deliveries in2012 with margin recognition for 585, as compared to 534 deliveriesin 2011 with margin recognition for 536) and an improvement in
the price of delivered aircraft net of escalation. Also contributing
to the EBIT* increase was an improvement in hedge rates. See“— 2.1.4.1 Consolidated Revenues”. Partially offsetting the EBIT*
increase at Airbus Commercial was (i) a charge of € -251 million for
estimated warranty costs in repairing the wing rib feet of delivered
A380 aircraft, (ii) a charge of € -124 million related to the threemonth shift of entry into service for the A350 XWB programme (tothe second half of 2014), (iii) a charge of € -76 million related to theclosure of the Hawker Beechcraft programme, and (iv) € -71 million
in currency translation adjustments, including those related to themismatch between US dollar-denominated customer advancesand corresponding US dollar-denominated costs as well as therevaluation of loss-making contract provisions.
Airbus Military’s EBIT* increased by 89.8%, from € 49 million
for 2011 to € 93 million for 2012, primarily due to a favourable
delivery mix with margin improvements from technically maturing
programmes.
Eurocopter’s EBIT* increased by 19.3%, from € 259 million for2011 to € 309 million for 2012, primarily due to a favourable mix
effect. Partially offsetting the EBIT* increase was an increase inresearch and development expenses as well as a € 100 million
charge to reﬂect the status of on-going renegotiations of certain
governmental helicopter programmes.
Astrium’s EBIT* increased by 16.9%, from € 267 million for 2011 to€ 312 million for 2012, primarily due to efﬁciency and productivity
gains coming through the operational performance as a result of
the “AGILE” transformation programme. Partially offsetting the
EBIT* increase was an increase in research and development
expenses, globalisation efforts as well as some Vizada integration
costs.

70 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Cassidian’s EBIT* decreased by 57.1%, from € 331 million for2011 to € 142 million for 2012, primarily due to a provision of€ 98 million recorded for restructuring costs in line with the business
transformation, and an additional expense of € -100 million for
impairment charges, in particular for the secure systems andsolutions business. Partially offsetting the EBIT* decrease was a
reduction in research and development expenses.
The EBIT* of Other Businesses decreased by 96.9%, from€ 59 million for 2011 to € 2 million for 2012, primarily due to theinclusion of ATR group and SOGERMA group in Airbus Commercial
from 2012 onwards (in 2011 in Other Businesses). The 2011 EBIT*
included a gain from a divestiture at EADS North America.
Foreign currency impact on EBIT*. More than 60% of theGroup’s revenues are denominated in US dollars, whereas asubstantial portion of its costs is incurred in euros and, to a lesser
extent, pounds sterling. Given the long-term nature of its businesscycles (evidenced by its multi-year backlog), the Group hedges asigniﬁcant portion of its net foreign exchange exposure to mitigate
the impact of exchange rate ﬂuctuations on its EBIT*. See “— 2.1.7.1
Foreign Exchange Rates” and “Risk Factors – 1. Financial Market
Risks – Exposure to Foreign Currencies”. In addition to the impactthat hedging activities have on the Group’s EBIT*, the latter is also
affected by the impact of revaluation of certain assets and liabilities
at the closing rate and the impact of natural hedging.
During 2013, cash flow hedges covering approximately
US$ 23.5 billion of the Group’s US dollar-denominated revenues
matured. In 2013, the compounded exchange rate at which
hedged US dollar-denominated revenues were accounted
for was €-US$ 1.37, as compared to €-US$ 1.36 in 2012. Thisdifference resulted in an approximate € -0.08 billion decreasein EBIT* from 2012 to 2013, mainly at Airbus. In addition, othercurrency translation adjustments, including those related to themismatch between US dollar-denominated customer advancesand corresponding US dollar-denominated costs as well as therevaluation of loss-making contract provisions, had a negative
effect of € -0.03 billion on EBIT* compared to 2012.
During 2012, cash flow hedges covering approximately
US$ 22.2 billion of the Company’s US dollar-denominated revenues
matured. In 2012, the compounded exchange rate at which
hedged US dollar-denominated revenues were accounted for was€-US$ 1.36, as compared to €-US$ 1.37 in 2011. This difference
resulted in an approximate € 0.2 billion increase in EBIT* from 2011
to 2012, of which the majority was at Airbus. In addition, othercurrency translation adjustments, including those related to themismatch between US dollar-denominated customer advancesand corresponding US dollar-denominated costs as well as therevaluation of loss-making contract provisions, had an approximate
negative effect of € -0.1 billion on EBIT* compared to 2011. See“— 2.1.2.7 Foreign Currency Translation”.

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2.1 Operating and Financial Review

2.1.3.4 New Divisional Structure
As mentioned in “— 1.1.1 Overview”, the defence and space businesses of Airbus Military, Astrium and Cassidian have been combined
into one new division, Airbus Defence and Space, as of 1 January 2014.
Set forth below is a summary of the measures for the activities of Airbus Military, Astrium and Cassidian when regrouped into thestructure of the new Division for the past two years.

Year ended 31 December 2013

Year ended 31 December 2012(1)(Restated)(Restated & pro forma)(in €m)ChangeOrder Intake (net)13,454

10,512

Order Book

47,84549,219-2.8%

Revenues

14,422

13,520+6.7%+32.2%

EBIT*

690

522

in % of revenues

4.8%

3.9%

+28.0%(1) 2012 figures are pro forma, amended with revised IAS 19.

2.1.4

Results of Operations

Set forth below is a summary of the Group’s consolidated income statements (IFRS) for the past three years.

(in €m, except for earnings per share)

Year ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Revenues

59,25656,48049,128

Cost of sales(1)(50,895)(48,582)(42,351)

Gross margin

8,361

7,898

6,777

Selling and administrative expenses(1)(2,913)(2,869)(2,414)

Research and development expenses(3,152)(3,160)(3,142)Other income

236

184

359

Other expenses

(263)

(229)

(221)

Share of profit from associates accounted for underthe equity method and other income from investments

346

247

192

Profit before finance costs and income taxes(1)

2,607

2,089

1,541

Interest result

(329)

(285)

13

Other financial result

(301)

(168)

(233)

Income taxes(1)

(502)

(438)

(337)

Profit for the period(1)

1,475

1,198

984

1,465

1,197

980

Attributable to:Equity owners of the parent (Net Income)(1)

10

1

4

Earnings per share (basic) (in €)(1)

1.85

1.46

1.21

Earnings per share (diluted) (in €)(1)

1.84

1.46

1.20

Non-controlling interests(1) 2011 and 2012 figures are adjusted due to revised IAS 19.

Set forth below are year-to-year comparisons of results of operations, based upon the Group’s consolidated income statements.

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2.1.4.1 Consolidated Revenues
Set forth below is a breakdown of Group’s consolidated revenues by Division for the past three years.

(in €m)Year ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Airbus(2)42,012

39,273(1)33,103

Airbus Commercial

39,889(1)

37,624

31,159Airbus Military

2,893

2,131

2,504

Eurocopter

6,297

6,264

5,415

Astrium

5,784

5,817

4,964

CassidianTotal Divisional revenues
Other Businesses
HQ / Consolidation

(3)

Total

5,976

5,740

5,803

60,06957,094(1)49,285409

586(1)

1,252(1,222)(1,200)(1)(1,409)59,25656,48049,128(1) 2012 figures are adjusted due to the inclusion of ATR group and SOGERMA group into Airbus Commercial (formerly in Other Businesses).
(2) Airbus reports in two segments: Airbus Commercial and Airbus Military. Eliminations between Airbus Commercial and Airbus Military are treated at the Airbus Division level.
See “— 2.1.1 Overview”.
(3) HQ / Consolidation includes, in particular, adjustments and eliminations for intercompany transactions.

For 2013, consolidated revenues increased by 4.9%, from € 56.5 billion for 2012 to € 59.3 billion for 2013. The increase was primarily
due to higher revenues at Airbus.
For 2012, consolidated revenues increased by 15.0%, from € 49.1 billion for 2011 to € 56.5 billion for 2012. The increase was primarily
due to higher revenues at Airbus, Eurocopter and Astrium.

AirbusFor 2013, Airbus’ consolidated revenues increased by 7.0%, from € 39.3 billion for 2012 to € 42.0 billion for 2013. The increase wasdue to higher revenues at both Airbus Commercial and Airbus Military. For 2012, Airbus’ consolidated revenues increased by 16.6%,
from € 33.1 billion for 2011 to € 38.6 billion for 2012. The increase was due to higher revenues at Airbus Commercial, partially offset bya decrease in revenues at Airbus Military.

Airbus Commercial
Set forth below is a breakdown of deliveries of commercial aircraft, excluding ATR deliveries, by product type for the past three years.

Number of aircraftYear ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Single-aisle

493

455

Long-range

108

103

87

Very large

25

30

26

626

588(1)

534(2)

Total

421(1) 585 aircraft with revenue recognition (three A330-200 delivered under operating lease).
(2) 536 aircraft with revenue recognition (two A330-200 delivered under operating lease in 2010 were sold down in 2011).

For 2013, Airbus Commercial’s consolidated revenues increased
by 6.0%, from € 37.6 billion for 2012 to € 39.9 billion for 2013.
The increase was primarily due to higher aircraft deliveries(626 deliveries in 2013, as compared to 588 deliveries in 2012 withrevenue recognition for 585), both years excluding ATR deliveries.
For 2012, Airbus Commercial’s consolidated revenues increased
by 20.7%, from € 31.2 billion for 2011 to € 37.6 billion for 2012.
The increase was primarily due to (i) higher aircraft deliveries(588 deliveries in 2012 with margin recognition for 585, as compared
to 534 deliveries in 2011 with margin recognition for 536), (ii) an

72 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

approximate € 1.4 billion positive impact of improved hedge andaverage exchange rates, and (iii) an improvement in the price ofdelivered aircraft net of escalation and (iv) the inclusion of ATRgroup and SOGERMA group in 2012 (2011 in Other Businesses).
For a discussion of the impact of exchange rate variations on Group
results of operations, see “— 2.1.2.6 Accounting for Hedged Foreign
Exchange Transactions in the Financial Statements”,“— 2.1.2.7
Foreign Currency Translation”,“— 2.1.7.1 — Foreign Exchange
Rates” and “Risk Factors — 1. Financial Market Risks — Exposure
to Foreign Currencies”.

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Airbus Military
Set forth below is a breakdown of deliveries of military transport aircraft by product type for the past three years.

Number of aircraftYear ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

A400M

2

-

-

CN235

5

8

7

C212

0

2

3

C295

14

10

10

P-3

3

4

3

A330 MRTT (Tanker)

7

5

6

Total

31

29

29

For 2013, Airbus Military’s consolidated revenues increased by
35.8%, from € 2.1 billion for 2012 to € 2.9 billion for 2013. The
increase was primarily due to the A400M ramp up, including thedelivery of two A400Ms to the French Air Force, and higher volume
both for tankers and for light and medium aircraft.

For 2012, Airbus Military’s consolidated revenues decreased by
14.9%, from € 2.5 billion for 2011 to € 2.1 billion for 2012. The
decrease was primarily due to lower A400M and tanker revenues.

Eurocopter
Set forth below is a breakdown of deliveries of helicopters by product type for the past three years.

Number of aircraftYear ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Tiger

11

10

16

Light

269

227

237

Medium

136

168

189

Heavy

81

70

61

of which NH90

Total
For 2013, consolidated revenues of Eurocopter remained stableat € 6.3 billion in 2013, accompanied by an overall increase inhelicopter deliveries from 475 in 2012 to 497 in 2013. The stablerevenue level reﬂects a weaker revenue mix effect.
For 2012, consolidated revenues of Eurocopter increased by
15.7%, from € 5.4 billion for 2011 to € 6.3 billion for 2012, despite
an overall decrease in helicopter deliveries from 503 in 2011 to 475
in 2012. The revenue increase was primarily due to higher repair
and overhaul support activities, as well as additional revenuesof € 0.2 billion in 2012 related to the ﬁrst full-year consolidationof Vector Aerospace. See “— 2.1.2.1 Scope of and Changes inConsolidation Perimeter”. Higher NH90 and Super Puma revenues
also contributed to the increase.

Astrium

44

35

32

497

475

503

growth in services activities, including additional revenues of€ 0.5 billion in 2012 related to the ﬁrst-time consolidation of Vizada.
See “— 2.1.2.1 Scope of and Changes in Consolidation Perimeter”.

Cassidian
For 2013, consolidated revenues of Cassidian increased by 4.1%,
from € 5.7 billion for 2012 to € 6.0 billion for 2013. Revenues reﬂect
continued programme execution, particularly in Euroﬁghter.
For 2012, consolidated revenues of Cassidian decreased by 1.1%,
from € 5.8 billion for 2011 to € 5.7 billion for 2012. Revenues wereroughly stable across Cassidian’s business segments year-overyear.

Other Businesses

For 2013, consolidated revenues of Astrium amounted to€ 5.8 billion, stable with the 2012 level, reﬂecting a good level ofprogramme execution despite lower activity in services.

For 2013, consolidated revenues of Other Businesses decreasedby 30.2%, from € 0.6 billion for 2012 to € 0.4 billion for 2013. The
decrease mainly reﬂects lower LUH deliveries from EADS North
America.

For 2012, consolidated revenues of Astrium increased by 17.2%,
from € 5.0 billion for 2011 to € 5.8 billion for 2012. The revenue
increase was primarily due to strong programme execution and

For 2012, consolidated revenues of Other Businesses decreased
by 53.2%, from € 1.3 billion for 2011 to € 0.6 billion for 2012.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

2.1.4.2 Consolidated Cost of Sales
For 2013, consolidated cost of sales increased by 4.8% despite
certain cost savings, from € 48.6 billion for 2012 to € 50.9 billion for2013. The increase was primarily due to strong delivery patterns
and costs related to business growth at Airbus as well as a
restructuring provision and charges incurred for restructuring,
A350 XWB and A380 programmes and negative currency
effects. See “— 2.1.1.3 Signiﬁcant Programme Developments,
Restructuring and Related Financial Consequences in 2011,2012 and 2013”. Consolidated cost of sales also includes theamortisation of capitalised development costs pursuant to IAS 38,
which amounted to € -111 million in 2013 compared to € -171 million
in 2012. Notwithstanding the above stated items, the gross margin
remains stable at 14.1% in 2013 compared to 14.0% in 2012.
For 2012, consolidated cost of sales increased by 14.7%, from€ 42.4 billion for 2011 to € 48.6 billion for 2012. The increase wasprimarily due to strong delivery patterns and costs related tobusiness growth at Airbus, as well as charges incurred on the A380
and A350 XWB programmes in 2012. Consolidated cost of sales also
includes the amortisation / impairment of capitalised development
costs pursuant to IAS 38, which amounted to € -171 million in 2012
compared to € -116 million in 2011. Notwithstanding the above
stated items, the gross margin increased from 13.8% in 2011 to
14.0% in 2012.

2.1.4.3 Consolidated Sellingand Administrative Expenses
For 2013, consolidated selling and administrative expenses
remained stable at € 2.9 billion.
For 2012, consolidated selling and administrative expenses
increased by 18.8%, from € 2.4 billion for 2011 to € 2.9 billion
for 2012. A large portion of the increase was due to changes
in consolidation scope linked to the full year inclusion of 2011acquisitions (mainly Vizada, Vector Aerospace and Satair), as well
as restructuring costs at Cassidian.

2.1.4.4 Consolidated Researchand Development Expenses
For 2013, consolidated research and development expenses
increased slightly by 0.6%, from € 3.1 billion for 2012 to € 3.2 billion
for 2013, primarily reﬂecting R&D activities at Airbus Commercial.
The main contribution to the expenses comes from the A350 XWB
programme. In addition, an amount of € 354 million of development
costs for the A350 XWB programme has been capitalised.
For 2012, consolidated research and development expenses
decreased slightly by 0.3%, from € 3.2 billion for 2011 to € 3.1 billion
for 2012, in particular due to the capitalisation of € 0.5 billion indevelopment costs under IAS 38. See “— 2.1.2.5 Capitalised
development costs”. The focus continues on major development
programmes across the portfolio, in particular at Airbus (e.g.,
A350 XWB).

74 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

2.1.4.5 Consolidated Other Income
and Other Expenses
Consolidated other income and other expenses include gains andlosses on disposals of investments in ﬁxed assets and income
from rental properties.
For 2013, other income and other expenses was € -27 million net
as compared to € -45 million for 2012. The net increase was mainly
due to the sale of some land and buildings to MBDA.
For 2012, other income and other expenses was € -45 million net
as compared to € 138 million for 2011. The net decrease wasmainly due to the settlement of European government refundable
advances following Airbus’ termination of the A340 programme in2011, which had a positive effect of € 192 million on other income
in 2011. Also included was a goodwill impairment charge in 2012amounting to € -17 million.

2.1.4.6 Consolidated Share of Proﬁt
from Associates Accounted for under
the Equity Method and Other Income
from Investments
Consolidated share of profit from associates accounted forunder the equity method and other income from investments
principally includes results from companies accounted for underthe equity method and the results attributable to non-consolidated
investments.
For 2013, the Group recorded € 346 million in consolidated share of
proﬁt from associates accounted for under the equity method andother income from investments as compared to € 247 million for2012. The € 99 million increase is mainly derived from the result of
the Group’s equity investment in Dassault Aviation. See “— Notes
to the Consolidated Financial Statements (IFRS) — Note 11: Shareof proﬁt from associates accounted for under the equity method
and other income from investments”.
For 2012, the Group recorded € 247 million in consolidated shareof proﬁt from associates accounted for under the equity method
and other income from investments as compared to € 192 million
for 2011. The € 55 million increase reﬂ ects among others theincreased contribution from the Group’s equity investment in
Dassault Aviation.

2.1.4.7 Consolidated Interest Result
Consolidated interest result reﬂects the net of interest income
and expense arising from ﬁnancial assets and liabilities, includinginterest expense on refundable advances provided by European
governments to ﬁnance R&D activities.
For 2013, the Group recorded a consolidated net interest expenseof € -329 million, as compared to a consolidated net interest
expense of € -285 million for 2012. The deterioration in interest
result is primarily due to lower interest income recorded on theGroup’s cash balances.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

For 2012, the Company recorded a consolidated net interest
expense of € -285 million, as compared to a consolidated net
interest income of € 13 million for 2011. The deterioration in interest
result is primarily due to lower interest income recorded on theGroup’s cash balances. In addition, the 2011 interest result included
a positive effect of € 120 million following Airbus’ termination of
the A340 programme in 2011. See “— Notes to the Consolidated
Financial Statements (IFRS) — Note 27: Other ﬁnancial liabilities”.

2.1.4.8 Consolidated Other Financial Result
This line item includes, among others, the impact from therevaluation of ﬁnancial instruments, the effect of foreign exchange
valuation of monetary items and the unwinding of discounted
provisions. See “— Notes to the Consolidated Financial
Statements (IFRS) — Note 2: Summary of signiﬁcant accounting
policies — Signiﬁcant Accounting Policies — Derivative ﬁnancial
instruments — Embedded derivatives”. This line item also includes
the valuation of the premium paid for US dollar options used forforeign exchange hedging.
For 2013, consolidated other ﬁnancial result declined to € -301 million
from € -168 million for 2012. This negative € -133 million change
mainly results from the deterioration of the impact of revaluation
changes of US-dollar- and pound sterling-denominated cash
balances on the euro-denominated statements of ﬁnancial positionof Group companies.
For 2012, consolidated other financial result improved to€ -168 million from € -233 million for 2011, reﬂecting among others
an improved impact from the revaluation of ﬁnancial instruments
compared to 2011.

2.1.4.9 Consolidated Income Taxes
For 2013, income tax expense was € -502 million as compared to€ -438 million for 2012. The increase was primarily due to the higher
taxable income recorded in 2013 (€ 1,977 million) as compared
to 2012 (€ 1,636 million). The effective tax rate was 25% in 2013.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 13: Income taxes”.

For 2012, income tax expense was € -438 million as compared to€ -337 million for 2011. The increase was primarily due to the higher
taxable income recorded in 2012 (€ 1,636 million) as compared
to 2011 (€ 1,321 million). The effective tax rate was 27% in 2012.

2.1.4.10 Consolidated Non-Controlling
Interests
For 2013, consolidated proﬁt for the period attributable to noncontrolling interests was € 10 million, as compared to € 1 million
for 2012 and € 4 million for 2011.

2.1.4.11 Consolidated Proﬁt for the Period
Attributable to Equity Ownersof the Parent (Net Income)As a result of the factors discussed above, the Group recorded
consolidated net income of € 1,465 million for 2013, as compared toconsolidated net income of € 1,197 million for 2012 and € 980 million
for 2011.

2.1.4.12 Earnings per Share
Basic earnings were € 1.85 per share in 2013, as compared to€ 1.46 per share in 2012. The number of issued shares as of
31 December 2013 was 783,157,635. The denominator used to
calculate earnings per share was 792,466,862 shares, reﬂecting
the weighted average number of shares outstanding during theyear. In 2011, the Company reported basic earnings of € 1.21 pershare.
Diluted earnings were € 1.84 per share in 2013, as comparedto € 1.46 per share in 2012. The denominator used to calculate
diluted earnings per share was 794,127,812, reﬂecting the weighted
average number of shares outstanding during the year, adjusted
to assume the conversion of all potential ordinary shares. In
2011, the Company reported diluted earnings of € 1.20 per share.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 23: Total equity” and “— Note 38: Earnings per share”.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

2.1.5

Changes in Consolidated Total Equity(Including Non-Controlling Interests)

The following table sets forth a summary of the changes in consolidated total equity for the period 1 January 2013 through31 December 2013.
(in €m)Balance as at 31 December 2012 (adjusted)(1)10,420

Profit for the period

1,475

Remeasurement of defined benefit liability(48)

Accumulated other comprehensive income

1,408

Thereof foreign currency translation adjustments(161)

Capital increase244

Capital decrease(74)

Share-based payment (IFRS 2)

107

Cash distribution to shareholders / dividends paid to non-controlling interests(469)

Equity transaction (IAS 27)(94)

Change in treasury shares(1,915)

Balance as at 31 December 2013

11,054(1) Comparative information is adjusted retrospectively due to revised IAS 19 and due to purchase price allocation adjustments of prior year’s acquisitions.
See “— Notes to the Consolidated Financial Statements (IFRS) — Note 4: Acquisitions and disposals”.

The increase in consolidated total equity in 2013 primarily reﬂects
the increase in accumulated other comprehensive income (“AOCI”)(€ 1.4 billion), with the latter mainly due to the positive variation (netof tax) of the year-end mark-to-market valuation of that portionof the Group’s hedge portfolio qualifying for cash ﬂ ow hedge
accounting under IAS 39 (“cash flow hedges”), as well as proﬁt
for the period recorded for 2013. The increase in consolidated total
equity was partially offset by, among others, a change in treasury
shares (€ -1.9 billion) and the cash distribution to shareholders /dividends paid to non-controlling interests (€ -0.5 billion).
Set forth below is a discussion on the calculation of AOCI andthe related impact on consolidated total equity. For a discussionof the other line items affecting consolidated total equity,
see “— EADS N.V. Consolidated Financial Statements (IFRS)— Consolidated Statements of Changes in Equity (IFRS) for theyears ended 31 December 2013, 2012 and 2011”.

76 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

2.1.5.1 Cash Flow Hedge Related Impact
on AOCI
As of 31 December 2013, the notional amount of the Group’s
portfolio of outstanding cash ﬂ ow hedges amounted to US$
75.9 billion, hedged against the euro and the pound sterling. The
year-end mark-to-market valuation of this portfolio required under
IAS 39 resulted in a positive pre-tax AOCI valuation change of€ 2.3 billion from 31 December 2012, based on a closing rate of€-US $1.38, as compared to a positive pre-tax AOCI valuation
change of € 1.9 billion as of 31 December 2012 from 31 December
2011, based on a closing rate of €-US$ 1.32. For further informationon the measurement of the fair values of ﬁnancial instruments
see “— Notes to the Consolidated Financial Statements (IFRS)— Note 34: Information about ﬁnancial instruments”.
Positive pre-tax mark-to-market values of cash ﬂow hedges areincluded in other ﬁnancial assets, while negative pre-tax mark-tomarket values of cash ﬂow hedges are included in other ﬁnancial
liabilities. Year-to-year changes in the mark-to-market value ofeffective cash ﬂow hedges are recognised as adjustments to AOCI.
These adjustments to AOCI are net of corresponding changes todeferred tax assets (for cash ﬂow hedges with negative mark-tomarket valuations) and deferred tax liabilities (for cash ﬂow hedges
with positive mark-to-market valuations). Set out below is a graphic
presentation of cash ﬂow hedge related movements in AOCI overthe past three years (in €m).

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

CASH FLOW HEDGE RELATED MOVEMENTS IN AOCI IN €M (BASED ON YEAR-END EXCHANGE RATES)-2,547

OCI Net Liability

-600
1,662

776
184

Net Deferred Taxes-540

31 December 2011: US$ 1.29
31 December 2012: US$ 1.32

-1,771Net Equity OCI

-416
1,122

31 December 2013: US$ 1.38

As a result of the positive change in the fair market valuation of the cash ﬂow hedge portfolio in 2013, AOCI amounted to a net asset of€ 1.7 billion for 2013, as compared to a net liability of € -0.6 billion for 2012. The corresponding € -0.7 billion tax effect led to a net deferred
tax asset of € -0.5 billion as of 31 December 2013 as compared to a net deferred tax asset of € 0.2 billion as of 31 December 2012.
See “— Notes to the Consolidated Financial Statements (IFRS) — Note 34b: Carrying amounts and fair values of ﬁnancial instruments”
for further information.

2.1.5.2 Currency Translation Adjustment Impact on AOCIThe € -161 million currency translation adjustment related impact on AOCI in 2013 mainly reﬂects the effect of the variation of the US dollar.

2.1.6

Liquidity and Capital Resources

The Group’s objective is to maintain sufﬁcient liquidity at all times
to meet its present and future cash requirements and maintain afavourable credit rating. It attempts to achieve this objective by:¬ implementing measures designed to generate cash;¬ developing and maintaining access to the capital markets; and¬ containing its exposure to customer ﬁnancing.
The Group deﬁnes its consolidated net cash position as the sum of(i) cash and cash equivalents and (ii) securities, minus (iii) ﬁnancing
liabilities (all as recorded in the consolidated statement of ﬁnancial
position). The net cash position as of 31 December 2013 was€ 9.1 billion (€ 12.3 billion as of 31 December 2012).
This net cash position is further supported by a € 3.0 billion
syndicated back-up facility, undrawn as of 31 December 2013
with no ﬁnancial covenants, as well as a Euro medium term note
programme and commercial paper programme. See “— 2.1.6.3
Consolidated Financing Liabilities”. The factors affecting theGroup’s cash position, and consequently its liquidity risk, arediscussed below.

EADS N.V. has two official long-term credit ratings, the firstbeing A2 with a stable outlook by Moody’s Investors Service Inc.
(“Moody’s”), and the second A with a stable outlook by Standard
and Poor’s Credit Market Services Europe Limited (“Standard& Poor’s”). EADS N.V. also has an unsolicited long-term credit
rating of A- with a stable outlook by Fitch Polska S.A. (“Fitch
Ratings”). Standard and Poor’s and Fitch Ratings are establishedin the European Union and, as of the date of this Registration
Document, are registered as credit rating agencies in accordancewith EC Regulation 1060 / 2009 of the European Parliament and of
the Council of 16 September 2009 on credit rating agencies (the“CRA Regulation”). Moody’s is not established in the European
Union and not registered under the CRA Regulation but Moody’s
Investors Service Ltd., its European Union credit rating agency
afﬁliate, is registered under the CRA Regulation and has endorsed
Moody’s rating.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

2.1.6.1 Cash Flows
The Group generally ﬁnances its manufacturing activities and product development programmes, and in particular the development of
new commercial aircraft, through a combination of ﬂows generated by operating activities, customer advances, risk-sharing partnerships
with sub-contractors and European government refundable advances. In addition, the Group’s military activities beneﬁt from governmentﬁnanced research and development contracts. If necessary, the Group may raise funds in the capital markets.
The following table sets forth the variation of the Group’s consolidated net cash position over the periods indicated.

Year ended
31 December 2013

Year ended
31 December 2012

Year ended
31 December 2011

Consolidated net cash position at 1 January

12,292

11,681

11,918Gross cash flow from operations(1)

4,318

4,772

3,392

Changes in other operating assets and liabilities(2,164)

(76)

1,386

(319)

(146)

135
(3,820)(in €m)Thereof customer financing
Cash used for investing activities(2)(2,988)(3,448)(2,949)(3,270)(2,197)

Thereof acquisitions

(16)

(201)

(1,535)

Free cash flow(3)

(834)

1,248

958

Free cash flow before customer financing

(515)

1,394

823

Cash distribution to shareholders / non-controllinginterests

(469)

(379)

(183)

Changes in capital and non-controlling interests

171

144

(65)

Thereof industrial capital expenditures

Change in treasury shares(1,915)(5)(1)

Contribution to plan assets of pension schemes

(223)

(856)

(489)

Other changes in financial position
Consolidated net cash position as of 31 December

32

459

(457)

9,054

12,292

11,681(1) Represents cash provided by operating activities, excluding (i) changes in other operating assets and liabilities (working capital) and (ii) contribution to plan assets of pension
schemes (€ -489 million for 2011; € -856 million for 2012; € -223 million for 2013).
(2) Does not reflect change of securities (net investment of € -378 million for 2011; net disposal of € 3,422 million for 2012; net disposal of € 1,272 million for 2013), which are classified
as cash and not as investments solely for the purposes of this net cash presentation.
(3) Does not reflect change of securities and contribution to plan assets of pension schemes.

The net cash position as of 31 December 2013 was € 9.1 billion, a
26.3% decrease from 31 December 2012. The decrease primarily
reﬂects the cash used for investing activities (€ -3.0 billion), thebuild-up of other operating assets and liabilities (€ -2.2 billion) andthe changes in treasury shares (€ -1.9 billion), partially offset by thegross cash ﬂow from operations (€ 4.3 billion).

Gross Cash Flow from Operations
Gross cash ﬂow from operations decreased by 9.5% to € 4.3 billion
for 2013, primarily due to higher pay-outs for provision usage.

Changes in Other Operating Assets
and Liabilities
Changes in other operating assets and liabilities is comprised ofinventories, trade receivables, other assets and prepaid expenses
netted against trade liabilities, other liabilities (including customer
advances), deferred income and customer financing. They
resulted in a € -2.2 billion negative impact on the net cash position
for 2013, as compared to a negative impact of € -76 million for
2012.

78 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

In 2013, the main net contributor to the negative working capitalvariation was the change in inventory (€ -3.2 billion) reﬂ ecting
inventory growth at Airbus especially for the A380, A400M and
A350 XWB programmes as well as at Eurocopter. This negative
variation within the year was partially offset by (i) the change intrade liabilities (€ 0.6 billion) and by (ii) pre-delivery payments from
customers (€ 0.5 billion), which nevertheless decreased compared
to 2012.
In 2012, the main net contributor to the negative working capitalvariation was the change in inventory (€ -1.5 billion) reﬂ ecting
inventory growth in particular at Airbus due to the progressive
ramp-up on single-aisle and long-range aircraft production.
The negative variations within the year were partially offset by(i) pre-delivery payments from customers (€ 1.2 billion), which
nevertheless decreased compared to 2011 due to lower orderintake mainly at Airbus, and (ii) the change in trade liabilities(€ 0.8 billion).
European government refundable advances. As of 31 December
2013, total European Government refundable advances received,
recorded on the statement of ﬁnancial position in the line items“non-current other ﬁnancial liabilities” and “current other ﬁnancial
liabilities” due to their speciﬁc nature, amounted to € 6.4 billion,
including accrued interest.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

European government refundable advances (net of reimbursements)
as recorded on the statement of ﬁnancial position increased in 2013,
due primarily to refundable advances received for the A350 XWB.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 27: Other ﬁnancial liabilities”.

(in €bn)Set out below is a breakdown of the total amount of European
government refundable advances outstanding, by product /project.

2013

2012

2011

Long-range

2.2

1.9

1.5

A380

3.6

3.7

3.8

Eurocopter

0.2

0.2

0.2

Others

0.4

0.3

0.2

Total

6.4

6.1

5.7

Cash Used for Investing Activities

Change in Treasury Shares

Management categorises cash used for investing activities into
three components: (i) industrial capital expenditures, (ii) acquisitionsand (iii) others.

Change in treasury shares for 2013 amounted to € -1.9 billion whichwere used for the share buy-back of around 53 million shares.
The share buy-back supported the increase of the free ﬂoat tomore than 70%.

Industrial capital expenditures. Industrial capital expenditures(investments in property, plant and equipment and intangible assets)
amounted to € -2.9 billion for 2013, as compared to € -3.3 billion
for 2012 and € -2.2 billion for 2011. Capital expenditures in 2013
related to programmes at Airbus of € -2.2 billion (a large portionof which related to the A350 XWB) and additional projects in theother Divisions of € -0.7 billion, mainly driven by investment at
Eurocopter and Astrium. Capital expenditures include productrelated development costs that are capitalised in accordance with
IAS 38. See “—2.1.2.5 Capitalised Development Costs”.
For the period 2014 to 2015, it is expected that the majority of theGroup’s capital expenditures will occur in connection with Airbus
activities, in particular for the A350 XWB programme, and bebroadly distributed across the Group’s home markets of France,
Germany, Spain and the UK.
Acquisitions. In 2013, the € -16 million ﬁgure principally reﬂects
the net cash used for the Group’s acquisition of Arkoon.
In 2012, the € -0.2 billion ﬁgure reﬂects the net cash used for theGroup’s acquisitions during the year, in particular acquisitions
at Cassidian (€ -123 million for Carl Zeiss Optronics GmbH,
Rheinmetall Airborne Systems GmbH and Netasq) and asset deals
at Eurocopter (€ -43 million). See “— Notes to the Consolidated
Financial Statements (IFRS) — Note 31: Consolidated statementsof cash ﬂows”.

Free Cash Flow
The Group deﬁnes free cash ﬂow as the sum of (i) cash provided
by operating activities and (ii) cash used for investing activities,
minus (iii) change of securities and (iv) contribution to plan assetsof pension schemes. As a result of the factors discussed above,
free cash ﬂow amounted to € -0.8 billion for 2013 as comparedto € 1.2 billion for 2012 and € 1.0 billion for 2011. Free cash ﬂow
before customer ﬁnancing was € -0.5 billion for 2013 as comparedto € 1.4 billion for 2012 and € 0.8 billion for 2011.

Contribution to Plan Assets of Pension
Schemes
The cash outﬂows of € -0.2 billion, € -0.9 billion and € -0.5 billion in2013, 2012 and 2011, respectively, primarily relate to a contribution
to the Contractual Trust Arrangement (CTA) for allocating andgenerating pension plan assets in accordance with IAS 19, as
well as to plan assets in the UK and to German beneﬁt funds.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 25b: Provisions for retirement plans”. In 2014, the Groupintends to make additional contributions to plan assets in orderto reduce the provision for retirement plans on its statement ofﬁnancial position.

Other Changes in Financial Position
In 2013, the positive change of € 32 million reﬂects among others
currency effects on ﬁ nancing liabilities and on cash and cash
equivalents. In 2012, the positive change of € 459 million mainly
results from revaluation of securities and ﬁnancing liabilities. In
2011, the negative change of € -457 million results from increases
in ﬁnancing liabilities due to the newly consolidated companies.

2.1.6.2 Consolidated Cash and Cash
Equivalents and Securities
The cash and cash equivalents and securities portfolio of theGroup is invested mainly in non-speculative ﬁnancial instruments,
mostly highly liquid, such as certiﬁ cates of deposit, overnight
deposits, commercial paper, other money market instruments
and bonds. See “— 2.1.7.2 Interest Rates” and “— Notes to theConsolidated Financial Statements (IFRS) — Note 34a: Financial
risk management”.
The Group has a fully automated cross-border cash poolingsystem (covering France, Germany, Spain, the Netherlands, theUK and the US). The cash pooling system enhances management’s

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

ability to assess reliably and instantaneously the cash position ofeach subsidiary within the Group and enables management toallocate cash optimally within the Group depending upon shifting
short-term needs.

Total cash and cash equivalents in 2013 included € 0.3 billion fromthe 37.5% consolidation of MBDA compared to € 0.4 billion in 2012and € 0.7 billion in 2011.

2.1.6.3 Consolidated Financing Liabilities
The following table sets forth the composition of the Group’s consolidated ﬁnancing liabilities, including both short- and long-term
debt, as of 31 December 2013:31 December 2013(in €m)Not exceeding 1 year

Over 1 year up to 5 years

More than 5 years

Total

Bonds

0

1,560

780

2,340

Liabilities to financial institutions

955

463

754

2,172

Loans

116

207

30

353

Finance leases

13

62

97

172

Others

561

0

3

564

Total

1,645

2,292

1,664

5,601(1)(1) Financing liabilities include non-recourse Airbus debt for € 229 million.

The outstanding balance of financing liabilities increased
from € 4.8 billion as of 31 December 2012 to € 5.6 billion as of
31 December 2013. This increase is mainly related to the US$
1 billion bond issue in April 2013.
Financing liabilities include liabilities connected with sales ﬁnancing
transactions amounting to € 229 million as of 31 December 2013,
most of which bore interest at variable rates. See “— 2.1.6.4 Sales
Financing”.
Liabilities to ﬁnancial institutions as of 31 December 2013 also
include € 0.6 billion short-term liabilities from securities lending
activities (2012: € 0).
EMTN programme. The Group has a € 3 billion Euro Medium Term
Note (“EMTN”) Programme in place, with two tranches outstanding
as of 31 December 2013:¬ € 0.5 billion of notes issued in 2003 and maturing in 2018, bearing
interest at 5.5% (effective interest rate: 5.6%) and subsequently
swapped into a variable rate of three-month EURIBOR plus
1.72%; and¬ € 1.0 billion of notes issued in 2009 and maturing in 2016, bearing
interest at 4.625% (effective interest rate: 4.7%) and subsequently
swapped into a variable rate of three-month EURIBOR plus
1.57%.
US bond. On 17 April 2013, the Group placed an inaugural US$
1 billion issue on the U.S. institutional market under 144A / Reg S
format. The bond carries a ﬁxed coupon of 2.70% (effective interest
rate 2.73%) and matures in April 2023.
Commercial paper programme. The Group has the ability toissue commercial paper on a rolling basis, under a so-called“billet de trésorerie” programme. This commercial paper would
bear interest at ﬁxed or ﬂoating rates with individual maturities
ranging from 1 day to 12 months. The programme has been inplace since 2003 and has a maximum authorised volume limit of

80 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

€ 3 billion. As of 31 December 2013, there was no outstanding
amount under the programme.
European Investment Bank loans. In 2004, the European
Investment Bank granted a long-term loan to the Group in theamount of US$ 421 million maturing in 2014 and bearing interest
at 5.11% (effective interest rate: 5.11%). In 2011, the Group enteredinto a US$ 721 million long-term credit agreement maturing in 2021
(with straight line amortisation from August 2015 onwards) with
the European Investment Bank, bearing interest at a variable rateof three-month USD LIBOR plus 0.85%. The Group concurrently
swapped the variable interest rate into a ﬁ xed rate of 3.2%. In
2013, the Group entered into a US$ 406 million long-term credit
agreement maturing in 2020 with the European Investment Bank,
bearing interest at a variable rate of three-month USD LIBOR plus
0.93%.
Development Bank of Japan loan. In 2011, the Group enteredinto a US$ 300 million loan maturing in 2021 (bullet loan) with
the Development Bank of Japan, fully drawn down and bearing
interest at a variable rate of three-month USD LIBOR plus 1.15%.
The Group concurrently swapped the variable interest rate into aﬁxed rate of 4.76%.
For further information, see “— Notes to the Consolidated Financial
Statements (IFRS) — Note 26: Financing liabilities”.

2.1.6.4 Sales Financing
The Group favours cash sales and encourages independentﬁnancing by customers, in order to avoid retaining credit or asset
risk in relation to delivered products. However, in order to support
product sales, primarily at Airbus, Eurocopter and ATR, the Group
may agree to participate in the ﬁnancing of customers, on a caseby-case basis, directly or through guarantees provided to third
parties.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

The ﬁnancial markets remain unpredictable, which may cause theGroup to increase its future outlays in connection with customer
ﬁnancing of commercial aircraft, mostly through ﬁnance leases
and secured loans. Nevertheless, it intends to keep the amountas low as possible.
Dedicated and experienced teams structure such financing
transactions and closely monitor total Group ﬁnance and asset
value exposure and its evolution in terms of quality, volume andintensity of cash requirements. The Group aims to structure all
ﬁnancing it provides to customers in line with market-standard
contractual terms so as to facilitate any subsequent sale or
reduction of such exposure.

In determining the amount and terms of a ﬁnancing transaction,
Airbus and ATR take into account the airline’s credit rating as wellas risk factors speciﬁc to the intended operating environment of
the aircraft and its expected future value. Market yields and current
banking practices also serve to benchmark the ﬁnancing terms
offered to customers.
4.1% of the € 5.6 billion of total consolidated ﬁnancing liabilities
as of 31 December 2013 related to the funding of the Group’s
sales ﬁnancing assets, which are of a long-term nature and havepredictable payment schedules.

Set out below is a breakdown of the total amount of sales ﬁnancing liabilities outstanding.
(in €m)Liabilities to financial institutions
Loans

Total sales financing liabilities
All of the € 229 million total sales financing liabilities as of
31 December 2013 are in the form of non-recourse debt, where
the Group’s repayment obligations are limited to its receipts
from transaction counterparties. A signiﬁcant portion of ﬁnancial
assets representing non-cancellable customer commitments haveterms closely matching those of the related ﬁnancing liabilities.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 26: Financing liabilities”. See also “— 2.1.2.8 Accounting
for Sales Financing Transactions in the Financial Statements”.
Furthermore, in 1999, Airbus received a reinvestment note from
Deutsche Bank AG in the amount of US$ 800 million, bearing aﬁxed interest rate of 9.88% with an outstanding debt of € 157 million
as of 31 December 2013 (2012: € 195 million, 2011: € 224 million).
Sales ﬁnancing transactions are generally collateralised by theunderlying aircraft. Additionally, Airbus, Eurocopter and ATR beneﬁt
from protective covenants and from security packages tailoredaccording to the perceived risk and the legal environment of eachtransaction.
The Group classifies the exposure arising from its sales
ﬁ nancing activities into two categories: (i) customer ﬁ nancing
exposure, where the customer’s credit – its ability to perform
its obligations under a ﬁ nancing agreement – constitutes therisk; and (ii) asset value exposure, where the risk relates todecreases in the future value of the ﬁnanced aircraft. See also“— Risk Factors — 1. Financial Market Risks — Exposure to
Sales Financing Risk”.

2013

2012

2011

190

313

421

39

32

111

229

345

532

Customer Financing Exposure
Gross exposure. Gross c ustomer f inancing e xposure iscomputed as the sum of (i) the net book value of aircraft underoperating leases; (ii) the outstanding principal amount of ﬁnanceleases or loans; and (iii) the net present value of the maximum
commitment amounts under ﬁnancial guarantees.
Gross c ustomer f inancing e xposure from operating leases,
ﬁnance leases and loans differs from the value of related assets
on the Group’s statement of ﬁnancial position and related offbalance sheet contingent commitments for the following reasons:(i) assets are recorded in compliance with IFRS, but may relate totransactions where there is limited recourse to Airbus, Eurocopteror ATR; (ii) the value of the assets is impaired or depreciated on
the consolidated statement of ﬁnancial position; (iii) off-balance
sheet gross exposure is calculated as the net present value of
future payments, whereas the ﬁnancial statements present the
total future payments in nominal terms; and (iv) exposure related
to certain asset value guarantees recorded as operating leases inthe ﬁnancial statements is categorised under asset value exposure,
not customer ﬁnancing exposure.
Airbus’ Gross c ustomer f inancing e xposure amounted to
US$ 1.6 billion (€ 1.2 billion) as of 31 December 2013. The chart
below illustrates the evolution of this exposure during 2013 (in US$
million).

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 81

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

EVOLUTION OF AIRBUS GROSS EXPOSURE DURING 2013 IN US$

1,503

31 December 2012
Additions

Disposals

971

-703

Amortisation-125

31 December 2013

Airbus gross customer ﬁnancing exposure as of 31 December
2013 is distributed over 95 aircraft, operated at any time byapproximately 29 airlines. In addition, the level of exposure
may include other aircraft-related assets, such as spare parts.
More than 90% of Airbus gross customer ﬁnancing exposure is
distributed over 17 airlines in 14 countries (this excludes backstop
commitments).
ATR’s g ross c ustomer f inancing e xposure amounted to
US$ 0.1 billion (€ 74 million) as of 31 December 2013. This
exposure is distributed over 105 aircraft. The Group proportionallyconsolidates only 50% of ATR and shares the risk with its partner,
Alenia.
Eurocopter’s gross customer ﬁnancing exposure amounted to€ 84 million as of 31 December 2013. This exposure is distributed
over 58 helicopters.

82 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

1,646

Net exposure. Net exposure is the difference between gross
exposure and the estimated value of the collateral security.
Collateral value is assessed using a dynamic model based on
the net present value of expected future rentals from the aircraftin the leasing market and potential cost of default. This valuation
model yields results that are typically lower than residual value
estimates by independent sources in order to allow for whatmanagement believes is its conservative assessment of market
conditions, as well as for repossession and transformation costs.
See “— 2.1.2.8 Accounting for Sales Financing Transactions in the
Financial Statements”.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

The table below shows the transition from gross to net ﬁnancing exposure (which does not include asset value guarantees) as of
31 December 2013, 2012 and 2011. It includes 100% of Airbus’ and Eurocopter’s customer ﬁnancing exposure and 50% of ATR’s
exposure, reﬂecting the Group’s stake in ATR.
Airbus(in €m)Note(1)

ATR 50%Eurocopter

Group Total

31/12/2013 31/12/2012 31/12/2011 31/12/2013 31/12/2012 31/12/2011 31/12/2013 31/12/2012 31/12/2011 31/12/2013 31/12/2012 31/12/2011

Operating leases

15

591

693

497

-

-

-

-

-

-

591

693

497

Finance leases& loans

17

679

783

1,062

40

19

13

70

70

46

789

872

1,121

44

-

-

2

10

29

-

2

-

46

12

29

On balance
sheet customer
financing

1,314

1,476

1,559

42

29

42

70

72

46

1,426

1,577

1,647

Off balance
sheet customer
financing

134

318

357

39

45

56

14

12

40

187

375

453

Non-recourse
transactions onbalance sheet

(212)

(461)

(721)

-

-

-

-

-

-

(212)

(461)

(721)

Off balance sheet
adjustments

(43)

(194)

(90)

-

-

-

-

-

-

(43)

(194)

(90)

OthersGross Customer
Financing
Exposure

33

1,193

1,139

1,105

81

74

98

84

84

86

1,358

1,297

1,289

Collateral values

33

(851)

(741)

(627)

(75)

(61)

(86)

(41)

(48)

(53)

(967)

(850)

(766)

342

398

478

6

13

12

43

36

33

391

447

523

Net exposure
Assetimpairments
and provisions on:
Operating leases

33

(169)

(223)

(127)

-

-

-

-

-

-

(169)

(223)

(127)

Finance leases& loans

33

(124)

(132)

(172)

-

-

-

-

-

-

(124)

(132)

(172)

On balance sheet
commitments

33

(4)

-

-

(6)

(13)

(12)

(43)

(36)

(33)

(53)

(49)

(45)

Off balance sheet
commitments

33

(45)

(43)

(179)

-

-

-

-

-

-

(45)

(43)

(179)

(342)

(398)

(478)

(6)

(13)

(12)

(43)

(36)

(33)

(391)

(447)

(523)

-

-

-

-

-

-

-

-

-

-

-

-

Asset
impairments
and provisions
Residual exposure(1) The indicated numbers refer to the number of the Notes to Consolidated Financial Statements (IFRS).

The gross value of consolidated operating leases shown in the table
above (€ 591 million in 2013, € 693 million in 2012 and € 497 million
in 2011) is accounted for in “Property, plant and equipment” at net
book value of operating leases before impairment. Corresponding
accumulated asset impairments (€ -169 million in 2013, € -223 million
in 2012 and € -127 million in 2011) are charged against this net bookvalue. See “— Notes to the Consolidated Financial Statements(IFRS) — Note 15: Property, plant and equipment” and “— Note 33:
Commitments and contingencies”.
Also shown in the table above is the gross value for consolidated
ﬁnance leases and loans (€ 789 million in 2013, € 872 million in2012 and € 1,121 million in 2011). Consolidated ﬁnance leases(€ 384 million in 2013, € 448 million in 2012 and € 618 million in2011) are accounted for as long-term ﬁnancial assets, recorded attheir book value before impairment. Loans (€ 405 million in 2013,€ 424 million in 2012 and € 503 million in 2011) are also accounted

for as long-term ﬁnancial assets, recorded at their outstanding
gross amount. Corresponding overall accumulated impairments(€ -124 million in 2013, € -132 million in 2012 and € -172 million in2011) are charged against the book values. See “— Notes to theConsolidated Financial Statements (IFRS) — Note 17: Investments
in associates accounted for under the equity method, otherinvestments and other long-term ﬁnancial assets”.
Off-balance sheet customer financing exposure at Airbus,
ATR (accounted for at 50% by the Group) and Eurocopter was€ 187 million in 2013, € 375 million in 2012 and € 453 million in 2011.
These amounts reﬂect the total nominal value of future payments
under lease in / lease out structures. The corresponding netpresent value of future payments (discounted and net of mitigating
factors) is included in total gross ﬁnancing exposure for an amountof € 144 million in 2013, € 181 million in 2012 and € 363 million
in 2011. A provision of € 45 million has been accrued for in the

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 83

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

Group’s balance sheet as of 31 December 2013 to cover thefull amount of the corresponding net exposure. See “— Notes
to the Consolidated Financial Statements (IFRS) — Note 33:
Commitments and contingencies”.

on a transaction basis taking counter guarantees into account.
See “— Notes to the Consolidated Financial Statements (IFRS)— Note 25c: Other provisions”.

Backstop Commitments
Asset Value Exposure
A signiﬁcant portion of the Group’s asset value exposure arises
from outstanding asset value guarantees, primarily at Airbus.
Management considers the ﬁnancial risks associated with suchguarantees to be manageable. Three factors contribute to thisassessment: (i) the guarantee only covers a tranche of the estimatedfuture value of the aircraft, and its level is considered prudent incomparison to the estimated future value of each aircraft; (ii) the
asset value guarantee-related exposure is diversiﬁed over a large
number of aircraft and customers; and (iii) the exercise dates ofoutstanding asset value guarantees are distributed through 2025,
resulting in low levels of exposure maturing in any year. In addition,these asset value guarantees must generally be exercised duringa pre-deﬁned window and contain speciﬁc conditions that must
be met in order for them to be exercisable. Airbus is currently
engaged in taking mitigation action to reduce the impact of asset
value guarantees falling due in the coming years relating to A340s
in particular.
Gross exposure. Gross asset value exposure is deﬁned as thesum of the maximum guaranteed tranche amounts (as opposedto the sum of the maximum guaranteed asset value amounts)
under outstanding asset value guarantees. As of 31 December
2013, gross asset value exposure was US$ 1.5 billion (€ 1.1 billion).
The off-balance sheet portion of gross asset value exposure,
representing asset value guarantees with net present values ofless than 10% of the sales price of the corresponding aircraft, was€ 871 million, excluding € 205 million where the risk is considered tobe remote. In many cases, the risk is limited to a speciﬁc portion of
the residual value of the aircraft. The remaining gross asset value
exposure is recorded on-balance sheet.
Net exposure. The present value of the risk inherent to the given
asset value guarantees, where a settlement is considered to beprobable, is fully provided for and included in the amount of theprovision for asset value risks of € 589 million as of 31 December
2013. This provision covers a potential expected shortfall
between the estimated value of the aircraft of the date uponwhich the guarantee can be exercised and the value guaranteed

2.1.7

While backstop commitments to provide ﬁnancing related to orders
on Airbus’, Eurocopter’s and ATR’s backlog are also given, suchcommitments are not considered to be part of gross exposure until
the ﬁnancing is in place, which occurs when the aircraft is delivered.
This is due to the fact that (i) past experience suggests it is unlikelythat all such proposed ﬁnancings actually will be implemented(although it is possible that customers not beneﬁting from suchcommitments may nevertheless request ﬁ nancing assistanceahead of aircraft delivery), (ii) until the aircraft is delivered, Airbus
or ATR retain the asset and do not incur an unusual risk in relation
thereto (other than the corresponding work-in-progress), and(iii) third parties may participate in the ﬁnancing.
Airbus orders and backstop commitments. Over the last
three years (2013, 2012 and 2011), the average number of newly
ordered aircraft in respect of which a backstop commitment has
been offered amounted to 12% of the average orders recorded
over the same period, i.e. 146 supported aircraft per year out of
1,252 orders per year on average. These ﬁnancing commitments
may or may not materialise at the contractual delivery date of theaircraft. In addition, the level of ﬁnancing support together with theterms and conditions offered to customers will vary.
Airbus deliveries and ﬁ nancing support implemented atdelivery. Over the last three years (2013, 2012 and 2011), theaverage number of aircraft delivered in respect of which ﬁnancing
support has been provided by Airbus amounted to 1% of theaverage number of deliveries over the same period, i.e. 8 aircraft
ﬁnanced per year out of 583 deliveries per year on average. Thisﬁnancing support may take the form of senior or junior loans orguarantees. Such support may have originated from the Group’s
contractual backstop commitments provided at signing of thepurchase agreement (see above) or may be the result of a request
for ﬁnancing assistance made by the customer ahead of aircraft
delivery.
See “— Notes to the Consolidated Financial Statements (IFRS) —Note 33: Commitments and contingencies” for further discussionof the Group’s sales ﬁnancing policies and accounting procedures.

Hedging Activities

2.1.7.1 Foreign Exchange Rates
More than 60% of the Group’s revenues are denominatedin US dollars, with approximately half of such currency exposure“naturally hedged” by US dollar-denominated costs. The remainderof costs is incurred primarily in euros, and to a lesser extent, inpounds sterling. Consequently, to the extent that the Group does
not use ﬁnancial instruments to hedge its net current and future

84 — AIRBUS GROUP REGISTRATION DOCUMENT 2013exchange rate exposure from the time of a customer order to thetime of delivery, its proﬁts will be affected by market changes inthe exchange rate of the US dollar against these currencies, andto a lesser extent, by market changes in the exchange rate ofpound sterling against the euro. As the Group intends to generate
proﬁts only from its operations and not through speculation on
foreign currency exchange rate movements, the Group uses

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.1 Operating and Financial Review

hedging strategies solely to mitigate the impact of exchange rate
ﬂuctuations on its EBIT*. See “— 2.1.3.3 EBIT* Performance by
Division — Foreign Currency Impact on EBIT*”. See also “— Risk
Factors — 1. Financial Market Risks — Foreign Currency Exposure”.
As the Group uses ﬁnancial instruments to hedge its net foreign
currency exposure, the portion of its US dollar-denominatedrevenues not hedged by ﬁ nancial instruments is exposed tochanges in exchange rates. Of this non-hedged portion ofrevenues, a certain percentage (relating to customer pre-delivery
payments) is converted into euro at the spot rate effective at thetime the payment was received by the Group. The remainder of
non-hedged US dollar-denominated revenues (corresponding to
payments upon delivery) are subject to changes in the spot rate at
the time of delivery. See “— 2.1.2.7 Foreign Currency Translation”.
Exposure on aircraft sales. For products such as aircraft, theGroup typically hedges ﬁrmly committed sales in US dollars. The
hedged items are deﬁned as ﬁrmly committed future cash inﬂows
for a given month based upon ﬁnal payments at delivery. Usually,
the Group designates a portion of the total monthly cash inﬂows
as the hedged position to cover its expected foreign currency
exposure. Therefore, as long as the actual gross foreign currency
cash inﬂows (per month) exceed the portion designated as being
hedged, a postponement or cancellation of sales transactions
and corresponding cash inﬂows have no impact on the hedging
relationship. Similarly, though to a lesser extent, the Group hedges
its expected foreign currency exposure arising from US dollar cash
outﬂows in the commercial aircraft business on a ﬁrst outﬂow basis.
The amount of the expected ﬂows to be hedged can cover up to
100% of the equivalent of the net US dollar exposure at inception.
The coverage ratio is adjusted to take into account macroeconomic
movements affecting the spot rates and interest rates as well as
the robustness of the commercial cycle.
Exposure on non-aircraft business. For the non-aircraft businessthe Group hedges in- and outﬂows in foreign currencies from ﬁrmly
committed or forecast sales and purchase contracts. In the nonaircraft business, hedges are typically contracted in lower volumes
but follow similar ﬁrst ﬂow logic or are designated based on agreed
milestone payments.

Exposure on treasury operations. In connection with its treasury
operations, the Group enters into foreign exchange swap contracts(notional amount of € 1.8 billion as of 31 December 2013) to adjust
for short-term ﬂ uctuations of non-euro cash balances at theBusiness Unit level. Year-to-year changes in the fair market valueof these swaps are recorded in the consolidated income statementin the line item “other ﬁnancial result” if not designated as hedging
instruments. These changes may have a material impact on theGroup’s net income.
Embedded derivatives. The Group also has foreign currency
derivative instruments which are embedded in certain purchaseand lease contracts denominated in a currency other than thefunctional currency of the significant parties to the contract,
principally US dollar and pound sterling. Gains or losses relating
to such embedded foreign currency derivatives are reported in
the line item “other financial result” if not designated as hedging
instruments. These changes may have a material impact on theGroup’s net income. See “— Notes to the Consolidated Financial
Statements (IFRS) — Note 2: Summary of significant accounting
policies — Significant accounting policies — Derivative financial
instruments — Embedded derivatives”. In addition, the Grouphedges currency risk arising from financial transactions inother currencies than euro, such as funding transactions or
securities.
Hedge portfolio. The Group manages a long-term hedge portfoliowith a maturity of several years hedging its net exposure to US dollar
sales, mainly relating to the activities of Airbus Commercial (and toa lesser extent, of ATR, Eurocopter, Astrium and Cassidian). The
net exposure is deﬁned as the total currency exposure (US dollardenominated revenues), net of the part that is “naturally hedged”
by US dollar-denominated costs. This hedge portfolio covers to alarge extent the Group’s highly probable transactions. For ﬁnancial
reporting purposes, foreign currency transactions qualify as ahedged item if they are included in the internally audited orderbook or are otherwise considered highly probable, e.g. becauseof contractual or planning evidence.

The table below sets forth the notional amount of foreign exchange hedges in place as of 31 December 2013, and the average US dollar
rates applicable to corresponding EBIT*.

2014

2015

2016

2017+

Total

24.2

20.8

17.1

13.8

75.9

€-US$(1)

1.35

1.35

1.32

1.32

£-US$

1.57

1.58

1.56

1.57

Total Hedges (in US$bn)
Forward Rates (in US$)(1) Including collars at their least favourable rates.

For further information regarding the notional amounts of the Group’s foreign exchange derivative ﬁnancial instruments, see “— Notes
to the Consolidated Financial Statements (IFRS) — Note 34d: Notional amounts of derivative ﬁnancial instruments”.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.2 Financial Statements

2.1.7.2 Interest Rates
The Group uses an asset-liability management approach with theobjective of limiting its interest rate risk. The Group undertakes
to match the risk proﬁle of its assets with a corresponding liability
structure. The remaining net interest rate exposure is managed
through several types of interest rate derivatives in order tominimise risks and ﬁnancial impacts.
Hedging instruments that are speciﬁ cally designated to debt
instruments (such as the notes issued under the EMTN programme)
have at the maximum the same nominal amounts, as well as thesame maturity dates, as the corresponding hedged item.
The cash and cash equivalents and securities portfolio of the Groupis invested in ﬁnancial instruments such as overnight deposits,
certiﬁcates of deposits, commercial papers, other money market
instruments and short-term as well as medium-term bonds. The
majority of interest rate hedges qualiﬁes for hedge accounting as
either fair value hedges or cash ﬂow hedges. For this portfolio, theGroup holds on a regular basis an asset management committee
which aims at limiting the interest rate risk on a fair value basis
through a value-at-risk approach.
For information regarding the notional amounts of the Group’s
interest rate derivative ﬁnancial instruments, see “— Notes to theConsolidated Financial Statements (IFRS) — Note 34d: Notionalamounts of derivative ﬁnancial instruments”. For further information
relating to market risk and the ways in which the the Group attempts
to manage this risk, see “— Notes to the Consolidated Financial
Statements (IFRS) — Note 34a: Financial risk management”.

2.1.7.3 Commodity Price Risk
The Group is exposed to risk relating to ﬂuctuations in the pricesof commodities used in the supply chain. The Group manages
these risks in the procurement process and to a certain extent
uses derivative ﬁnancial instruments in order to mitigate the risks
associated with the purchase of raw materials.

2.2 Financial Statements
The Consolidated Financial Statements (IFRS) and the Company
Financial Statements of EADS N.V. for the year ended 31 December
2013, together with the related notes, appendices and Auditors’
reports, shall be deemed to be incorporated in and form part ofthis Registration Document.
In addition, the English versions of the following documents shallbe deemed to be incorporated in and form part of this Registration
Document:¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of EADS N.V. for the year ended
31 December 2011, together with the related notes, appendicesand Auditors’ reports, as incorporated by reference in theRegistration Document ﬁled in English with, and approved by,
the AFM on 12 April 2012 and ﬁled in English with the Chamberof Commerce of The Hague; and¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of EADS N.V. for the year ended
31 December 2012, together with the related notes, appendicesand Auditors’ reports, as incorporated by reference in the

86 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Registration Document ﬁled in English with, and approved by,
the AFM on 3 April 2013 and ﬁled in English with the Chamberof Commerce of The Hague.
Copies of the above-mentioned documents are available free ofcharge upon request in English, French, German and Spanish at theregistered ofﬁce of the Company and on www.airbus-group.com(Investor Relations > Publications > Annual Report and Registration
Document).
Copies of the above-mentioned Registration Documents are alsoavailable in English on the website of the AFM on www.afm.nl(Professionals > Registers > Approved prospectuses). The abovementioned ﬁnancial statements are also available in English forinspection at the Chamber of Commerce of The Hague.
The Company conﬁrms that the reports of the auditors incorporated
by reference herein have been accurately reproduced and that as
far as the Company is aware and is able to ascertain from theinformation provided by the auditors, no facts have been omitted
which would render such reports inaccurate or misleading.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations
2.4 Information Regarding the Statutory Auditors

2.3 Statutory Auditors’ Fees
Services provided to the Group by Statutory Auditors and Members of their network for the ﬁnancial years 2013, 2012 and 2011:
KPMG Accountants N.V.

2013

2012

Ernst & Young Accountants LLP
2011

2013

2012

Amountin €K%Amountin €K%Amountin €K%Amountin €K%Amountin €K

Audit process, certification,
examination of individualand consolidated accounts

5,201

63.6%

5,780

55.0%

5,675

70.0%

5,931

68.8%

5,836

Additional tasks

2,196

26.9%

3,725

35.5%

1,678

20.7%

2,123

24.6%

3,158

Sub-total

7,397 90.5%

2011
Amount
in €K

%

61.3%

5,851

69.2%

33.2%

2,338

27.6%

%

Audit

9,505 90.5%

7,353 90.7%

8,054 93.4%

8,994 94.5%

8,189 96.8%

Other services
as relevant
Legal, tax, employment

769

9.4%

961

9.2%

715

8.8%

566

6.6%

519

5.5%

201

2.4%

Information technology

8

0.1%

20

0.1%

37

0.5%

-

-

-

-

70

0.8%

Other

-

-

22

0.2%

6

0.1%

-

-

-

-

-

-

777

9.5%

1,003

9.5%

758

9.3%

566

6.6%

519

5.5%

271

3.2%

Sub-total

Total

8,174 100% 10,508 100%

8,111 100%

8,620 100%

9,513 100%

8,460 100%

2.4 Information Regarding the Statutory Auditors
Date of first
appointment

Expiration of current
term of office(1)KPMG Accountants N.V.
Laan van Langerhuize 1 – 1186 DS Amstelveen — The Netherlands
Represented by A.A. van Eimeren

10 May 2000

27 May 2014

Ernst & Young Accountants LLP
Antonio Vivaldistraat 150 — 1083 HP Amsterdam — The Netherlands
Represented by C. T. Reckers

24 July 2002

27 May 2014

(1) The Annual General Meeting of Shareholders held on 29 May 2013 appointed Ernst & Young Accountants LLP and KPMG Accountants N.V. as the Company’s auditors
for the 2013 financial year. A resolution will be submitted to the Annual General Meeting of Shareholders to be held on 27 May 2014, in order to appoint KPMG Accountants N.V.
as the Company’s auditor for the 2014 financial year.

KPMG Accountants N.V., Ernst & Young Accountants LLP and their respective representatives are registered with the NBA (Nederlandse
Beroepsorganisatie van Accountants; formerly Royal NIVRA).

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 872

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88 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

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3.1 General Description of the Company

90

3.1.1 Commercial and Corporate Names, Seat and Registered Ofﬁce

90

3.1.2 Legal Form

90

3.1.3 Governing Laws and Disclosures90

3.1.4 Date of Incorporation and Duration of the Company

92

3.1.5 Objects of the Company

92

3.1.6 Commercial and Companies Registry92

3.1.7 Inspection of Corporate Documents

92

3.1.8 Financial Year93

3.1.9 Allocation and Distribution of Income

93

3.1.10 General Meetings

93

3.1.11 Disclosure of Holdings

95

3.1.12 Mandatory Disposal

96

3.1.13 Mandatory Offers

97

3.2 General Description of the Share Capital

98

3.2.1 Issued Share Capital98

3.2.2 Authorised Share Capital

98

3.2.3 Modiﬁcation of Share Capital or Rights Attached to the Shares

99

3.2.4 Securities Granting Access to the Company’s Share Capital

99

3.2.5 Changes in the Issued Share Capital since Incorporation of the Company

100

3.3 Shareholdings and Voting Rights

102

3.3.1 Shareholding Structure102

3.3.2 Relationships with Principal Shareholders

103

3.3.3 Form of Shares

106

3.3.4 Changes in the Shareholding of the Company since its Incorporation

106

3.3.5 Persons Exercising Control over the Company

108

3.3.6 Simpliﬁed Group Structure Chart

108

3.3.7 Purchase by the Company of its Own Shares110

3.4 Dividends

113

3.4.1 Dividends and Cash Distributions Paid Since the Incorporation of the Company

113

3.4.2 Dividend Policy of the Company

113

3.4.3 Unclaimed Dividends

114

3.4.4 Taxation

114

3.5 Annual Securities Disclosure Report

115

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General Description of the Company and its Share Capital
3.1 General Description of the Company

3.1 General Description of the Company
3.1.1

Commercial and Corporate Names, Seat and Registered Ofﬁce

Commercial Name: Airbus Group

Seat (statutaire zetel): Amsterdam

Statutory Name: European Aeronautic Defence and Space
Company EADS N.V.

Tel: +31 (0)71 5245 600
Fax: +31 (0)71 5232 807

Registered Of fice: Mendelweg 30, 2333 CS Leiden,
the Netherlands

3.1.2

Legal Form

The Company is a public limited liability company (naamloze vennootschap) organised under the laws of the Netherlands. As a company
operating worldwide, the Company is subject to, and operates under, the laws of each country in which it conducts business.

3.1.3

Governing Laws and Disclosures

The Company is governed by the laws of the Netherlands (inparticular Book 2 of the Dutch Civil Code) and by its Articles of
Association (the “Articles of Association”).

Finally, Regulated Information must be made available for central
storage by a mechanism that is officially designated by theCompany’s home Member state.

The Company is subject to various legal provisions of the Dutch
Financial Supervision Act (Wet op het financieel toezicht) (the“WFT”). In addition, given the fact that its shares are admitted for
trading on a regulated market in France, Germany and Spain, theCompany is subject to certain laws and regulations in these three
jurisdictions. A summary of the main regulations applicable to theCompany in relation to information to be made public in thesethree jurisdictions, as well as the Netherlands, is set out below.

Dutch Regulations

3.1.3.1 Periodic Disclosure Obligations
Pursuant to Directive 2004 / 109 / EC on the harmonisation oftransparency requirements in relation to information about issuers
whose securities are admitted to trading on a regulated market(the “Transparency Directive”), the Company is required todisclose certain periodic and on-going information (the “RegulatedInformation”).
Pursuant to the Transparency Directive, the Company must
disseminate such Regulated Information throughout the European
Community in a manner ensuring fast access to such information
on a non-discriminatory basis. For this purpose, the Company may
use a professional service provider (wire). In addition, RegulatedInformation must be ﬁ led at the same time with the relevant
competent market authority. The Company must then ensurethat Regulated Information remains publicly available for at least
ﬁve years.

90 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

For the purpose of the Transparency Directive, supervision of theCompany is effected by the Member state in which it maintains
its corporate seat, which is the Netherlands. The competentmarket authority that assumes ﬁnal responsibility for supervisingcompliance by the Company in this respect is the AFM.
Under the Transparency Directive as implemented under Dutch
law, the Company is subject to a number of periodic disclosure
requirements, such as:¬ publishing an Annual Financial Report, together with an audit
report drawn up by the Statutory Auditors, within four months
after the end of each ﬁnancial year;¬ publishing a semi-Annual Financial Report, within two months
after the end of the ﬁrst six months of the ﬁnancial year; and¬ publishing quarterly ﬁnancial reports, within a period between
ten weeks after the beginning and six weeks before the end of
the ﬁrst or second six-month period of the ﬁnancial year.
In addition, the Company must ﬁle with the AFM, within ﬁve days
following their adoption by the Company’s shareholders, its audited
annual ﬁ nancial statements (including the consolidated ones),
the management report, the Auditors’ report and other information
related to the ﬁnancial statements.

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3.1 General Description of the Company

The Company has also provided in this Registration Document a listof certain corporate and ﬁnancial documents and other informationthat it has published or made available to the public over the last
12 months and details of where these documents can be obtained(see “— 3.5 Annual Securities Disclosure Report”).

French Regulations
Since the Transparency Directive was implemented in France on
20 January 2007, the Company is no longer required to comply withcertain disclosure obligations pursuant to the general regulationsof the AMF.
In accordance with the requirement set forth in the Transparency
Directive to disseminate Regulated Information throughout theEuropean Community, the Company is required to provide
simultaneously in France the same information as that provided
abroad.

German Regulations
Since the Transparency Directive was implemented in Germany
on 20 January 2007, the Company is no longer required to comply
with certain disclosure obligations pursuant to the German Stock
Exchange Act (Börsengesetz) and the German Stock Exchange
Admissions Regulation (Börsenzulassungs-Verordnung).
Due to the listing of the Company’s shares in the Prime Standard
sub-segment of the Regulated Market (regulierter Markt) of theFrankfurt Stock Exchange, the Company is subject to certain
post-listing obligations as described below. The Company isincluded inter alia in the selection index MDAX, the MidCap indexof Deutsche Börse AG.
Pursuant to sections 50 and 51 of the Exchange Rules(Börsenordnung) of the Frankfurt Stock Exchange, the Company isrequired to publish consolidated annual and semi-annual ﬁnancial
statements as well as quarterly ﬁnancial reports, which may be
prepared in English only. In addition, pursuant to section 52 of the
Exchange Rules, the Company is required to publish a ﬁnancial
calendar at the beginning of each ﬁnancial year in German andEnglish. The Company is also required to hold an analysts’ meetingat least once per year in addition to the press conference regarding
the annual ﬁnancial statements.
Save for certain exceptions, pursuant to section 69 of theGerman Stock Exchange Admissions Regulation, the Company
has to apply for admission of shares issued at a later date to
the Regulated Market (regulierter Markt) of the Frankfurt Stock
Exchange.

Spanish Regulations
Since the entering into force of the law and regulation
implementing the Transparency Directive in Spain in April and
December 2007, respectively, the Company is no longer required
to comply with certain disclosure obligations pursuant to the
Spanish Securities Act as developed by Royal Decree 1362 /2007 of 19 October 2007.

In accordance with the requirement set forth in the Transparency
Directive to disseminate Regulated Information throughout theEuropean Community, the Company is required to provide
simultaneously in Spain the same information as that provided
abroad.

3.1.3.2 Ongoing Disclosure Obligations
Pursuant to the Transparency Directive, Regulated Information
includes in particular “inside information” as deﬁned pursuant to
Article 6 of Directive 2003 / 6 / EC on insider dealing and market
manipulation (the “Market Abuse Directive”). Such informationmust be disseminated throughout the European Community (seeintroduction to section “— 3.1.3.1 Periodic Disclosure Obligations”).
Inside information consists of information of a precise nature which
has not been made public that relates, directly or indirectly, to one
or more issuers of ﬁnancial instruments or to one or more ﬁnancial
instruments and which, if it were made public, would be likely tohave a signiﬁcant effect on the prices of those ﬁnancial instruments
or on the price of related derivative ﬁnancial instruments.
Inside information must be disclosed to the markets as soon as
possible. However, an issuer may under its own responsibility delay
the public disclosure of inside information so as not to prejudice
its legitimate interests provided that such omission would not belikely to mislead the public and provided that the issuer is able toensure the conﬁdentiality of that information.

Dutch Regulations
Following the implementation of the Transparency Directive
into Dutch law, the Company must publicly disclose RegulatedInformation and also ﬁle Regulated Information with the AFM, which
will keep all relevant Regulated Information in a publicly available
register. The Company will, whenever it discloses inside information
pursuant to applicable mandatory law as part of the RegulatedInformation, disclose and disseminate throughout the European
Community any such information.
Under Dutch law, the Company must also publish any change inthe rights attached to its shares, as well as any changes in therights attached to any rights issued by the Company to acquire
the Company’s shares.

French Regulations
Any inside information as deﬁned above will be disclosed in France
by means of dissemination throughout the European Community,
as it is organised under Dutch law implementing the Transparency
Directive so as to provide simultaneously in France equivalent
information to that provided abroad.

German Regulations
Any inside information as deﬁ ned above will be disclosed inGermany by means of dissemination throughout the European
Community, as it is organised under Dutch law implementing theTransparency Directive so as to provide simultaneously in Germany
equivalent information to that provided abroad.

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3.1 General Description of the Company

Spanish Regulations
Pursuant to Article 82 of the Spanish Securities Act, the Company
is required to make public, as soon as possible, any fact ordecision that may substantially affect the quotation of its shares(“a R elevant Event”). Any R elevant Event must be notiﬁ ed to
the CNMV simultaneously with its diffusion by any other means,as soon as the relevant fact is known, the relevant decision has
been made or, the relevant agreement has been executed, as thecase may be. The Company may, under its own responsibility,
delay the publication of any Relevant Event if it considers thatsuch publication damages its legitimate interests, provided thatsuch lack of publication does not mislead the public and that theCompany is in a position to guarantee the conﬁdentiality of therelevant information. Nonetheless, the Company will immediately
inform the CNMV should it decide to delay the publication of any
Relevant Event. Furthermore, pursuant to the Spanish Securities
Act, the Company must post details of any Relevant Event on
its website. The Company must try to ensure that the relevant
information is disclosed simultaneously to all types of investors
in the Member States of the European Union where it is listed.

by the Company. This spokesperson must be able to ofﬁcially
reply on behalf of the Company and must have access to senior
management in order to verify any information requested by the
CNMV.
A circular dated 4 November 2009 further provides that the
publication of any Relevant Event must be made via the CIFRADOC
system (the CNMV’s electronic system for notifications andcommunications) and that publication by different means is only
possible under exceptional circumstances, subject to approval by
the General Markets Directorate (Dirección General de Mercados).
Pursuant to the Spanish Securities Act and its implementing rules
and regulations, the Company is also required:(i) to have a website which must contain as a minimum theinformation specified by Spanish regulations;(ii) to make available to shareholders and file a Corporate
Governance Report with the CNMV in the Spanish language orin a language customary in the sphere of international financeon an annual basis; and(iii) to make available to shareholders a Directors’ remuneration
report in the Spanish language on an annual basis.

An order dated 1 June 2009 requires that the Company appointat least one ofﬁcial spokesperson to respond to any inquiries that
the CNMV may have in relation to a Relevant Event disclosed

3.1.4

Date of Incorporation and Duration of the Company

The Company was incorporated on 29 December 1998 for an unlimited duration.

3.1.5

Objects of the Company

Pursuant to its Articles of Association, the objects of the Company
are to hold, co-ordinate and manage participations or otherinterests and to ﬁnance and assume liabilities, provide for security
and/or guarantee debts of legal entities, partnerships, businessassociations and undertakings that are involved in:

3.1.6¬ the aeronautic, defence, space and/or communication industry;or¬ activities that are complementary, supportive or ancillary thereto.

Commercial and Companies Registry

The Company is registered with the Registry of the Chamber of Commerce (Handelsregister van de Kamer van Koophandel ) under
number 24288945.

3.1.7

Inspection of Corporate Documents

The Articles of Association are available for inspection in Dutch at
the Chamber of Commerce.
In France, the Articles of Association are available at the head ofﬁce
of Airbus Group (4, rue du Groupe d’Or, 31703 Blagnac, France,

92 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Tel.: +33 5 81 31 75 00) and at the Paris ofﬁce of Airbus Group(37, boulevard de Montmorency, 75781 Paris Cedex 16, France,
Tel.: + 33 1 42 24 24 24).

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3.1 General Description of the Company

In Germany, the Articles of Association are available at the Munichofﬁce of Airbus Group (Willy-Messerschmitt-Str. − Tor 1, 81663
Munich, Germany, Tel.: +49 89 60 70).

3.1.8

In Spain, the Articles of Association are available at the CNMV
and at the Madrid ofﬁce of Airbus Group (Avenida de Aragón 404,
28022 Madrid, Spain, Tel.: +34 91 585 70 00).

Financial YearThe ﬁnancial year of the Company starts on 1 January and ends on 31 December of each year.

3.1.9

Allocation and Distribution of Income

3.1.9.1 Dividends
The Board of Directors shall determine which part of the proﬁts
of the Company shall be attributed to reserves. The remaining
distributable proﬁt shall be at the disposal of the shareholders’meeting.
The shareholders’ meeting may resolve (if so proposed by the
Board of Directors) that all or part of a distribution on shares shallbe paid in shares of the Company or in the form of assets as
opposed to cash.
The declaration of a dividend, an interim dividend or another
distribution to the shareholders shall be made known to themwithin seven days after such declaration. Declared dividends,
interim dividends or other distributions shall be payable on suchdate(s) as determined by the Board of Directors.

Dividends, interim dividends and other distributions on shares shallbe paid by bank transfer to the bank or giro accounts designatedin writing to the Company by, or on behalf of, shareholders at thelatest 14 days after their announcement.
The persons entitled to a dividend, interim dividend or other
distribution shall be the shareholders as at a record date to be
determined by the Board of Directors for that purpose, which date
may not be a date prior to the date on which such dividend, interim
dividend or other distribution is declared.

3.1.9.2 Liquidation
In the event of the dissolution and liquidation of the Company,
the assets remaining after payment of all debts and liquidation
expenses shall be distributed amongst the holders of the sharesin proportion to their shareholdings.

3.1.10 General Meetings
3.1.10.1 Calling of Meetings
Shareholders’ Meetings are held as often as the Board of Directors
deems necessary, when required under Section 2:108a of the
Dutch Civil Code (as a result of a decrease of the Company’s equity
to or below half of the Company’s paid up and called up capital) or
upon the request of shareholders holding, individually or together,at least 10% of the total issued share capital of the Company. The
Annual General Meeting of Shareholders of the Company is held
within six months of the end of the ﬁnancial year.
The Board of Directors must give notice of shareholders’ meetings
through publication of a notice on the Company’s website(www.airbus-group.com), which will be directly and permanently
accessible until the shareholders’ meeting. The Company mustcomply with the statutory rules providing for a minimum convening
period, which currently require at least 42 days of notice. The
convening notice must state the items required under Dutch law.
Shareholders’ Meetings are held in Amsterdam, The Hague,
Rotterdam or Haarlemmermeer (Schiphol Airport). The Board of
Directors may decide that shareholders’ meetings may be attended

by means of electronic or video communication devices from thelocations mentioned in the convening notice.
The Board of Directors must announce the date of the Annual
General Meeting of Shareholders at least ten weeks before theMeeting. A matter which one or more shareholders or other parties
with meeting rights collectively representing at least the statutory
threshold (which is currently 3% of the issued share capital) haverequested in writing to be put on the agenda for a general meetingof shareholders shall be included in the convening notice or shallbe announced in the same fashion, if the substantiated request
or a proposal for a resolution is received by the Company no later
than the 60 th day before the general meeting. When exercising
the right to put a matter on the agenda for a general meetingof shareholders, the respective shareholder or shareholders are
obliged to disclose their full economic interest to the Company.
The Company must publish such disclosure on its website.
A request as referred to in the preceding paragraph may only bemade in writing. The Board of Directors can decide that in “writing”
is understood to include a request that is recorded electronically.

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3.1 General Description of the Company

3.1.10.2 Right to Attend Shareholders’Meetings
Each holder of one or more shares may attend shareholders’meetings, either in person or by written or electronically recorded
proxy, speak and vote according to the Articles of Association.
See “— 3.1.10.4 Conditions of Exercise of Right to Vote”. A
shareholder or person who has the right to attend a meetingcan see to it that he is represented by more than one proxyholder, provided that only one proxy holder can be appointed
for each share.
The persons who have the right to attend and vote at shareholders’meetings are those who are so on record in a register designatedfor that purpose by the Board of Directors on the registration
date referred to in Section 2:119 of the Dutch Civil Code which
is currently the 28 th day prior to the day of the shareholders’meeting (the “Registration Date”), irrespective of who may beentitled to the shares at the time of that meeting.
If the Board of Directors so decides, any person who is entitled toexercise the rights set out in the above paragraph (either in personor by means of a written or electronically recorded proxy) and is
attending the shareholders’ meeting by means of electronic andvideo communication from another designated location in such amanner that the person acting as Chairman of the shareholders’meeting is convinced that such a person is properly participatingin the shareholders’ meeting, shall be deemed to be present or
represented at the shareholders’ meeting, shall be entitled to voteand shall be counted towards a quorum accordingly.
In advance of a shareholders’ meeting, as a prerequisite
to attending and voting at such shareholders’ meeting, theCompany, or alternatively an entity or person so designated by
the Company, must be notiﬁed in writing by each person entitledand intending to attend the shareholders’ meeting, not earlier
than the Registration Date, of the intention to attend the meeting,including such person’s identity and the composition, nature andsize of such person’s “Interest” (as such term is deﬁned under the
Articles of Association). Ultimately this notice must be received by
the Company, or alternatively an entity or person so designatedby the Company, on the day mentioned in the convening notice.
The Company has the right to request additional information anddocumentation with respect to the Interest of a person who has
indicated his or her intention to attend a shareholders’ meeting.
For as long as a shareholder has not complied with this request,
his or her meeting and voting rights would be suspended.
The Company may direct any person who wishes to enter ashareholders’ meeting to identify himself or herself by means ofa valid passport or a valid driver’s license and to be submitted
to security restrictions. If a person were to fail to comply, such
person could be refused entry to, or be ejected from, theshareholders’ meeting.

94 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Holders of shares that are registered in the shareholders’ register
kept in Amsterdam have the option of holding them throughEuroclear France S.A. In this case the shares are registered in
the name of Euroclear France S.A.
Shareholders holding their shares in the Company throughEuroclear France S.A. who wish to attend shareholders’meetings will have to request from their ﬁnancial intermediaryor accountholder an admission card and be given a proxy tothis effect from Euroclear France S.A. in accordance with the
instructions speciﬁed by the Company in the convening notice.
For this purpose, a shareholder will also be able to request thatit be registered directly (and not through Euroclear France S.A.)
in the register of the Company. However, only shares registeredin the name of Euroclear France S.A. may be traded on stock
exchanges.
In order to exercise their voting rights, the shareholders will also be
able, by contacting their ﬁnancial intermediary or accountholder,to give their voting instructions to Euroclear France S.A. or toany other person designated for this purpose, as speciﬁed by
the Company in the convening notice.
Pursuant to its Articles of Association, the Board of Directors
may provide for electronic means of attendance, speaking andvoting at the shareholders’ meetings. The use of such electronicmeans will depend on the availability of the necessary technicalmeans and market practice.

3.1.10.3 Majority and Quorum
All resolutions are adopted by means of a simple majority of thevotes cast except when a qualiﬁed majority is prescribed by the
Articles of Association or by Dutch law. No quorum is required
for any shareholders’ meeting to be held except as required
under applicable law for a very limited number of resolutions ofan extraordinary nature. Dutch law requires a special majority
for the passing of certain resolutions: inter alia, capital reduction,
exclusion of pre-emption rights in connection with share issues,
statutory mergers or statutory de-mergers; the passing of such
resolutions requires a majority of two-thirds of the votes castif 50% of the share capital with voting rights is not present at
the shareholders’ meeting (or otherwise a simple majority). In
addition, resolutions to amend the Articles of Association or todissolve the Company may only be adopted with a majority of atleast two-thirds of the valid votes cast at a shareholders’ meeting,whatever the quorum present at such meeting, and resolutions
to amend certain provisions of the Articles of Association may
only be adopted with a majority of at least 75% of the valid votes
cast at a shareholders’ meeting, whatever the quorum present
at such meeting.
Pledgees of shares and beneﬁciaries of a usufruct, which do nothave voting rights, do not have the right to attend and to speak atshareholders’ meetings. The owners of shares which are subject toa pledge or a usufruct, which do not have voting rights, are entitled
to attend and to speak at shareholders’ meetings.

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3.1 General Description of the Company

3.1.10.4 Conditions of Exercise of Right to Vote
In all shareholders’ meetings, each shareholder has one vote inrespect of each share it holds. The major shareholders of theCompany – as set forth in “— 3.3.2 Relationships with Principal
Shareholders” – do not enjoy different voting rights from those of
the other shareholders.
A shareholder whose shares are subject to a pledge or usufruct
shall have the voting rights attaching to such shares unlessotherwise provided by law or by the Articles of Association or if,
in the case of a usufruct, the shareholder has granted voting rights
to the usufructuary. Pursuant to the Articles of Association andsubject to the prior consent of the Board of Directors, a pledgee ofshares in the Company may be granted the right to vote in respectof such pledged shares.

The Articles of Association provide: “The right to vote can be
granted to a usufructuary. The right to vote can be granted to apledgee, but only with the prior consent of the Board of Directors.
No vote may be cast at the General Meeting on a share that is heldby the Company or a subsidiary; nor for a share in respect of which
one of them holds the depository receipts. Usufructuaries andpledgees of shares that are held by the Company or its subsidiaries
are, however, not excluded from their voting rights, in case theright of usufruct or pledge was vested before the share was heldby the Company or its subsidiary.”

3.1.11 Disclosure of Holdings
Pursuant to the WFT, any person who, directly or indirectly,
acquires or disposes of an interest in the capital or voting rightsof the Company must immediately give written notice to the AFM
by means of a standard form, if, as a result of such acquisition or
disposal, the percentage of capital interest or voting rights held bysuch person meets, exceeds or falls below the following thresholds:
3%, 5%, 10%, 15%, 20%, 25%, 30%, 40%, 50%, 60%, 75% and95%. Any person whose interest in the capital or voting rights of
the Company meets, exceeds or falls below one or several of theabove-mentioned thresholds due to a change in Airbus Group’s
outstanding capital, or in voting rights attached to the shares as
notiﬁed to the AFM by the Company, should notify the AFM nolater than the fourth trading day after the AFM has published thenotiﬁcation by the Company. Among other things, the Company
is required to notify the AFM immediately if its outstanding sharecapital or voting rights have changed by 1% or more since theCompany’s previous notiﬁcation.
If at the end of a calendar year the composition of a shareholder’sholding differs from its previous disclosure as a result of theconversion of certain types of securities or following the exerciseof rights to acquire voting rights, this shareholder must then provide
an update of its previous disclosure within four weeks of the end ofeach calendar year by giving written notice thereof to the AFM. The
disclosures are published by the AFM on its website (www.afm.nl).
Pursuant to the Articles of Association, shareholders must notify
the Company when meeting or crossing the thresholds above.
The Articles of Association also contain disclosure obligations forshareholders that apply when their interests in the Company reachor cross certain thresholds.
Under the Articles of Association, the disclosure obligationsof shareholders are enhanced in several ways beyond what isrequired under the WFT, including by requiring the disclosureof additional information, tying the disclosure obligations to abroader range of interests in the capital or voting rights of theCompany and by requiring a shareholder to notify the Company if
his or her interest reaches, exceeds or falls below the Mandatory
Disposal Threshold (as deﬁ ned below) or if the interest of ashareholder (alone or a member of a concert) which is above
such Mandatory Disposal Threshold charges in its composition,
nature and/or size.
Failure to comply with the legal obligation to notify a change inshareholding under the WFT is a criminal offence punishable bycriminal and administrative penalties as well as civil law penalties,
including the suspension of voting rights. Failure to comply witha notiﬁ cation under the Articles of Association can lead to asuspension of meeting and voting rights.

Disclosure Requirements for Membersof the Board of Directors and the Executive
Committee
Disclosure of Holdings
In addition to the requirements under the WFT regarding thedisclosure of holdings in case the speciﬁed thresholds are met
or exceeded or if holdings fall below these thresholds, Membersof the Board of Directors must report to the AFM the numberof shares in the Company and attached voting rights (1) held byhim or an entity controlled by him, within two weeks following
his appointment as Director, whether or not such shareholdings
meet or exceed any of the speciﬁed thresholds. Subsequently,
any Member of the Board of Directors is required to notify the
AFM of any changes in such number of shares in the Company
and attached voting rights.

(1) In this context, the term “shares” also includes for example depositary receipts for shares and rights resulting from an agreement to acquire shares or depositary receipts
for shares, speciﬁ cally call options, warrants, and convertible bonds. Equally, the term “voting rights” also includes actual or contingent rights to voting rights(e.g., embedded in call options, warrants or convertible bonds).

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Disclosure of Transactions Carried Out
on Any Securities Issued by the Company
Based on Section 5:60 of the WFT, certain persons discharging
managerial or supervisory responsibilities within the Company and,
where applicable, persons closely associated with them (together“Insiders”, as deﬁned below), are required to notify the AFM within
ﬁve trading days of all transactions conducted for their own accountinvolving shares of the Company, or derivatives or other ﬁnancial
instruments related to such shares, unless the aggregate amountof such transactions does not exceed € 5,000 in respect of alltransactions in a calendar year.
“Insiders” for the Company include (i) Members of the Boardof Directors and the Executive Committee of the Company,(ii) persons closely associated with any person mentioned undercategory (i) (including their spouses, life partners or any partner
considered by national law as equivalent to the spouse, blood
relatives, dependent children and other relatives who have shared
the same household), and (iii) legal entities, trusts or partnerships
whose managerial responsibilities are discharged by any personreferred to in categories (i) or (ii) or which are directly or indirectly
controlled by such a person, or that have been set up for the beneﬁtof such a person, or whose economic interests are substantiallyequivalent to those of such a person.
The Company has adopted speciﬁc internal insider trading rules(the “Insider Trading Rules”) in order to ensure compliance withthe above requirements and with other share trading regulations
applicable in the Netherlands, France, Germany and Spain. The
Insider Trading Rules are available on the Company’s website,and provide in particular that: (i) all employees and Directors areprohibited from conducting transactions in the Company’s sharesor stock options if they have inside information, and (ii) certain
persons are only allowed to trade in the Company’s shares or stock
options within very limited periods and have speciﬁc information
obligations to the ITR Compliance Ofﬁcer of the Company andthe competent ﬁnancial market authorities with respect to certaintransactions. The ITR Compliance Ofﬁcer is responsible for the
implementation of the Insider Trading Rules and for reporting to
the AFM.
Pursuant to Section 5:59 paragraph of the WFT, the Company
must maintain a list of all persons working for it by virtue of alabour relationship or otherwise, who may have access to inside
information. Equivalent requirements exist under French, German
and Spanish law.
According to paragraph 15a of the German Securities Trading
Act, persons with signiﬁcant managerial responsibility within the
Company (i.e. for the Company, the Members of the Board of
Directors and of the Executive Committee), or the persons closely
associated with them, must disclose transactions conducted fortheir own account involving shares of the Company or ﬁnancial
instruments that relate to those shares, especially derivatives.
These persons have to notify the Company and the German
Federal Financial Supervisory Authority of the transactions within
ﬁve trading days unless the aggregate amount of such transactions
does not exceed € 5,000 in respect of all transactions in a calendar
year. Since implementation of the Transparency Directive into
German law on 20 January 2007, the Company is no longer
required to publish such notiﬁcations on its website or in a German
supra-regional mandatory stock exchange newspaper.

3.1.12 Mandatory Disposal
3.1.12.1 Mandatory Disposal Threshold
Restricting Ownership to 15%
The Articles of Association prohibit any shareholder from holding aninterest of more than 15% of the share capital or voting rights of theCompany, acting alone or in concert with others (the “Mandatory
Disposal Threshold”). An interest (“Interest”) includes not only
shares and voting rights, but also other instruments that cause
shares or voting rights to be deemed to be at someone’s disposal
pursuant to the Dutch Financial Supervision Act, and must be
notiﬁed to the Dutch regulator, the AFM, if certain thresholds arereached or crossed. Any shareholder having an interest of morethan the Mandatory Disposal Threshold must reduce its interest
below the Mandatory Disposal Threshold, for instance by disposingof its Excess Shares, within two weeks. The same applies toconcerts of shareholders and other persons who together holdan interest exceeding the Mandatory Disposal Threshold. Shouldsuch shareholder or concert not comply with not exceeding the
15% Mandatory Disposal Threshold by the end of such two-weekperiod, their Excess Shares would be transferred to a Dutch law
foundation (“Stichting”), which can, and eventually must, disposeof them.

96 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

The Dutch law foundation would issue depositary receipts to therelevant shareholder in return for the Excess Shares transferredto the foundation, which would entitle the relevant shareholder tothe economic rights, but not the voting rights, attached to such
Company shares. The foundation’s Articles of Association andthe terms of administration governing the relationship between
the foundation and the depositary receipt holders provide, interalia, that:¬ the Board Members of the foundation must be independent fromthe Company, any grandfathered persons and their afﬁliates (see“— 3.1.12.2 Exemptions from Mandatory Disposal Threshold”)
and any holder of depositary receipts and their afﬁliates (there
is an agreement under which the Company will, inter alia, cover
the foundation’s expenses and indemnify the Board Members
against liability);¬ the Board Members are appointed (except for the initial Board
Members who were appointed at incorporation) and dismissedby the Management Board of the foundation (the Company may
however appoint one Board Member in a situation where there
are no foundation Board Members);

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General Description of the Company and its Share Capital
3.1 General Description of the Company¬ the foundation has no discretion as to the exercise of voting
rights attached to any Company shares held by it and will in amechanical manner vote to reﬂect the outcome of the votes cast(or not cast) by the other shareholders, and the foundation will
distribute any dividends or other distributions it receives from theCompany to the holders of depositary receipts; and¬ no transfer of a depositary receipt can be made without the priorwritten approval of the foundation’s board.
For any shareholder or concert, the term “Excess Shares”, asused above, refers to such number of shares comprised in theinterest of such shareholder or concert exceeding the Mandatory
Disposal Threshold which is the lesser of: (a) the shares held bysuch shareholder or concert which represent a percentage of theCompany’s issued share capital that is equal to the percentage
with which the foregoing interest exceeds the Mandatory Disposal
Threshold; and (b) all shares held by such person or concert.
This restriction is included in the Articles of Association to reﬂect
the Company’s further normalised governance going forward
aiming at a substantial increase of the free ﬂoat and to safeguard
the interests of the Company and its stakeholders (including all its
shareholders), by limiting the possibilities of inﬂuence above thelevel of the Mandatory Disposal Threshold or takeovers other thana public takeover offer resulting in a minimum acceptance of 80%of the share capital referred to below.

3.1.12.2 Exemptions from Mandatory
Disposal Threshold
The restrictions pursuant to the Mandatory Disposal Thresholdunder the Articles of Association do not apply to a person who hasmade a public offer with at least an 80% acceptance (including
any Company shares already held by such person). These
restrictions also have certain grandfathering exemptions for the
beneﬁt of shareholders and concerts holding interests exceeding
the Mandatory Disposal Threshold on the date that the current
Articles of Association entered into force (the “Exemption Date”).
Different grandfathering regimes apply to such shareholders andconcerts depending on the interests and the nature thereof heldby each such shareholder or concert on the Exemption Date.
The Company has conﬁrmed that (i) the speciﬁc exemption in
Article 16.1.b of the Articles of Association applies to Sogepa, as
it held more than 15% of the outstanding Company voting rights
and shares including the legal and economic ownership thereof on
the Exemption Date and (ii) the speciﬁc exemption in Article 16.1.c
applies to the concert among Sogepa, GZBV and SEPI, as theyheld more than 15% of the outstanding Company voting rights
and shares including the legal and economic ownership thereofon the Exemption Date.

3

3.1.13 Mandatory Offers
3.1.13.1 Takeover Directive

3.1.13.2 Dutch Law

The Directive 2004 / 25 / EC on takeover bids (the “Takeover
Directive”) sets forth the principles governing the allocation of laws
applicable to the Company in the context of a takeover bid for theshares of the Company. The Takeover Directive refers to the rules of
the Netherlands and the rules of the European Union Member Stateof the competent authority that must be chosen by the Company
from among the various market authorities supervising the markets
where its shares are listed.

The bill implementing the Takeover Directive (the “TakeoverAct”) in Dutch Law entered into force on 28 October 2007. In
accordance with the Takeover Act, shareholders are required tomake an unconditional public offer for all issued and outstanding
shares in the Company’s share capital if they – individually or acting
in concert (as such term is deﬁned below), directly or indirectly– have 30% or more of the voting rights (signiﬁcant control) in
the Company. In addition to the other available exemptions listed
below, the requirement to make a public offer does not apply
to persons, who at the time the Takeover Act came into force,
already held – individually or acting in concert – 30% or more of
the voting rights in the Company. In the case of such a concert, a
new Member of the concert can be exempted if it satisﬁes certain
conditions.

For the Company, matters relating to, inter alia, the consideration
offered in the case of a bid, in particular the price, and mattersrelating to the bid procedure, in particular the information on theofferor’s decision to make a bid, the contents of the offer document
and the disclosure of the bid, shall be determined by the laws of
the European Union Member State having the competent authority,
which will be selected by the Company at a future date.
Matters relating to the information to be provided to the employeesof the Company and matters relating to company law, in particular
the percentage of voting rights which confers control and any
derogation from the obligation to launch a bid, the conditions underwhich the Board of Directors of the Company may undertake any
action which might result in the frustration of the bid, the applicable
rules and the competent authority will be governed by Dutch law(see “— 3.1.13.2 Dutch Law”).

Under the Takeover Act, natural persons, legal entities orcompanies are “acting in concert” if they cooperate on the basisof an agreement with the objective to acquire signiﬁcant control(as deﬁned above) in the target company, or if they cooperate withthe target company with the objective to prevent the success ofan announced public offer for the shares in such target company.
The following categories of natural persons, legal entities orcompanies are in any event deemed to be “acting in concert”
under the Takeover Act: (i) legal entities or companies that form a

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General Description of the Company and its Share Capital
3.2 General Description of the Share Capitalgroup of companies as deﬁned in section 2:24b of the Dutch Civil
Code, (ii) legal entities or companies and their subsidiaries, and(iii) natural persons and their subsidiary companies.
In addition to the exemption stated above, the obligation to makea public offer does not apply to the natural person, legal entity orcompany that, amongst others:¬ acquires signiﬁcant control as a result of declaring unconditional(gestand doen) a public offer made for all shares (or depositary
receipts) in the target company, provided that the bidder as aconsequence can exercise more than 50% of the votes at thetarget company’s shareholders’ meeting;¬ is a legal entity, independent from the target company, that
acquires significant control after a public offer has beenannounced by a third party, provided that such entity (i) holds
the shares in the target company for a maximum period of two
years and for purposes of protection of the target company
and (ii) the corporate objects of such entity are to preserve theinterests of the target company;¬ is a legal entity, independent from the target company, which has
issued depositary receipts for the shares in the target company
with the cooperation of such target company;¬ acquires signiﬁ cant control as a result of: (i) an intra-grouptransfer of the shares representing signiﬁcant control; or (ii) atransfer between a parent company and its subsidiary;¬ acquires signiﬁ cant control acting in concert with one or moreother natural persons, legal entities or companies, in whichcase the obligation to make a public offer lies with the natural

person, legal entity or company that can exercise most of
the voting rights in the shareholders’ meeting of the target
company; or¬ acts as a custodian (if and to the extent it cannot exercise any
voting rights in its sole discretion).
The obligation to make a public offer also does not apply if,amongst others:¬ the natural person, legal entity or company, after acquiring
signiﬁcant control, loses such control within a thirty day grace
period (which may be extended by the Enterprise Chamber of
the Court of Appeals in Amsterdam court to ninety days in total),
unless (i) loss of control is due to a transfer to a natural person,
legal entity or company to which one of the exemptions set out
above applies, or (ii) the acquirer of the signiﬁcant control has
exercised its voting rights during the grace period; or¬ the target company’s shareholders’ meeting agrees upfront
with the acquisition of signiﬁcant control – and any subsequentacquisition of shares – by a third party with 90% of votes castin favour of such proposal, excluding any votes by such third
party and any of its concert parties.
Under the Takeover Act, a minority shareholder may also make arequest for his shares to be purchased by an offeror who holds
at least 95% of the issued share capital and the voting rights. This
claim must be brought before the Enterprise Chamber of the Courtof Appeals in Amsterdam within the three-month period after theclosing of the acceptance period of the public offer.

3.2 General Description of the Share Capital
3.2.1

Issued Share Capital

As of 31 December 2013, the Company’s issued share capital amounted to € 783,157,635, consisting of 783,157,635 fully paid-up
shares of a nominal value of € 1 each.

3.2.2 Authorised Share Capital
As of 31 December 2013, the Company’s authorised share capital amounted to € 3 billion, consisting of 3,000,000,000 shares of € 1 each.

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3.2 General Description of the Share Capital

3.2.3 Modiﬁcation of Share Capital or Rights Attached to the Shares
Unless such right is limited or excluded by the shareholders’meeting (or the Board of Directors, if authorised by the shareholders’meeting to do so) 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 sharesissued to employees of the Company or of a Group company. For
the contractual position as to pre-emption rights, see “— 3.3.2
Relationships with Principal Shareholders”.
The shareholders’ meeting has the power to issue shares. The
shareholders’ meeting may also authorise 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, andmay authorise the Board of Directors for a period of no more thanﬁve years, to limit or to exclude pre-emption rights. All resolutionsin this context must be approved by a two-thirds majority of thevotes cast during the shareholders’ meeting in the case where lessthan half of the capital issued is present or represented at said
meeting, except that resolutions to issue shares or to grant rights
to subscribe for shares for an aggregate issue price in excessof € 500,000,000 per issuance, without preferential subscription
rights, as well as delegation of those powers to the Board of
Directors, have to be approved by 75% of the votes cast during
the shareholders’ meeting.
Pursuant to the shareholders’ resolution adopted at the Annual
General Meeting of Shareholders held on 29 May 2013, the Boardof Directors was granted powers (i) to issue shares and to grantrights to subscribe for shares which are part of the Company’s
authorised share capital, provided that such powers shall be limited
to 0.15% of the Company’s authorised share capital from time totime and (ii) to limit or exclude preferential subscription rights, inboth cases for a period expiring at the Annual General Meetingof Shareholders to be held in 2014. Shareholders will be asked
to grant new authorisations at the Company’s Annual General
Meeting of Shareholders to be held on 27 May 2014, provided
that such delegations will be limited to (i) 0.3% of the Company’s
authorised share capital from time to time for the purpose offunding the Company and its Group companies and (ii) 0.2% of
the Company’s authorised share capital from time to time for the
purpose of employee share ownership plans (“ESOP”) and longterm incentive plans (“LTIP”), and will not involve an issuance ofshares, or granting of rights to subscribe for shares, which requires
a 75% voting majority.
The shareholders’ meeting may reduce the issued share capitalby cancellation of shares, or by reducing the nominal value of theshares by means of an amendment to the Articles of Association.
The cancellation of shares requires the approval of 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; the reduction of nominal value bymeans of an amendment to the Articles of Association requires
the approval of a two-thirds majority of the votes cast during
the shareholders’ meeting, except that under the Articles of
Association, the required majority is 75% for certain amendments
to the Articles of Association.

3.2.4 Securities Granting Access to the Company’s Share Capital
Except for stock options granted for the subscription of Company shares (See “— Corporate Governance — 4.3.3 Long-Term Incentive
Plans” and “Notes to the Consolidated Financial Statements (“IFRS”) — Note 35: Share-Based Payment”), there are no securities thatgive access, immediately or over time, to the share capital of the Company.
The table below shows the total potential dilution that would occur if all the stock options issued as of 31 December 2013 were exercised:

Total number of Company shares issued
as of 31 December 2013
Total number of Company shares which may be issued
following exercise of stock options

Total potential Company share capital

Numberof shares

Percentage ofdiluted capital

Number of
voting rights

Percentage ofdiluted voting
rights(1)783,157,635

99.452%

780,322,514

99.450%4,314,115

0.548%

4,314,115

0.550%

787,471,750

100%

784,636,629

100%(1) The potential dilutive effect on capital and voting rights of the exercise of these stock options may be limited as a result of the Company’s share purchase programmes and in thecase of subsequent cancellation of repurchased shares. See “— 3.3.7.1 Dutch law and information on share repurchase programmes”.

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General Description of the Company and its Share Capital
3.2 General Description of the Share Capital

3.2.5 Changes in the Issued Share Capital since Incorporation of the Company

Date

Nature of Transaction

29 December 1998 Incorporation

Nominalvalue pershare

Numberof shares
issued /cancelled

NLG 1,000

Premium(1)Total number
of issued
shares after
transaction

Total issued
capital after
transaction

100

-

100

NLG 100,000

3 April 2000

Conversion into €€1

50,000-50,000€ 50,000

8 July 2000

Issue of shares in exchange forcontributions by Aerospatiale Matra,
DASA AG and SEPI

€1715,003,828€ 1,511,477,044

715,053,828€ 715,053,828

13 July 2000

Issue of shares for the purpose of the initialpublic offering and listing of the Company€1

80,334,580€ 1,365,687,860

795,388,408€ 795,388,408€1

11,769,259€ 168,300,403

807,157,667€ 807,157,667

5 December 2001

Issue of shares for the purposeof an employee offering(note d’opération approved by the COB(2)on 13 October 2001 under number 01-1209)€1

2,017,894€ 19,573,571.80

809,175,561€ 809,175,561

4 December 2002

Issue of shares for the purposeof an employee offering(note d’opération approved by the COB on
11 October 2002 under number 02-1081)€1

2,022,939€ 14,470,149.33

811,198,500€ 811,198,500

5 December 2003

Issue of shares for the purposeof an employee offering(note d’opération approved by the COB on
25 September 2003 under number 03-836)€1

1,686,682€ 19,363,109.36

812,885,182€ 812,885,182

20 July 2004

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 6 May 2004

€1

5,686,682-

807,198,500€ 807,198,500

3 December 2004

Issue of shares for the purposeof an employee offering(note d’opération approved by the AMF on
10 September 2004 under number 04-755)€12,017,822€ 34,302,974

809,216,322€ 809,216,322

In 2004

Issue of shares following exercise of options
granted to employees(3)€1362,747€ 6,133,436

809,579,069€ 809,579,069

25 July 2005

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 11 May 2005

€1

1,336,358-

808,242,711€ 808,242,711

29 July 2005

Issue of shares for the purposeof an employee offering(note d’opération approved by the AMF on
4 May 2005 under number 05-353)€1

1,938,309€ 34,618,198.74

810,181,020€ 810,181,020

In 2005

Issue of shares following exercise of options
granted to employees(3)€17,562,110€ 144,176,031.61

817,743,130€ 817,743,130

20 July 2006

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 4 May 2006

€1

6,656,970-

811,086,160€ 811,086,160

In 2006

Issue of shares following exercise of options
granted to employees(3)€14,845,364€ 89,624,589

815,931,524€ 815,931,524

In 2007

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 4 May 2007

€1

4,568,405-

811,363,119€ 811,363,119

9 May 2007

Issue of shares for the purposeof an employee offering€12,037,835€ 33,482,173

813,400,954€ 813,400,954

In 2007

Issue of shares following exercise
of options granted to employees(3)€1613,519€ 9,438,683

814,014,473€ 814,014,473

Issue of shares for the purposeof the employee offering carried out
in the context of the initial public offering
21 September 2000 and listing of the Company(1) The costs (net of taxes) related to the initial public offering of the shares of the Company in July 2000 have been offset against share premium for an amount of € 55,849,772.
(2) Predecessor of the AMF.
(3) For information on stock option plans under which these options were granted to the Company’s employees, see “— Corporate Governance — 4.3.3 Long-Term Incentive Plans”.

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General Description of the Company and its Share Capital
3.2 General Description of the Share Capital

Nominalvalue pershare

Numberof shares
issued /cancelled

Premium(1)Total number
of issued
shares after
transaction

Total issued
capital after
transaction

Date

Nature of Transaction

In 2008

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 26 May 2008

€1

1,291,381-

812,723,092€ 812,723,092

25 July 2008

Issue of shares for the purposeof an employee offering€12,031,820€ 22,084,500

814,754,912€ 814,754,912

In 2008

Issue of shares following exercise
of options granted to employees(3)€114,200€ 208,030

814,769,112€ 814,769,112

31 July 2009

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 27 May 2009€1

22,987-814,746,125€ 814,746,125€1

1,358,936€ 13,263,215

816,105,061€ 816,105,061

Issue of shares for the purpose
18 December 2009 of an employee offering
In 2010Issue of shares following exercise
of options granted to employees(3)€1297,661€ 4,477,168

816,402,722€ 816,402,722

29 July 2011

Issue of shares for the purposeof an employee offering€12,445,527€ 34,602,580

818,848,249€ 818,848,249

9 August 2011

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 26 May 2011

€1

78,850-818,769,399€ 818,769,399

In 2011

Issue of shares following exercise
of options granted to employees(3)€11,712,892€ 25,995,005

820,482,291€ 820,482,291

30 July 2012

Issue of shares for the purposeof an employee offering€12,177,103€ 38,084,482

822,659,394€ 822,659,394

8 August 2012

Cancellation of shares upon authorisation
granted by the Annual Shareholders’Meeting held on 31 May 2012

€1

553,233-

822,106,161€ 822,106,161

In 2012

Issue of shares following exercise
of options granted to employees(3)€15,261,784€ 98,893,293

827,367,945€ 827,367,945

20 June 2013

Cancellation of shares upon authorisation
granted by the Extraordinary General
Meeting held on 27 March 2013

€1

47,648,691-

779,719,254€ 779,719,254

29 July 2013

Issue of shares for the purposeof an employee offering€12,113,245€ 57,580,650

781,832,499€ 781,832,499

Cancellation of shares upon authorisation
granted by the Extraordinary General
27 September 2013 Meeting held on 27 March 2013

€1

3,099,657-

778,732,842€ 778,732,842

Cancellation of shares upon authorisation
granted by the Annual Shareholders’
27 September 2013 Meeting held on 29 May 2013

€1

2,448,884-

776,283,958€ 776,283,958€1

6,873,677€ 176,017,918

783,157,635€ 783,157,635

In 2013

Issue of shares following exercise
of options granted to employees(3)(1) The costs (net of taxes) related to the initial public offering of the shares of the Company in July 2000 have been offset against share premium for an amount of € 55,849,772.
(2) Predecessor of the AMF.
(3) For information on stock option plans under which these options were granted to the Company’s employees, see “— Corporate Governance — 4.3.3 Long-Term Incentive Plans”.

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

3.3 Shareholdings and Voting Rights
3.3.1

Shareholding Structure

As of 31 December 2013, the République Française (the “French
State”) held 11.99% of the outstanding Company sharesthrough Société de Gestion de Participations Aéronautiques(“Sogepa”), the German State held 10.94% through Gesellschaft
zur Beteiligungsverwaltung GZBV mbH & Co. KG (“GZBV”),
a subsidiary of Kreditanstalt für Wiederaufbau (“KfW”), a publiclaw institution serving domestic and international policy objectivesof the Government of the Federal Republic of Germany, andthe Spanish State held 4.13% through Sociedad Estatal deParticipaciones Industriales (“SEPI”). The public (including theCompany’s employees) and the Company held, respectively,
72.51% and 0.36% of the Company’s share capital.
The diagram below shows the ownership structure of the Company
as of 31 December 2013 (% of capital and of voting rights (inparentheses) before exercise of outstanding stock options granted
for the subscription of Company shares). See “— Corporate
Governance — 4.3.3 Long-Term Incentive Plans”.

OWNERSHIP STRUCTURE OF EADS N.V. AS OF 31 DECEMBER 2013

FRENCHSTATEGERMANSTATE

SPANISHSTATEOTHER GERMAN
PUBLIC ENTITIES

16.04%PUBLIC

KfW

83.96%

SOGEPA

SEPI

GZBV

11.99%(12.03%)4.13%(4.14%)

10.94%(10.98%)72.94%(1)(72.85%)

Share subject to Shareholders’ Agreement

EADS N.V.

(1) Including warehoused shares of parties to the Shareholders’ Agreement (0.07%) and shares held by the Company itself (0.36%).
As of 31 December 2013, the Company held, directly or indirectly through another company in which the Company holds directly or indirectly more than 50% of theshare capital, 2,835,121 of its own shares, equal to 0.36% of issued share capital. The treasury shares owned by the Company do not carry voting rights.

For the number of shares and voting rights held by Members of theBoard of Directors and Executive Committee, see “— Corporate
Governance — 4.2.1 Remuneration Policy”.

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Approximately 2.13% of the share capital (and voting rights) was
held by the Company’s employees as of 31 December 2013.

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

3.3.2 Relationships with Principal Shareholders
On 5 December 2012, the Board of Directors, the Company’s thencore shareholders – Daimler AG (“Daimler”), Daimler Aerospace AG(“DASA”), Société de Gestion de l’Aéronautique, de la Défense etde l’Espace (“Sogeade”), Lagardère SCA (“Lagardère”), Sogepa
and SEPI – and KfW reached an agreement (the “Multiparty
Agreement”) on far-reaching changes to the Company’s
shareholding structure and governance. The Multiparty Agreement
aimed at further normalising and simplifying the governance of theCompany while securing a shareholding structure that allowed
France, Germany and Spain to protect their legitimate strategicinterests. This represented a major step forward in the evolutionof the governance of the Company.
The Multiparty Agreement provided for signiﬁcant changes to theCompany’s shareholding structure. In addition, a series of relatedtransactions (collectively referred to as the “Consummation”)
occurred shortly after the Extraordinary General Meeting of
Shareholders held on 27 March 2013. This resulted in several
changes in the governance of the Company, including changes
in the composition of the Board of Directors and its internal
rules, as well as amendments to the Articles of Association of
the Company. The Participation Agreement (the “Participation
Agreement”) among the Company’s former core shareholders
and, as at 31 December 2012 including KfW (together, the “Former
Consortium Members”), a Dutch law contractual partnership
between DASA and Sogeade managed by EADS Participations
B.V. (the “Contractual Partnership”) and the related arrangements(collectively, the “Former Consortium”) were terminated andreplaced in part by a more limited shareholders’ agreement (the“Shareholders’ Agreement”) among only GZBV, Sogepa and
SEPI (who have agreed to hold, collectively, less than 30% of thevoting interests in the Company). The Shareholders’ Agreement
does not give the parties to it any rights to designate Members of
the Board of Directors or management team or to participate in
the governance of the Company.

3.3.2.1 Changes to Shareholding Structure
In a transaction contemplated by the Multiparty Agreement, on
6 December 2012, Daimler sold 61.1 million EADS N.V. shares(approximately 7.44% of the outstanding EADS N.V. shares) throughan accelerated book building transaction (the “ABB”). This reduced
Daimler’s economic interest in the Company to approximately
7.44% and its voting interest to 14.88%. KfW acquired 2.76% of
the outstanding EADS N.V. shares as part of the ABB. In a second
transaction, KfW acquired (through a wholly owned subsidiary)
65% of the shares in a consortium of private and public-sector
investors (“Dedalus”) on 2 January 2013, which brought its stakein Dedalus to 78%. The remaining 22% is held by certain other
German public entities. Dedalus held an economic interest of
7.44% in the Company as of the time of this acquisition. As a resultof these two transactions, KfW held a voting interest of 2.76% in
the Company and an economic interest of 8.56% in the Company- 2.76% directly and 5.80% via Dedalus. The other German public
entities participating in Dedalus held a 1.64% economic interestin the Company via Dedalus. The joint economic interest of KfW
and such German public entities in the Company was thus 10.2%
immediately following these acquisitions.] On 4 April 2013, SEPI
sold 9,560,000 Company shares (approximately 1.15% of theoutstanding Company shares). On 9 April 2013, Lagardère sold its
remaining 61,000,000 Company shares (approximately 7.4% of theoutstanding Company shares). On 17 April 2013, the French Statesold through Sogepa 12,977,088 Company shares (approximately
1.56% of the outstanding Company shares) and Daimler sold its
remaining 61,100,000 Company shares (approximately 7.5% of
the outstanding Company shares). On 26 April 2013 the French
State sold another 17,451,000 Company shares (approximately
2.1% of the outstanding Company shares). On 31 July 2013SEPI sold another 2,802,450 Company shares (approximately
0.36% of the outstanding Company shares). On 30 December
2013 GZBV bought 1,872,072 Company shares (approximately
0.24% of the outstanding Company shares). The aforementioned
transactions ultimately led to the French State holding 11.99% of
the outstanding Company shares through Sogepa, the German
State holding 10.94% through GZBV and the Spanish State holding
4.13% through SEPI as of 31 December 2013. For more recent
developments see section 3.3.4 below.

3.3.2.2 New Corporate Governance
Arrangements
After the Consummation, the corporate governance arrangementsof the Company were substantially changed. These changes
are intended to further normalise and simplify the Company’s
corporate governance, reﬂecting an emphasis on best corporate
governance practices and the absence of a controlling shareholder
group. Certain changes to the Company’s corporate governancearrangements were provided for in the Articles of Association,
including (i) disclosure obligations for shareholders that apply when
their interests in the Company reach or cross certain thresholds
and (ii) ownership restrictions prohibiting any shareholder fromholding an interest of more than 15% of the share capital or voting
rights of the Company, acting alone or in concert with others. See
sections 3.1.11 and 3.1.12 above. In addition, there were changes
in the composition of the Board of Directors and its internal rules.
See section 4 below.

3.3.2.3 Core Shareholder Arrangements
Grandfathering Agreement
At the Consummation, the French State, Sogepa, the German
State, KfW and GZBV (all parties together the “Parties” and each,individually, as a “Party”) entered into an agreement with respect
to certain grandfathering rights under the Articles of Association.
Below is a summary of such agreement.

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3.3 Shareholdings and Voting Rights

Individual Grandfathering Rights
A Party that is individually grandfathered pursuant to Article 16.1. bof the Articles of Association (such Party holding “Individual
Grandfathering Rights”) shall remain individually grandfatheredin accordance with the Articles of Association if the new concert
with respect to the Company (the “New Concert”) is subsequently
terminated (for instance by terminating the Shareholders’
Agreement) or if it exits the New Concert.

Loss of Individual Grandfathering Rights
A Party holding Individual Grandfathering Rights as well as anyof its affiliates who are grandfathered pursuant to Article 16.1. b
in conjunction with Article 16.3 of the Articles of Association(such affiliates holding “Derived Grandfathering Rights”,
and the Individual Grandfathering Rights and the Derived
Grandfathering Rights, together, the “Grandfathering Rights”)
shall all no longer be entitled to exercise their Grandfathering
Rights in the event:¬ the New Concert is terminated as a result of it or any of its afﬁliates
having actually or constructively terminated such Concert; or¬ it or its relevant afﬁliate(s) exit(s) the New Concert,and such termination or exit is not for good cause and is notbased on material and on-going violations of the New Concert
arrangements, including, without limitation, of the Shareholders’
Agreement, by the other principal Member of the New Concert.
In the event that in the future the voting rights in the Company of
the other principal Member of the New Concert together with thoseof its afﬁliates would for an uninterrupted period of three months
represent less than 3% of the outstanding aggregate voting rightsof the Company, the Grandfathering Rights of the Party including its
afﬁliates which were no longer entitled to use their Grandfathering
Rights shall from then on revive and Sogepa and GZBV shall jointly
notify the Company to that effect.

Notification to the Company
The Company will not be required to take any of the actions
provided for in Article 15 of the Articles of Association pursuant
to the post-concert Grandfathering Agreement unless and until
it receives (i) a joint written instruction from Sogepa and GZBVwith respect to the taking of any of the actions provided for in
Article 15 of the Articles of Association pursuant to the postconcert Grandfathering Agreement, or (ii) a copy of a binding
advice rendered by three independent, impartial and neutral Expert
Adjudicators in order to settle any dispute between the Parties
arising out of or in connection with the post-concert Grandfathering
Agreement.
The Company will not incur any liability to any of the Parties bytaking such actions following receipt of any such joint instruction orbinding advice, and the Company will not be required to interpretthe post-concert Grandfathering Agreement or any such joint
instruction or binding advice.

Notwithstanding the description under “Various provisions –Jurisdiction” below, the courts of the Netherlands will haveexclusive jurisdiction to resolve any dispute, controversy or claim
affecting the rights or obligations of the Company under the postconcert Grandfathering Agreement.

Various provisions
Termination. The post-concert Grandfathering Agreement
terminates only if either the French State and its afﬁ liates or
the German State and its afﬁliates no longer hold shares in the
Company.
Governing law. Laws of the Netherlands.
Jurisdiction. Binding advice for any dispute, controversy or claim
arising out of or in connection with the post-concert Grandfathering
Agreement in accordance with the procedure set forth in the postconcert Grandfathering Agreement; provided, however, that to theextent application to the courts is permitted to resolve any suchdispute controversy or claim, the courts of the Netherlands shallhave exclusive jurisdiction.

End of Former Consortium and Shareholders’
Agreement
At the Consummation, the Former Consortium was terminated,
and Sogepa, GZBV and SEPI entered into the Shareholders’
Agreement, which has a much more limited scope than the Former
Consortium.
Below is a further description of the Shareholders’ Agreement,
based solely on a written summary of the main provisions of
the Shareholders’ Agreement that has been provided to theCompany by Sogepa, GZBV and SEPI (all parties together the“Shareholders”) pursuant to the Multiparty Agreement.

Governance of the Company
Appointment of the Directors. The shareholders shall votein favour of any draft resolution relating to the appointment of
Directors submitted to the shareholders’ meeting of the Company
in accordance with the terms and conditions of the German State
Security Agreement and the French State Security Agreement(as described below). If, for whatever reason, any person to beappointed as a Director pursuant to the German State Security
Agreement or the French State Security Agreement is notnominated, the shareholders shall exercise their best endeavours
so that such person is appointed as a Director.
Sogepa and GZBV shall support the appointment of one Spanish
national that SEPI may present to them as Member of the Boardof Directors of the Company, provided such person qualiﬁes as an
Independent Director pursuant to the conditions set forth in the
Board Rules, and shall vote as shareholders in any shareholders’meeting in favour of such appointment and against the appointmentof any other person for such position.
If, for whatever reason, the French State Security Agreement and/or
the German State Security Agreement has / have been terminated,
KfW or Sogepa, as the case might be, shall propose two persons,and the shareholders shall exercise their best endeavours so thatthese persons are appointed as Directors.

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3.3 Shareholdings and Voting Rights

Modiﬁcation of the Articles of Association. Sogepa and GZBV
shall consult each other on any draft resolution intending to modify
the Board Rules and/or the Articles of Association. Unless Sogepa
and GZBV agree to vote in favour together on such draft resolution,
the shareholders shall vote against such draft resolution. If Sogepa
and GZBV reach a mutual agreement on such draft resolution, theshareholders shall vote in favour of such draft resolution.
Reserved Matters. With respect to the matters requiring theapproval of a Qualiﬁed Majority at the Board level (“Reserved
Matters”), all the Directors shall be free to express their own views.
If the implementation of a Reserved Matter would require a decisionof the shareholders’ meeting of the Company, Sogepa and GZBV
shall consult each other with a view to reaching a common position.
Should Sogepa and GZBV fail to reach a common position, Sogepa
and GZBV shall remain free to exercise on a discretionary basis
their votes.

Pre-emption right. Pro rata pre-emption rights of the shareholders
in the event any shareholder intends to transfer any of its securities
to a third party directly or on the market.
Call- option right. Call-option right for the benefit of theshareholders in the event that the share capital or the voting
rights of any shareholders cease to be majority owned directly or
indirectly by the French State, the German State or the Spanish
State as applicable.
Tag- along right. Tag-along right for the beneﬁt of SEPI in theevent that Sogepa, the French State or any of their afﬁliates andany French public entity and GZBV, the German State or any of
their afﬁliates and any public entity propose together to transfer
all of their entire voting rights interests.

Various provisions

Prior consultation. Sogepa and GZBV shall consult each other onany draft resolution submitted to the shareholders’ meeting otherthan related to Reserved Matters and the Board Rules.

Termination. The Shareholders’ Agreement may cease to apply inrespect of one or more Shareholders and/or their afﬁliates, subject
to the occurrence of certain changes in its or their shareholding
interest in the Company or in its or their shareholders.

Balance of Interests

Governing law. Laws of the Netherlands.

The shareholders agree their common objective to seek a balance
between themselves of their respective interest in the Company
as follows:

Jurisdiction. Arbitration in accordance with the Rules of Arbitrationof the International Chamber of Commerce, with the seat ofarbitration in The Hague (The Netherlands).

¬ to hold as closely as reasonably possible to 12% of the voting
rights for Sogepa, together with any voting rights attributable toSogepa and/or to the French State, pursuant to Dutch takeoverrules except for voting rights attributable due to acting in concert
with the other Parties;¬ to hold as closely as reasonably possible to 12% of the voting
rights for GZBV, together with any voting rights attributable to
GZBV and/or to the German State, pursuant to Dutch takeoverrules except for voting rights attributable due to acting in concert
with the other Parties;¬ to hold as closely as reasonably possible to 4% of the voting
rights for SEPI, together with any voting rights attributable to
SEPI and/or to the Spanish State, pursuant to Dutch takeoverrules except for voting rights attributable due to acting in concert
with the other Parties.

Mandatory Takeover Threshold
The total aggregate voting rights of the shareholders shall always
represent less than 30% of the voting rights of the Company,or less than any other threshold the crossing of which would
trigger for any shareholder a mandatory takeover obligation(the “MTO Threshold”). In the event that the total aggregate
voting rights of the shareholders exceed the MTO Threshold,the shareholders shall take all appropriate actions as soon asreasonably practicable, but in any event within 30 days, to fall
below the MTO Threshold.

Transfer of Securities
Permitted transfer. Transfer of securities by any shareholder toone of its afﬁliates.

3.3.2.4 Undertakings with Respect
to Certain Interests of Certain
Stakeholders
The Company has made certain undertakings and entered into
certain agreements in connection with certain interests of its former
core shareholders and the German State.

State Security Agreements and Related
Undertakings and Negotiations
The Company and the French State have entered into anamendment to the current convention between the French Stateand the Company relating to the ballistic missiles business of
the Company (as so amended, the “French State Security
Agreement”). Under the French State Security Agreement,
certain sensitive French military assets will be held by a Company
subsidiary (the “French Defence Holding Company”). At theConsummation, the Company contributed certain sensitive
French military assets to the French Defence Holding Company.
The French State has the right to approve or disapprove of –but not to propose or appoint – three outside Directors to theBoard of Directors of the French Defence Holding Company (the“French Defence Outside Directors”), at least two of whommust qualify as Independent Directors under the Board Rules
if they were Members of the Board. Two of the French Defence
Outside Directors are required to also be Members of the Board.
French Defence Outside Directors may neither (i) be employees,
managers or corporate ofﬁcers of a company belonging to theGroup (although they may be Members of the Board) nor (ii) havematerial on-going professional relationships with the Group.

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3.3 Shareholdings and Voting Rights

The Company and the German State have entered into an agreement
relating to the protection of essential interests to the German
State’s security (the “German State Security Agreement”). Under
the German State Security Agreement, certain sensitive German
military assets are held by a Company subsidiary (the “German
Defence Holding Company”). The German State has the right toapprove or disapprove of – but not to propose or appoint – threeoutside Directors to the Supervisory Board of the German Defence
Holding Company (the “German Defence Outside Directors”), atleast two of whom must qualify as Independent Directors under the
Board Rules if they were Members of the Board. Two of the German
Defence Outside Directors are required to also be Members of theBoard. The qualiﬁcations to serve as a German Defence Outside
Director are comparable to those to serve as a French Defence
Outside Director, with the additional requirement that a German
Defence Outside Director may not be a civil servant.
The Company has agreed to negotiate with the Spanish Statein order to reach a special security agreement relating to theprotection of the essential security interests of the Spanish State.

Dassault Aviation
The Company entered into an agreement with the French State
pursuant to which the Company would:¬ grant the French State a right of ﬁrst offer in case of the sale of
all or part of its shareholding in Dassault Aviation; and¬ commit to consult with the French State prior to making any
decision at any shareholders’ meeting of Dassault Aviation.

Stock Exchange Listings
The Company has undertaken to the parties to the Shareholders’
Agreement that for the duration of the Shareholders’ Agreement
EADS N.V. shares will remain listed exclusively in France, Germany
and Spain.

Specific Rights of the French State
Pursuant to an agreement entered into between the Company
and the French State (the “Ballistic Missiles Agreement”),
the Company has granted to the French State (a) a veto rightand subsequently a call option on the ballistic missiles activity
exercisable under certain circumstances, including if (i) a third
party acquires, directly or indirectly, either alone or in concert,more than 15% or any multiple thereof of the share capital or
voting rights of the Company or (ii) the sale of the ballistic missiles
assets or of the shares of such companies carrying out suchactivity is considered and (b) a right to oppose the transfer ofany such assets or shares.
The Company, the French State and MBDA are parties to a similar
convention regarding the assets comprising the French nuclear
airborne systems under which the French State has similar rights.

3.3.3 Form of Shares
The shares of the Company are in registered form. The Boardof Directors may decide with respect to all or certain shares, onshares in bearer form.
Shares shall be registered in the shareholders’ register without
the issue of a share certiﬁcate or, should the Board of Directors
so decide, with respect to all or certain shares, with the issue ofa certiﬁcate. Share certiﬁcates shall be issued in such form as
the Board of Directors may determine. Registered shares shallbe numbered in the manner to be determined by the Board of
Directors.

3.3.4 Changes in the Shareholding of the Company since its Incorporation
The Company was founded with an authorised share capital of
500,000 Netherlands Guilders (“NLG”) divided into 500 shareseach having a nominal value of 1,000 NLG, of which 100 were
issued to Aerospatiale Matra on 29 December 1998. Theseshares were transferred to DASA AG by way of notarised transfer
certiﬁcate on 28 December 1999.
The changes in the shareholding of the Company since its initialpublic 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 “— 3.2.5 Changes in the Issued Share Capital
since Incorporation of the Company”).

106 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Starting in July 2000, 4,293,746 Company shares were 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 inJuly 2002.
In addition, in January 2001, the French State and Lagardère soldon the market all of their Company shares (respectively 7,500,000
and 16,709,333 Company shares) other than their Indirect
Company Shares (and, in the case of the French State, otherthan the Company shares to be distributed to former shareholdersof Aerospatiale Matra, see “— 3.3.2 Relationships with Principal
Shareholders — Speciﬁc Rights and Undertakings of the French

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

State”) that they held as a result of the non-exercise of the overallotment option granted to the underwriters in the context of theinitial public offering carried out by the Company for the purposeof its listing in July 2000 (including, in the case of Lagardère, thoseshares other than its Indirect Company Shares purchased fromthe French Financial Institutions at the end of the exercise periodof the over-allotment option).
On 8 July 2004, Daimler announced that it had placed on themarket (in the context of a hedging transaction) all of its Company
shares (22,227,478 Company shares), representing 2.73% of thecapital and 2.78% of the Company voting rights at that date, except
for its Indirect Company Shares.
On 11 November 2005, DASA transferred its entire interest in the
Company to its wholly owned subsidiary DaimlerChrysler Luft-und
Raumfahrt Beteiligungs GmbH & Co. KG (“DC KG”). However, inNovember 2006, DC KG then transferred its entire interest in the
Company back to DASA.
On 4 April 2006, Daimler and Lagardère announced the entry into
simultaneous transactions aimed at reducing by 7.5% each theirrespective shareholdings in the Company. Daimler entered into
a forward sale agreement of approximately 61 million Company
shares with a group of investment banks. Daimler indicated that it
had lent these shares to the banks in anticipation of the settlementof the forward sale. Lagardère issued mandatory exchangeablebonds. The Company shares deliverable at the maturity of thebonds represented a maximum of 7.5% of the share capital of theCompany, or approximately 61 million Company shares, and weredelivered in three equal tranches representing 2.5% of the sharecapital of the Company. The ﬁrst two tranches were deliveredin June 2007 and June 2008, with delivery of the third tranchebrought forward from June 2009 to March 2009, as discussed
below.
On 8 September 2006, the Company was notiﬁ ed that JSC
Vneshtorgbank (formerly Bank of Foreign Trade) acquired
41,055,530 shares of the Company representing 5.04% of theshare capital of the Company at that date.
On 9 February 2007, Daimler reached an agreement with the
Dedalus consortium by which it effectively reduced its shareholdingin the Company from 22.5% to 15%, while maintaining the balanceof voting rights between German and French shareholders. The
Dedalus consortium thereby acquired a 7.5% equity interest in the
Company, with Daimler continuing to control the voting rights ofthe entire 22.5% package of Company shares.
On 26 December 2007, JSC Vneshtorgbank sold and transferred
41,055,530 Company shares to the Bank for Development andForeign Economic Affairs (Vnesheconombank). The Company was
notiﬁed of such transaction thereafter.
On 26 January 2009, Lagardère and Natixis, the sole subscriber
to and sole holder of the outstanding mandatory exchangeablebonds issued by Lagardère in 2006, signed an amendment tothe subscription contract whereby they agreed, on the initiativeof Natixis, to bring forward the redemption date of the mandatoryexchangeable bonds – and consequently, the delivery date of thethird tranche of Company shares – from 25 June 2009 to 24 March
2009. Under the terms of this amendment, Lagardère delivered
20,370,000 Company shares, representing 2.5% of the capitaland voting rights of the Company, to Natixis on 24 March 2009.
On 19 March 2010, Daimler and the Dedalus consortium of private
and public-sector investors conﬁ rmed the continuation of theagreement reached on 9 February 2007 concerning the equity
interests and voting rights in the Company (as discussed above).
At Germany’s Federal Chancellery on 16 March 2010, Daimler
and the investors stated their willingness to maintain the existing
agreement without any changes. As a result, Daimler continued tohold 22.5% of the voting rights in the Company while its economic
interest remained at 15%. Thus, the existing balance of voting
rights between German and French shareholders was unchanged.
On 10 November 2011, Daimler announced that it had reached
an agreement in principle with the German federal governmentthat KfW would take over an equity interest in the Company from
Daimler.
On 6 December 2012 pursuant to a transaction contemplatedby the Multiparty Agreement, Daimler sold 61.1 million Company
shares (approximately 7.44% of the outstanding Company shares)
through an ABB. This reduced Daimler’s economic interest in the
Company to approximately 7.44% and its voting interest to 14.88%.
KfW acquired 2.76% of the outstanding Company shares as part of
the ABB. In a second transaction, KfW acquired (through a wholly
owned subsidiary) 65% of the shares in Dedalus on 2 January
2013, which brought its stake in Dedalus to 78%. The remaining
22% was held by certain other German public entities. Dedalus
held an economic interest of 7.44% in the Company as of the timeof this acquisition. As a result of these two transactions, KfW held avoting interest of 2.76% in the Company and an economic interestof 8.56% in the Company – 2.76% directly and 5.80% via Dedalus.
The other German public entities participating in Dedalus held a
1.64% economic interest in the Company via Dedalus. The joint
economic interest of KfW and such German public entities in the
Company was thus 10.2% following these acquisitions.
On 19 March 2013, KfW transferred the 2.76% of the Company
shares which it held directly to GZBV. As part of the Consummation,
7.44% of the outstanding Company shares held by DASA weretransferred to GZBV, and DASA, which now holds a 7.44%
economic and voting interest in the Company, became a wholly
owned subsidiary of Daimler. GZBV, which now holds a 10.2%
economic and voting interest in the Company, is now owned
83.96% by KfW and 16.04% by the other German public entities
which were investors in Dedalus immediately prior to such transfer.
As part of the Consummation, 7.44% of the outstanding Company
shares held by Sogeade were transferred to Sogepa, and Sogeade,which now holds a 7.44% economic and voting interest in the
Company, became a wholly owned subsidiary of Lagardère.
On 4 April 2013, SEPI sold 9,560,000 Company shares(approximately 1.15% of the outstanding Company shares).
On 9 April 2013, Lagardère sold its remaining 61,000,000 Company
shares (approximately 7.4% of the outstanding Company shares).

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3.3 Shareholdings and Voting Rights

On 17 April 2013, the French State sold through Sogepa 12,977,088
Company shares (approximately 1.56% of the outstanding
Company shares) and Daimler sold its remaining 61,100,000
Company shares (approximately 7.5% of the outstanding Company
shares).
On 26 April 2013, the French State sold 17,451,000 Company
shares (approximately 2.1% of the outstanding Company shares).
On 31 July 2013, SEPI sold 2,802,450 Company shares(approximately 0.36% of the outstanding Company shares).

On 16 January 2014, the French State announced it sold throughSogepa around 8,000,000 Company shares (approximately 1% of
the outstanding Company shares) in line with a bilateral agreement
between the French and German States which provides that theGerman State shall increase its voting rights in the Company to
11% and the French State shall reduce its voting rights to the samelevel. Following this transaction, the French State through Sogepa,
the German State through GZBV and the Spanish State through
SEPI jointly remained the majority shareholders of the Company,
with a minimum 26% of the voting rights.

End of December 2013 GZBV acquired 1,872,072 Company shares(approximately 0.24% of the outstanding Company shares).
The evolution in ownership of the share capital and voting rights of the Company over the past three years is set forth in the table below:

Position as of 31 December 2013

Shareholders

Position as of 31 December 2012

Position as of 31 December 2011

% of
% of
capital voting rights

Number ofshares% of% ofcapital voting rights

Number ofsharesShareholders

% of
% of
capital voting rights

Number ofsharesSOGEPA

11.99%

12.03%

93,864,165

Sogeade22.16%

22.30%

183,337,704

22.35%

22.45%

183,337,704

GZBV

10.94%

10.98%

85,709,822

DASA

14.77%

14.87%

122,225,136

22.35%

22.45%

183,337,704

SEPI

4.13%

4.14%

32,330,381

SEPI

5.40%

5.44%

44,690,871

5.45%

5.47%

44,690,871

-

-

-

KfW

2.75%

2.76%

22,725,182

-

-

-

45.08%

45.37%

372,978,893

50.14%

50.36%

411,366,279(1)

Sub-total New
Shareholder
Agt.

27.06%

27.16%

211,904,368

Sub-total
ContractualPartnershipFoundation“SOGEPA”

0.07%

0.07%

575,606

French State

0.06%

0.06%

502,746

0.06%

0.06%

502,746

Public(2)72.51%

72.84%

568,418,146

Public(2)54.23%

54.57%

448,659,771

49.35%

49.58%

404,943,474

Own sharebuy-back(3)

0.36%

-

2,835,121

Own sharebuy-back(3)

0.63%

-

5,226,535

0.45%

-

3,669,792

Total

100%

100%

783,157,635

Total

100%

100% 827,367,945

100%

100% 820,482,291(1) KfW & other German public entities.
(2) Including Company employees. As of 31 December 2013, the Company’s employees held approximately 2.13% of the share capital (and voting rights).
(3) The shares owned by the Company do not carry voting rights.

To the knowledge of the Company, there are no pledges over theshares of the Company.
The Company requested 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 31 December 2013, resulted in theidentiﬁcation of 2,341 shareholders holding a total of 564,747,390
Company shares (including 4,050,831 shares held by Iberclear
on behalf of the Spanish markets and 28,030,131 shares held byClearstream on behalf of the German market).
The shareholding structure of the Company as of 31 December
2013 is as shown in the diagram in “— 3.3.1 Shareholding Structure”.

3.3.5 Persons Exercising Control over the Company
See “— 3.3.1 Shareholding Structure” and “— 3.3.2 Relationships with Principal Shareholders”.

3.3.6 Simpliﬁed Group Structure Chart
The following chart illustrates the simpliﬁed organisational structureof the Group as of 31 December 2013, comprising four Divisions
and the main Business Units. See “— Information on the Group’s

108 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Activities — 1.1.1 Overview — Organisation of the Company’s
Businesses”. For ease of presentation, certain intermediate holding
companies have been omitted.

Aerolia(France)

Premium
Aerotech GmbH
(Germany)

EADS
Sogerma(France)

AirbusOperations SL(Spain)AirbusOperations
Ltd (UK)

Astrium Services
Holding S.A.S.

Astrium GmbH
(Germany)

Paradigm Secure
Communications
Ltd (UK)

Paradigm
Services Ltd(UK)
EADS Casa
Espacio SL(Spain)Astrium Services
GmbH (Germany)

Astrium Ltd(UK)

Astrium España
SL (Spain)

CRISA SL(Spain)Infoterra Ltd(UK)

Astrium Services
UK Ltd (UK)

Mobstat Group
Holding Sarl
(Lux)

Astrium Holding
France S.A.S.
(France)

Astrium Holding
S.A.S. (France)

5.09%

EADS CASA
Holding (France)

VectorAerospace
Holding S.A.S.

Eurocopter
España S.A.
(Spain)Eurocopter UK
Ltd (UK)

Eurocopter
DeutschlandGmbH (Germany)

Airbus Helicopter
S.A.S. (France)

95%

Q

Subsidiaries held with no indication of ownership percentage are 100% owned.

EADS CASAFrance S.A.
(France)97.46%

Astrium B.V.

2.54%

Airbus Helicopter
Holding S.A.S.
(France)5

Indirect
Direct5.58%

AirbusOperations
GmbH (Germany)

AirbusOperations S.A.S.
(France)

Airbus S.A.S.
(France)

EADS CASA(Spain)4

Sogerma

94.42%EADS North
America Holdings,
Inc (USA)

3

North America

EFW(Germany)

65%

EADS
DeutschlandGmbH (Germany)

MBDA S.A.S.
(France)37.50%CASSIDIAN S.A.S.
(France)

3.69%

96.31%EADS France
S.A.S. (France)

2

Airbus (including EADS CASA)
Astrium
Cassidian
Eurocopter

CASSIDIAN
Holdings
Ltd (UK)

78.48%(The Netherlands)

EADS N.V.

GROUP STRUCTURE CHART

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

3

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 109

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

3.3.7 Purchase by the Company of its Own Shares
3.3.7.1 Dutch Law and Information on Share
Repurchase Programmes
Pursuant to EC Regulation No. 2273 / 2003, the Company issubject to conditions for share repurchase programmes anddisclosure relating thereto, as described below.
Under Dutch Civil law, the Company may acquire its own shares,
subject to certain provisions of the law of the Netherlands andthe Articles of Association, if (i) the shareholders’ equity less thepayment required to make the acquisition does not fall below
the sum of paid-up and called portion of the share capital andany reserves required by the law of the Netherlands and (ii) the
Company and its subsidiaries would not thereafter hold or holdin pledge shares with an aggregate nominal value exceeding
one-half (50%) of the Company’s issued share capital. Shareacquisitions may be effected by the Board of Directors only if
the shareholders’ meeting has authorised the Board of Directors
to effect such repurchases. Such authorisation may apply for a
maximum period of 18 months.
Shares held by the Company do not carry voting rights.
Usufructuaries and pledgees of shares that are held by theCompany are, however, not excluded from their voting rights insuch cases where the right of usufruct or pledge was vested before
the share was held by the Company.
The Extraordinary General Meeting of Shareholders held on
27 March 2013 authorised the Board of Directors, for a periodof 18 months from the date of such meeting, to repurchase up
to 15% of the Company’s issued and outstanding share capital(i.e. issued share capital excluding shares held by the Company
or its subsidiaries) as of the date of such meeting, by any means,including derivative products, on any stock exchange, in a private
purchase, by way of a public purchase offer or otherwise, at a
price not less than the nominal value and at most € 50 per share.
The Annual General Meeting of Shareholders held on 29 May 2013
authorised the Board of Directors, in a resolution that renewed theprevious authorisation given by the Annual General Meeting of
Shareholders held on 31 May 2012, for a period of 18 months fromthe date of such meeting, to repurchase shares of the Company, by
any means, including derivative products, on any stock exchange
or otherwise, as long as, upon such repurchase, the Company will
not hold more than 10% of the Company’s issued share capitaland at a price not less than the nominal value and not morethan the higher of the price of the last independent trade andthe highest current independent bid on the trading venues of theregulated market of the country in which the purchase is carriedout. This authorisation is in addition, and without prejudice, to therepurchase authorisation granted by the Extraordinary General
Meeting of Shareholders held on 27 March 2013.
A resolution will be submitted to the Annual General Meetingof Shareholders called for 27 May 2014 in order to renew theauthorisation given by the Annual General Meeting of Shareholders

110 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

held on 29 May 2013 and authorise the Board of Directors, fora new period of 18 months as from the date of such meeting,to repurchase shares of the Company, by any means, including
derivative products, on any stock exchange or otherwise, as longas, upon such repurchase, the Company will not hold more than
10% of the Company’s issued share capital and at a price not lessthan the nominal value and not more than the higher of the priceof the last independent trade and the highest current independent
bid on the trading venues of the regulated market of the country inwhich the purchase is carried out. This authorisation will replace theauthorisation given by the Annual General Meeting of Shareholders
held on 29 May 2013, but will be in addition, and without prejudice,to the authorisation granted by the Extraordinary General Meeting
held on 27 March 2013. As of 31 December 2013, the Company
held 2,835,121 of its own shares, representing 0.36% of its sharecapital.

3.3.7.2 French Regulations
As a result of its listing on a regulated market in France, theCompany is subject to the regulations summarised below.
Pursuant to Articles 241-1 to 241-5 of the AMF General Regulations,the purchase by a company of its own shares requires the
publication of the description of the share repurchase programme.
Such description must be published prior to the implementationof the share repurchase programme.
Under Articles 631-1 to 631-4 of the AMF General Regulations,a company may not trade in its own shares for the purpose ofmanipulating the market. Articles 631-5 and 631-6 of the AMF
General Regulations also deﬁne the conditions for a company’s
trading in its own shares to be valid.
After purchasing its own shares, the Company is required todisclose on its website speciﬁ ed information regarding such
purchases within at least seven trading days.
In addition, the Company must report to the AMF, on at least
a monthly basis, all the speciﬁ ed information regarding such
purchases previously published on its website and information
concerning the cancellation of such repurchased shares.

3.3.7.3 German Regulations
As a foreign issuer, the Company is subject to German rules on
repurchasing its own shares only to a limited extent, since German
rules refer to the law of the Member State in which the Company
is domiciled.
In addition, general principles of German law of insider trading,market manipulation and equal treatment of shareholders areapplicable.

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights

3.3.7.4 Spanish Regulations
As a foreign issuer, the Company is not subject to Spanish rules
on trading in its own shares, which only apply to Spanish issuers.
However, according to the Conduct Rules under the Spanish
Securities Act 24 / 1988 of 28 July 1988, insider trading is prohibitedand the Company may not trade in its own shares for the purposeof manipulating the market.

3.3.7.5 Description of the Share Repurchase
Programme Authorised by the
Extraordinary General Meeting of
Shareholders held on 27 March 2013
Pursuant to Articles 241-2-I and 241-3 of the AMF General
Regulations, below is a description of the share repurchaseprogramme authorised by the Extraordinary General Meeting of
Shareholders held on 27 March 2013, and which the Board of
Directors decided to implement on 2 April 2013, for an amount
up to € 3.75 billion, for 18 months and to repurchase up to 15% of
the Company’s issued and outstanding share capital.
¬ date of the shareholders’ meeting authorising the share
repurchase programme: 27 March 2013;¬ date of the Board of Directors’ decision to implement theshare repurchase programme: 2 April 2013;¬ intended use of the EADS N.V. shares held by the Company
as of the date of this document: For details on use of the
EADS N.V. shares already held by the Company, please refer to“3.3.7.6 – Description of the Share Repurchase Programme to
be authorised by the Annual General Meeting of Shareholders
to be held on 27 May 2014”;¬ sole purpose of the share repurchase programme to be
implemented by the Company: the reduction of share capitalby cancellation of all of the repurchased shares;¬ procedure:¬ maximum portion of the issued share capital that may be
repurchased by the Company: 15%,
¬ maximum number of shares that may be repurchased by theCompany: 123,884,942 shares, based on an issued sharecapital of 831,126,149 shares and 5,226,535 repurchased
shares in treasury and consequently based on an outstanding
issued share capital of 825,899,614 shares as of 27 March2013,¬ the amounts to be paid in consideration for the purchase of
the treasury shares must not, in accordance with applicable
Dutch law, exceed the equity components which are repayable
or distributable to the shareholders. “Equity components
repayable or distributable to the shareholders” means thecontribution premiums (in relation to contributions in kind),the issue premiums (in relation to cash contributions) and theother reserves as set out in the ﬁnancial statements of theCompany, from which the repurchase price for the treasury
shares must be deducted.
As of 31 December 2013, the respective values of each of theseCompany equity components which are by nature repayable
or distributable to the shareholders were: € 5,049,000,000(contribution premiums), € -951,000,000 (other reserves

and retained earnings, including net proﬁt for the year) and€ -50,000,000 (treasury shares), i.e. an aggregate amount of€ 4,048,000,000.
The Company reserves the right to implement the sharepurchase programme to its full extent and undertakes not
to exceed, directly or indirectly, the threshold of 15% of theissued share capital as well as the amount of € 4,048,000,000
throughout the term of the programme.
Finally, the Company undertakes to maintain at any timea sufﬁ cient number of shares in public hands to meet thethresholds of NYSE Euronext,¬ shares may be bought or sold at any time (including during apublic offering) to the extent authorised by the stock exchange
regulations and by any means, including, without limitation,by means of block trades and including the use of options,combinations of derivative ﬁnancial instruments or the issue of
securities giving rights in any way to EADS N.V. shares within
the limits set out in this document.
The portion of shares repurchased through the use of blocktrades may amount to all the shares to be repurchased in thecontext of this programme,¬ in addition, in the event that derivative ﬁnancial instruments areused, the Company will ensure that it does not use mechanisms
which would signiﬁcantly increase the volatility of the shares inparticular in the context of call options,¬ characteristics of the shares to be repurchased by theCompany: shares of EADS N.V., a company listed on Euronext
Paris, on the regulierter Markt of the Frankfurt Stock Exchange
and on the Madrid, Bilbao, Barcelona and Valencia Stock
Exchanges,¬ the share repurchase programme will enable the Company torepurchase shares from all its shareholders,¬ maximum purchase price per share: € 50,¬ term of the share repurchase programme and othercharacteristics: this share repurchase programme shall bevalid until 27 September 2014 inclusive, i.e. the date of expiry of
the authorisation granted by the Extraordinary General Meetingof Shareholders held on 27 March 2013.

3.3.7.6 Description of the Share Repurchase
Programme to be Authorisedby the Annual General Meetingof Shareholders to be held on
27 May 2014
Pursuant to Articles 241-2-I and 241-3 of the AMF General
Regulations, below is a description of the share repurchaseprogramme (“descriptif du programme”) to be implemented by
the Company:¬ date of the shareholders’ meeting to authorise the share
repurchase programme: 27 May 2014;¬ intended use of the EADS N.V. shares held by the Company
as of the date of this document: the reduction of sharecapital by cancellation of all or part of the repurchased shares:
7,800 shares;

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General Description of the Company and its Share Capital
3.3 Shareholdings and Voting Rights¬ the owning of shares for the performance of obligations related
to employee share option programmes or other allocations ofshares to employees of the Group and the group’s Companies:
564,318 shares.
For information on shares held by the Company at the date of
the entry into force of EC Regulation No. 2273 / 2003 and still
held by the Company at the date of this document, see below;¬ purposes of the share repurchase programme to be
implemented by the Company (by order of decreasingpriority, without any effect on the actual order of use of
the repurchase authorisation, which will be determined ona case-by-case basis by the Board of Directors based onneed):¬ the reduction of share capital by cancellation of all or part of
the repurchased shares, in particular to avoid the dilution effectrelated to certain share capital increases for cash (i) reservedor to be reserved for employees of the Group and the Group’s
companies and/or (ii) carried out or to be carried out in thecontext of the exercise of stock options granted or to be
granted to certain employees of the Group and the Group’s
companies, it being understood that the repurchased sharesshall not carry any voting or dividend rights,¬ the owning of shares for the performance of obligations related
to (i) debt ﬁnancial instruments convertible into EADS N.V.
shares, or (ii) employee share option programmes or otherallocations of shares to employees of the Group and theGroup’s companies,¬ the purchase of shares for retention and subsequent use forexchange or payment in the framework of potential external
growth transactions, and¬ the liquidity or dynamism of the secondary market of the
EADS N.V. shares carried out pursuant to a liquidity agreement
to be entered into with an independent investment services
provider in compliance with the decision of the AMF dated
1 October 2008 related to approval of liquidity agreements
recognised as market practices by the AMF;
¬ procedure:¬ maximum portion of the issued share capital that may be
repurchased by the Company: 10%,¬ maximum number of shares that may be repurchased by theCompany: 78,364,419 shares, based on an issued share capitalof 783,644,193 shares as of 31 March 2014. Assuming theexercise of all stock options outstanding as of 31 March 2014,
the threshold of 10% would represent 78,740,793 shares basedon the 787,407,937 shares which would make up the entire
fully-diluted share capital of the Company,¬ the amounts to be paid in consideration for the purchase of
the treasury shares must not, in accordance with applicable
Dutch law, exceed the equity components which are repayable
or distributable to the shareholders. “Equity components
repayable or distributable to the shareholders” means thecontribution premiums (in relation to contributions in kind),the issue premiums (in relation to cash contributions) and theother reserves as set out in the ﬁnancial statements of theCompany, from which the repurchase price for the treasury
shares must be deducted.

112 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

As of 31 December 2013, the respective values of each of theseCompany equity components which are by nature repayable
or distributable to the shareholders were: € 5,049,000,000(contribution premiums), € -951,000,000 (other reserves
and retained earnings, including net proﬁt for the year) and€ -50,000,000 (treasury shares), i.e. an aggregate amount of€ 4,048,000,000.
The Company reserves the right to implement the sharepurchase programme to its full extent and undertakes not
to exceed, directly or indirectly, the threshold of 10% of theissued share capital as well as the amount of € 4,048,000,000
throughout the term of the programme.
Finally, the Company undertakes to maintain at any timea sufﬁ cient number of shares in public hands to meet thethresholds of NYSE Euronext,¬ shares may be bought or sold at any time (including during apublic offering) to the extent authorised by the stock exchange
regulations and by any means, including, without limitation,by means of block trades and including the use of options,combinations of derivative ﬁnancial instruments or the issue of
securities giving rights in any way to EADS N.V. shares within
the limits set out in this document. Moreover, the Company willuse call options and swaps that have been acquired pursuant
to the agreements it had entered into during the previous share
repurchase programme (see below) and does not exclude
the possibility of using a structure of transaction similar tothe one that had been used in the previous share repurchaseprogramme in order to repurchase its own shares.
The portion of shares repurchased through the use of blocktrades may amount to all the shares to be repurchased in thecontext of this programme,¬ in addition, in the event that derivative ﬁnancial instruments areused, the Company will ensure that it does not use mechanisms
which would signiﬁcantly increase the volatility of the shares inparticular in the context of call options,¬ characteristics of the shares to be repurchased by theCompany: shares of EADS N.V., a company listed on Euronext
Paris, on the regulierter Markt of the Frankfurt Stock Exchange
and on the Madrid, Bilbao, Barcelona and Valencia Stock
Exchanges,¬ maximum purchase price per share: € 100;
¬ term of the share repurchase programme and othercharacteristics: this share repurchase programme shall bevalid until 27 November 2015 inclusive, i.e. the date of expiry of
the authorisation requested from the Annual General Meetingof Shareholders to be held on 27 May 2014. As one of the main
aims of this Company share repurchase programme is related tothe possible exercise by employees of the Group and the Group’s
companies of stock options granted to them from 2003 to 2006,
it is currently intended (i) that such a programme be continued
and renewed until at least 17 December 2016 (16 December
2016 being the latest date upon which an employee of the Groupand the Group’s companies may exercise all or part of his / herstock options granted in 2006) and (ii) that the Annual General
Meeting of Shareholders be asked to renew the authorisations
until such date.

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General Description of the Company and its Share Capital
3.4 Dividends

The 1,843,814 EADS N.V. shares held by the Company at thedate of the entry into force of EC Regulation No. 2273 / 2003
of 22 December 2003 on 13 October 2004 and still held by
the Company at the date of this document shall be, in order ofdecreasing priority, either (i) cancelled pursuant to a decision to be
made, according to Dutch law, by an Annual General Meeting of
Shareholders, to avoid the dilution effect related to certain sharecapital increases for cash carried out, during the ﬁnancial year
preceding such Annual General Meeting of Shareholders, in thecontext of a Group employee share ownership programme and/or
upon the exercise of stock options granted to certain employeesof the Group and the Group’s companies, or (ii) retained in order
to allow the performance of certain obligations described within
the aims of the share repurchase programme referred to in thisdocument, or (iii) used for exchange or payment in the frameworkof a potential external growth transaction, or (iv) sold in the context
of a liquidity agreement.
As of the date of this document, the Company has not entered into
any liquidity agreement with an independent investment services
provider in the context of the share repurchase programme.

3.4 Dividends
3.4.1

Dividends and Cash Distributions Paid Since the Incorporationof the Company

Cash distributions paid to the shareholders since the incorporation of the Company are set forth in the table below:

Date of the cash distribution payment

Gross amount per share(1)2000

27 June 2001

€ 0.502001

28 June 2002

€ 0.502002

12 June 2003

€ 0.30Financial Year2003

4 June 2004

€ 0.402004

8 June 2005

€ 0.502005

1 June 2006

€ 0.652006

16 May 2007

€ 0.122007

4 June 2008

€ 0.12

2008

8 June 2009

€ 0.20

2009

-

-

2010

6 June 2011

€ 0.222011

7 June 2012

€ 0.452012

5 June 2013

€ 0.602013

3 June 2014

€ 0.75(1) Note: figures have not been adjusted to take into account changes in the number of shares outstanding.

3.4.2 Dividend Policy of the Company
Based on earnings per share of € 1.85 in 2013, the Board of Directors has proposed payment of a dividend of € 0.75 per share to thenext Annual General Meeting of Shareholders. Subject to approval by the Annual General Meeting, the dividend is expected to be paidon 3 June 2014 (expected record date of 2 June 2014).
This is in line with the Group’s dividend policy to target a sustainable growth in dividend with a pay-out ratio of 30% to 40%.

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General Description of the Company and its Share Capital
3.4 Dividends

3.4.3 Unclaimed Dividends
Pursuant to the Articles of Association, the claim for payment of
a dividend or other distribution approved by the shareholders’meeting shall lapse ﬁve years after the day on which such claim
becomes due and payable. The claim for payment of interim

dividends shall lapse ﬁve years after the day on which the claim
for payment of the dividend against which the interim dividend
could be distributed becomes due and payable.

3.4.4 Taxation
The statements below represent a broad analysis of the current
Netherlands tax laws. The description is limited to the material tax
implications for a holder of the Company’s shares (the “Shares”)
who is not, or is not treated as, a resident of the Netherlands
for any Netherlands tax purposes (a “Non-Resident Holder”).
Certain categories of holders of the Company’s shares may besubject to special rules which are not addressed below and which
may be substantially different from the general rules described
below. Investors who are in doubt as to their tax position in
the Netherlands and in their state of residence should consult
their professional Advisors. Where the summary refers to “theNetherlands” or “Netherlands”, it refers only to the European partof the Kingdom of the Netherlands.

Withholding Tax on Dividends
In general, a dividend distributed by the Company in respectof Shares will be subject to a withholding tax imposed by the
Netherlands at a statutory rate of 15%. Dividends include dividends
in cash or in kind, deemed and constructive dividends, repaymentof paid-in capital not recognised as capital for Netherlands
dividend withholding tax purposes, and liquidation proceeds inexcess of the average paid-in capital recognised as capital for
Netherlands dividend withholding tax purposes. Stock dividends
paid out of the Company’s paid-in-share premium, recognised
as capital for Netherlands dividend withholding tax purposes, will
not be subject to this withholding tax.
A Non-Resident Holder of Shares can be eligible for a partial orcomplete exemption or refund of all or a portion of the above
withholding tax pursuant to domestic rules or under a tax
convention that is in effect between the Netherlands and the
Non-Resident Holder’s country of residence. The Netherlands has
concluded such conventions with the US, Canada, Switzerland,
Japan, almost all European Union Member states and othercountries.

Withholding Tax on Sale or
Other Dispositions of Shares
Payments on the sale or other dispositions of Shares will not be
subject to Netherlands withholding tax, unless the sale or otherdisposition is, or is deemed to be, made to the Company or a direct
or indirect subsidiary of the Company. In principle, a redemption

114 — AIRBUS GROUP REGISTRATION DOCUMENT 2013or sale to the Company or a direct or indirect subsidiary of theCompany will be treated as a dividend and will be subject to therules set forth in “Withholding Tax on Dividends” above.

Taxes on Income and Capital Gains
A Non-Resident Holder who receives dividends distributed by
the Company on Shares or who realises a gain from the sale ordisposition of Shares, will not be subject to Netherlands taxation
on income or capital gains unless:¬ such income or gain is attributable to an enterprise or part thereof
which is either effectively managed in the Netherlands or carriedon through a permanent establishment (“vaste inrichting”) or
permanent representative (“vaste vertegenwoordiger”) in the
Netherlands;¬ the Non-Resident Holder is not an individual and the NonResident Holder has or is deemed to have, directly or indirectly,
a substantial interest (“aanmerkelijk belang”) or a deemed
substantial interest in the Company and such interest (i) does
not form part of the assets of an enterprise and (ii) is held by the
Non-Resident Holder with the main objective, or one of the main
objectives, to avoid Netherlands withholding tax on dividends or
Netherlands individual income tax at the level of another personor entity; or¬ the Non-Resident Holder is an individual and (i) the Non-Resident
Holder has, directly or indirectly, a substantial interest(“aanmerkelijk belang”) or a deemed substantial interest in the
Company and such interest does not form part of the assetsof an enterprise, or (ii) such income or gain qualiﬁes as income
from miscellaneous activities (“belastbaar resultaat uit overigewerkzaamheden”) in the Netherlands as deﬁned in the Dutch
Income Tax Act 2001 (“Wet inkomstenbelasting 2001”).
Generally, a Non-Resident Holder of Shares will not have asubstantial interest in the Company’s share capital, unless the NonResident Holder, alone or together with certain related persons
holds, jointly or severally and directly or indirectly, Shares in the
Company, or a right to acquire Shares in the Company representing
5% or more of the Company’s total issued and outstanding sharecapital or any class thereof. Generally, a deemed substantial
interest exists if all or part of a substantial interest has been or isdeemed to have been disposed of with application of a roll-overrelief.

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General Description of the Company and its Share Capital
3.5 Annual Securities Disclosure Report

Gift or Inheritance Taxes

Other Taxes and Duties

Netherlands gift or inheritance taxes will not be levied on
the transfer of Shares by way of gift, or upon the death of a
Non-Resident Holder, unless the transfer is construed as aninheritance or gift made by or on behalf of a person who, at thetime of the gift or death, is or is deemed to be resident in the
Netherlands.

There is no Dutch registration tax, transfer tax, capital tax, stamp
duty or any other similar tax or duty other than court fees payablein the Netherlands in respect of or in connection with the execution,delivery and/or enforcement by legal proceedings (including any
foreign judgment in the courts of the Netherlands) with respect tothe dividends relating to the Shares or on the transfer of the Shares.

Value-Added Tax

Residence

No Netherlands value-added tax is imposed on dividends on the
Shares or on the transfer of the Shares.

A Non-Resident Holder will not become resident, or be deemed tobe resident, in the Netherlands solely as a result of holding a Shareor of the execution, performance, delivery and/or enforcement ofrights in respect of the Shares.

3.5 Annual Securities Disclosure Report
The announcements listed below and underlying information are on display and may be inspected during the life of this Registration
Document on www.airbus-group.com:
Press release – EADS Shareholders Approve All Resolutions For Governance Changes

27 March 2013

Press release – EADS Gears Up for its Extraordinary General Meeting

27 March 2013

Press release – New EADS Board of Directors Elects Chairman, Committee Members
and Approves Launch of Share Buyback Programme

2 April 2013

Press release – EADS Concludes Share Purchase Agreement with French State;
EADS Participates in Daimer Placing with € 600 million

17 April 2013

Press release – First Quarter 2013 Results

14 May 2013

Press release – EADS Raises Guidance for 2013 Commercial Aircraft Orders

29 May 2013

Press release – First Half 2013 Results
Press release – Third Quarter 2013 Results

31 July 201314 November 2013

Press release – EADS Outlines Plan for Defence and Space Restructuring

9 December 2013

Press release – EADS To Hold 2013 Global Investor Forum in London

11 December 2013

Press release – 2013 Annual Results

26 February 2014

In addition, Airbus Group publishes announcements made in the ordinary course of business which are also available on
www.airbus-group.com.

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Corporate Governance
4.1 Management and Control

118

4.1.1 Corporate Governance Arrangements

118

4.1.2 Corporate Governance Arrangements after the EGM on 27 March 2013

121

4.1.3 Dutch Corporate Governance Code, “Comply or Explain”

131

4.1.4 Enterprise Risk Management System

132

4.1.5 Ethics and Compliance Organisation

136

4.2 Interests of Directors and Principal Executive Ofﬁcers

138

4.2.1 Remuneration Policy

138

4.2.2 Long-Term Incentives Granted to the Chief Executive Ofﬁcer

146

4.2.3 Related Party Transactions

146

4.3 Employee Proﬁt Sharing and Incentive Plans

146

4.3.1 Employee Proﬁt Sharing and Incentive Agreements

146

4.3.2 Employee Share Ownership Plans

147

4.3.3 Long-Term Incentive Plans

148

AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 117

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Corporate Governance
4.1 Management and Control

4.1 Management and Control
The corporate governance arrangements of the Company were
substantially changed pursuant to the Multiparty Agreement,
including changes in the composition of the Board of Directors
and the rules governing its internal affairs (the “Board Rules”).
These changes are intended to further normalise and simplify

4.1.1

the Company’s corporate governance, reﬂecting an emphasis
on best corporate governance practices and the absence of acontrolling shareholder group. Below is a summary descriptionof such changes.

Corporate Governance Arrangements

Board of Directors Composition
and Board Rules
Under the Articles of Association, the Board of Directors consistsof at most twelve (12) Directors, who each serve for a three-year
term. Under the Board Rules, at least a majority of the Membersof the Board of Directors (i.e., 7 / 12) must be European Union
nationals (including the Chairman of the Board of Directors) and amajority of such majority (i.e., 4 / 7) must be both European Union
nationals and residents. No Director may be an active civil servant.
The Board of Directors has one (1) Executive Director and eleven(11) Non-Executive Directors. While the Board of Directors appoints
the Chief Executive Ofﬁcer of the Company (the “CEO”), the CEO
is required to be an Executive Director and must be an EU nationaland resident; therefore it is anticipated that the Board of Directors
will appoint as CEO the person appointed by the shareholders
as an Executive Director. At least nine (9) of the Non-Executive
Directors must be “Independent Directors” (including the Chairmanof the Board of Directors).
Under the Board Rules, an “Independent Director” is a NonExecutive Director who is independent within the meaning of
the Dutch Corporate Governance Code and meets additional
independence standards. Speciﬁcally, where the Dutch Corporate
Governance Code would determine independence, in part, byreference to a Director’s relationships with shareholders who own
at least 10% of the Company, the Board Rules determine such
Director’s independence, in relevant part, by reference to such
Director’s relationships with shareholders who own at least 5%of the Company.
The Remuneration and Nomination Committee of the Board of
Directors (the “RNC”) is charged with recommending to the Boardof Directors the names of candidates to succeed active Board
Members after consultation with the Chairman of the Board of
Directors and the CEO.
The Board of Directors, voting by simple majority vote, proposes
individuals to the shareholders’ meeting of the Company forappointment as Directors by the shareholders’ meeting. No
shareholder or group of shareholders, or any other entity, has theright to propose, nominate or appoint any Directors other than therights available to all shareholders under Dutch law.

118 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

In addition to the membership and composition rules describedabove, the RNC, in recommending candidates for the Board of
Directors, and the Board of Directors, in its resolutions proposedto the shareholders’ meeting relative to the naming of Directors
or decisions to propose replacements of any resigning or
incapacitated Director, are each required to apply the following
principles:¬ the preference for the best candidate for the position, and¬ the maintenance, in respect of the number of Members of
the Board of Directors, of the observed balance among thenationalities of the candidates in respect of the location of themain industrial centres of the Company (in particular among thenationals of the four (4) Member States of the European Union
where these main industrial centres are located).
The Board of Directors is required to take into account, in the
resolutions proposed in respect of the nomination of Directors
presented to the shareholders’ meeting, the undertakings of theCompany to the French State pursuant to the amendment to
the French State Security Agreement and to the German State
pursuant to the German State Security Agreement, in each caseas described more fully above. In practice, this means that (A) two(2) of the Directors submitted to the shareholders for appointment
should also be French Defence Outside Directors (as deﬁ ned
above) of the French Defence Holding Company (as deﬁned above)
who have been proposed by the Company and consented to by
the French State and (B) two (2) of the Directors submitted to theshareholders for appointment should also be German Defence
Outside Directors (as deﬁ ned above) of the German Defence
Holding Company (as deﬁned above) who have been proposedby the Company and consented to by the German State.
The RNC endeavours to avoid a complete replacement of outgoing
Directors by new candidates, but rather to ensure continuity ofcompany-speciﬁc knowledge and experience within the Board of
Directors, while favouring the introduction of new candidates forat least 1/3 of Director positions.

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Remuneration and Nomination Committee
The RNC has four (4) Members, with geographic diversity. Each
Member of the RNC is an Independent Director. One Member ofthe RNC is a Director who is appointed to the Board of Directors
on the basis of the French State Security Agreement. One Memberof the RNC is a Director who is appointed to the Board of Directors
on the basis of the German State Security Agreement. The Boardof Directors, by a Simple Majority (deﬁned below), appoints thechair of the RNC, who may not be any of the following:¬ the Chairman of the Board of Directors;¬ a current or former Executive Director of the Company;¬ a Non-Executive Director who is an Executive Director withanother listed company; or¬ a Director appointed to the Board of Directors on the basisof the French State Security Agreement or the German State
Security Agreement.

Other Board Committees
The Board of Directors continues to have an Audit Committee, theresponsibilities of which have not changed. The Audit Committee
has four (4) Members and is chaired by an Independent Director
who is not the Chairman of the Board of Directors or a current
or former Executive Director of the Company. At least one (1)Member of the Audit Committee must be a ﬁnancial expert with
relevant knowledge and experience of ﬁnancial administration
and accounting for listed companies or other large legal entities.
The Board of Directors no longer has a Strategic Committee.

Role of the Board of Directors
The Board Rules specify that in addition to the Board of Directors’
responsibilities under applicable law and the Articles of Association,
the Board of Directors is responsible for certain enumerated
categories of decisions. Under the Articles of Association, the Boardof Directors is responsible for the management of the Company.
Under the Board Rules, the Board of Directors delegates day-today management of the Company to the CEO, who, supportedby the Executive Committee, makes decisions with respect to the
management of the Company. However, the CEO may not enter intotransactions that form part of the key responsibilities of the Boardof Directors unless these transactions have been approved by the
Board of Directors. Most Board of Directors’ decisions are made bya simple majority of the votes of the Directors (a “Simple Majority”),
but certain decisions must be made by a 2/3 majority (i.e., eight (8)favourable votes) of the Directors regardless of whether present
or represented in respect of the decision (a “Qualified Majority”).
In addition, amendments to certain provisions of the Board Rules
require the unanimous approval of the Board of Directors, withno more than one Director not present or represented (including
provisions relating to nationality and residence requirements withrespect to Members of the Board of Directors and the Executive
Committee). However, no individual Director or class of Directors
has a veto right with respect to any Board of Directors’ decisions.

Matters that require Board of Directors’ approval include among
others, the following items (by Simple Majority unless otherwise
noted):¬ approving any change in the nature and scope of the businessof the Company and the Group;¬ approving any proposed resolution to be presented to theshareholders’ meeting relating to a change of any of the articlesof the Articles of Association of the Company which requires
the approval of a majority of at least seventy-ﬁve percent (75%)
of the valid votes cast at such shareholders’ meeting (Qualiﬁed
Majority);¬ approving the overall strategy and the strategic plan of the Group;¬ approving the operational business plan of the Group (the“Business Plan”) and the yearly budget (the “Yearly Budget”) of
the Group, including the plans for Investment, R&D, Employment,
Finance and, as far as applicable, major programmes;¬ setting the major performance targets of the Group;¬ monitoring on a quarterly basis, the operating performance of
the Group;¬ nominating, suspending or revoking the Chairman of the Boardof Directors and the CEO (Qualiﬁed Majority);¬ approving of all of the Members of the Executive Committee
taken as a whole as proposed by the CEO and to approve their
proposed appointment as Managing Directors of importantGroup companies and their service contracts and othercontractual matters in relation to the Executive Committee andtheir function as Managing Directors;¬ establishing, and approving amendments to the Board Rules
and the rules for the Executive Committee (Simple Majority withcertain exceptions);¬ deciding upon the appointments of the Airbus Shareholder
Committee, the appointments of the Company Corporate
Secretary and the chairmen of the Supervisory Board (or similarorgan) of other important Group companies and Business Units,on the basis of the recommendations of the Remuneration and
Nomination Committee, as well as the institution and amendmentof the rules governing the organs of such entities;¬ approving the relocation of the headquarters of the principal
companies of the Group and of the operational headquartersof the Company (Qualiﬁed Majority);¬ approving decisions in connection with the location of new
industrial sites material to the Group as a whole or the changeof the location of existing activities that are material to the Group;¬ approving decisions to invest and initiate programmes ﬁnancedby the Group, acquisition, divestment or sale decisions, in eachcase for an amount in excess of € 300 million;¬ approving decisions to invest and initiate programmes ﬁnancedby the Group, acquisition, divestment or sale decisions, in eachcase for an amount in excess of € 800 million (Qualiﬁed Majority);¬ approving decisions to enter into and terminate strategic alliancesat the level of the Company or at the level of one of its principal
subsidiaries (Qualiﬁed Majority);¬ approving principles and guidelines governing the conductof the Group in matters involving non-contractual liabilities(like environmental matters, quality assurance, financial
announcements, integrity) as well as the corporate identity of
the Group;

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Corporate Governance
4.1 Management and Control¬ approving any share buyback, cancellation (redemption) of
shares or the issuing of new shares or any similar measureleading to a change in the total number of voting rights in the
Company, except in the case of any buyback or cancellation(redemption) of shares if in the ordinary course of business (inwhich case the management of the Company will only informthe Directors before its implementation with a reasonable priornotice) (Qualiﬁed Majority);¬ approving matters of shareholder policy, major actions or majorannouncements to the capital markets;¬ approving decisions in respect of other measures and businessof fundamental signiﬁcance for the Group or which involves anabnormal level of risk;¬ approving any proposal of names of candidates to succeed
active Directors made by the Remuneration and Nomination
Committee, after consultation with the Chairman of the Boardof Directors and the CEO, for submission to the shareholders’meeting; and¬ approving entering into and terminating cooperation agreements
at the level of the Company or at the level of one of its principal
subsidiaries having an impact on the share capital of theCompany or of the relevant subsidiary (Qualiﬁed Majority).

The Directors’ Charter sets out core principles that bind each andevery Director, such as acting in the best interest of the Company
and its stakeholders, devoting necessary time and attention to
the carrying out of their duties and avoiding any and all conﬂicts
of interest.

The Board of Directors must have a certain number of Directors
present or represented at a meeting to take action. This quorum
requirement depends on the action to be taken. For the Board of
Directors to make a decision on a Simple Majority matter, a majorityof the Directors must be present or represented. For the Boardof Directors to make a decision on a Qualiﬁed Majority matter, atleast ten (10) of the Directors must be present or represented. If
the Board of Directors cannot act on a Qualiﬁed Majority Matterbecause this quorum is not satisﬁed, the quorum would decrease
to eight (8) of the Directors at a new duly called meeting.

The Board of Directors determines, by simple majority vote,whether to approve all of the Members of the Executive Committee
taken as a whole as proposed by the CEO.

In addition to the Board Rules, the work of the Board of Directors
is governed by a Directors’ charter detailing the rights and dutiesof the Members of the Board of Directors, which was adopted inlight of corporate governance best practices.

120 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Executive Committee Nomination
and Composition
The CEO proposes all of the Members of the Executive Committee
taken as a whole for approval by the Board of Directors, after
consultation with (a) the Chairman of the RNC and (b) the Chairmanof the Board of Directors, applying the following principles:¬ the preference for the best candidate for the position;¬ the maintenance, in respect of the number of Members of the
Executive Committee, of the observed balance among thenationalities of the candidates in respect of the location of themain industrial centres of the Group (in particular among thenationals of the four (4) Member States of the European Union
where these main industrial centres are located); and¬ at least 2/3 of the Members of the Executive Committee, including
the CEO and the CFO, being EU nationals and residents.

Role of CEO and Executive Committee
The CEO, supported by the Executive Committee, is responsible
for managing the day-to-day operations of the Company. The
Executive Committee, chaired by the CEO, also comprises the
Heads of the major Functions and Divisions of the Group. The
CEO endeavours to reach consensus among the Members of the
Executive Committee. In the event a consensus is not reached,
the CEO is entitled to decide the matter.

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4.1.2

Corporate Governance Arrangements after the EGM on 27 March 2013

COMPOSITION OF THE BOARD OF DIRECTORS IN 2013

Age

Term started (as Memberof the Board of Directors)

Denis Ranque62

Thomas Enders

55

Mansfred Bischoff
Ralph D. Crosby, Jr.

Name

Term
expires

Principal function

StatusFirst proposed to EGM in 20132016

Chairman of the Board of Directors of EADS N.V.

Non-Executive

2005, re-elected in 20132016

Chief Executive Officer of EADS N.V.

Executive

71

2013

2016

Chairman of the Supervisory Board Daimler AG

Non-Executive

66

First proposed to EGM in 20132016

Former Member of the Executive Committee of
EADS and of Northrop Grumman Corporation

Non-Executive
Non-Executive

Hans-Peter Keitel

66

First proposed to EGM in 20132016

Vice President of the Federationof German Industry (BDI)

Hermann-Josef Lamberti

58

2007, re-elected in 20132016

Former Member of the Management Board of
Deutsche Bank AG

Non-Executive
Non-Executive

Anne Lauvergeon

54

First proposed to EGM in 20132016

Partner of Efficiency Capital, Chairman
and CEO of A.L.P. S.A.

Lakshmi N. Mittal

63

2007, re-elected in 20132016

Chairman and Chief Executive Officer
of ArcelorMittal S.A.

Non-Executive

Sir John Parker

71

2007, re-elected in 20132016

Chairman of Anglo American PLC

Non-Executive

Michel Pébereau

72

2007, re-elected in 20132016

Honorary President of BNP Paribas S.A.

Non-Executive
Non-Executive
Non-Executive

Josep Piqué i Camps

59

2012, re-elected in 20132016

Vice-Chairman and CEO of Obrascón
Huarte Lain (OHL)

Jean-Claude Trichet

71

2012, re-elected in 20132016

Honorary Governor of Banque de France andformer President of the European Central Bank

Note: Status as of 1 March 2014. The professional address of all Members of the Board of Directors for any matter relating to The Company is Mendelweg 30, 2333 CS Leiden,
The Netherlands.

The Company has not appointed observers to the Board of Directors. Pursuant to applicable Dutch law, the employees are not entitledto elect a Director. There is no minimum number of shares that must be held by a Director.

Curriculum Vitae and other Mandates
and Duties Performed in any Company
by the Members of the Board of Directors
in 2013
Denis RanqueDenis Ranque began his career at the French Ministry for Industry,where he held various positions in the energy sector, before joining
the Thomson group in 1983 as Planning Director. The following year,
he moved to the electron tubes division, ﬁrst as Director of spacebusiness, then, from 1986, as Director of the division’s microwave
tubes department. Two years later, the electron tubes divisionbecame the afﬁliate Thomson Tubes Electroniques, and Denis
Ranque took over as Chief Executive of this subsidiary in 1989.
In April 1992, he was appointed Chairman and CEO of Thomson
Sintra Activités Sous-marines. Four years later, he became CEOof Thomson Marconi Sonar, the sonar systems joint venture set
up by Thomson-CSF and GEC-Marconi. In January 1998, Denis
Ranque was appointed Chairman and Chief Executive Ofﬁcerof the Thomson-CSF group, now called Thales. He resigned
from this position in May 2009, as a consequence of a change
in shareholding. From February 2010 to June 2012 he has been
Non-Executive Chairman of Technicolor. Since October 2001, he
has also been Chairman of the Board of the École des Mines
ParisTech, and since September 2002, Chairman of the Cercle del’Industrie, an association which unites France’s biggest industrial
companies; both mandates ended in June 2012. He is memberof the Boards of Directors of Saint-Gobain and CMA-CGM. Since
October 2013, he chairs The Haut Comité de Gouvernementd’Entreprise, the newly created independent body put in placeby the French Code of corporate governance for monitoring andencouraging progress in this ﬁeld. Denis Ranque, born 1952, isa graduate of France’s École Polytechnique and the Corps desMines.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Member of the Board of Directors of Saint Gobain¬ Member of the Board of Directors of CMA-CGM¬ Member of the Board of Directors of Scilab Enterprise SAS¬ President of the French “Haut Comité de Gouvernementd’Entreprise”¬ President of the Board of Fondation PARISTECHFormer mandates for the last ﬁve years:¬ Chairman and CEO of THALES (1998 to 2009)¬ Director of CGG VERITAS (2010 to 2012)¬ Director of CMA CGM (2009 to 2012)¬ Director of “Fonds Strategique d’Investissement” (2011 to 2012)¬ Chairman of Technicolor (2010 to 2012)AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 121

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Thomas Enders
Thomas Enders was appointed Chief Executive Ofﬁ cer of theCompany in May 2012 after being CEO of Airbus since 2007. He
studied Economics, Political Science and History at the Universityof Bonn and at the University of California in Los Angeles. Prior tojoining the aerospace industry in 1991 (Messerschmitt-BölkowBlohm), he worked, inter alia, as a Member of the “Planungsstab”
of the German Minister of Defence. At MBB, and subsequently
DASA, he held various positions, including Chief of Staff, Directorof Corporate Development & Technology, and Head of Defence
Systems. Following the creation of EADS in 2000, he was appointed
Head of the EADS Defence and Security Systems Division, holding
this position until 2005 when he was appointed co-CEO of EADS.
Mr Enders was President of the BDLI (German Aerospace Industry
Association) from 2005 to 2012. He has been a member of the
BDI Presidential Board (German Industry Association) since 2009.
From 2005 to 2009 he was Chairman of the Atlantik-Brücke e.V.
Since November 2011, Tom Enders has served in the Business
Advisory Group of UK Prime Minister David Cameron. He has
been a member of the Joint Advisory Council at Allianz SE since
January 2013.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Chief Executive Ofﬁcer of EADS N.V.
¬ Member of the Executive Committee of EADS N.V.
¬ Chairman of the Shareholder Committee of Airbus S.A.S.
¬ Chairman of the Supervisory Board Airbus Helicopters S.A.S.
¬ Chairman of the Supervisory Board Astrium B.V.
¬ Chairman of the Supervisory Board EADS Deutschland GmbH
¬ Member of the Board of Directors of the BDI (Federation ofGerman Industry)¬ Member of the Joint Advisory Council at Allianz SE¬ Member of the Governing Board of HSBC Trinkhaus¬ Member of the International Advisory Board of Atlantic Councilof the US
Former mandates for the last ﬁve years:¬ Chairman of the Atlantik Brücke from 2005-2009¬ President and Chief Executive Ofﬁ cer of Airbus S.A.S. from2007-2012¬ President of the BDLI (Bundesverband der deutschen Luft- undRaumfahrtindustrie e.V.) from 2005-2012¬ Chairman of the Advisory Council for Aeronautics Research andInnovation in Europe (ACARE) from 2011-2013

Manfred Bischoff
Manfred Bischoff was born 22 April 1942. He holds a diploma and
PhD in Economics from the University of Heidelberg. Having joined
Daimler-Benz AG in 1976, Mr Bischoff became Chief Financial
Ofﬁ cer of Mercedes-Benz do Brasil in 1988. In 1989, he wasappointed to the Board of Management of Deutsche Aerospace(later DaimlerChrysler Aerospace AG) as CFO and in 1995 became
Chairman of the Board of Management of Daimler-Benz Aerospace(later Daimler Chrysler Aerospace AG) and a Member of the Boardof Management of Daimler-Benz AG. At the foundation of EADS in
2000, Mr Bischoff became its Chairman, a position he held until

122 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

April 2007, when he was elected Chairman of the Supervisory
Board of DaimlerChrysler AG. Currently, Manfred Bischoff isalso Member of the Board of Unicredit S.p.A.; Chairman of theSupervisory Board of Voith GmbH and Member of the Supervisory
Board of SMS GmbH.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Chairman of the Supervisory Board Daimler AG¬ Member of the Supervisory Board SMS GmbH
¬ Member of the Board of Directors Unicredit S.p.A.
¬ Chairman of the Supervisory Board and Chairman of the
Shareholder Committee Voith GmbH
Former mandates for the last ﬁve years:¬ Member of the Supervisory Board Fraport AG (until May 2012)¬ Member of the Supervisory Board KPN N.V. (until April 2013)

Ralph Dozier Crosby. Jr.
Ralph Crosby was Member of the Executive Committee of EADS
from 2009 - 2012 and served as Chairman and CEO of EADS North
America from 2002-2009. He presently serves as an Independent
Director of American Electric Power headquartered in Columbus,
Ohio, where he chairs the Human Resources Committee; andSerco, headquartered in London, United Kingdom. Furthermore,
Mr Crosby serves on the Board of Directors, and Executive
Committee of the Atlantic Council of the United States. Prior tojoining EADS, Mr Crosby was an Executive with Northrop Grumman
Corporation, where he had served as a Member of the Corporate
Policy Council with positions including President of the Integrated
Systems Sector, Corporate Vice President and General Managerof the company’s Commercial Aircraft Division and Corporate Vice
President and General Manager of the B-2 Division. Prior to his
industry career, Mr Crosby served as an ofﬁcer in the U.S. Army,
where his last military assignment was as military staff assistant to
the Vice President of the United States. Mr Crosby is a graduateof the US Military Academy at West Point, and holds Master’s
degrees from Harvard University, and the University of Geneva,
Switzerland. He is the recipient of the James Forrestal Award fromthe National Defense Industrial Association, and has been awarded
Chevalier of the Legion d’Honneur of France.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Member of the Board of Directors (Supervisory Board) of
American Electric Power Corporation¬ Member of the Board of Directors (Supervisory Board) of Serco,
PLC¬ Member of the Board of Directors and Member of the Executive
Committee of the Atlantic Council of the United States
Former mandates for the last ﬁve years:¬ Chairman and Chief Executive Ofﬁce of EADS North America(resigned as Chief Executive December 2009)¬ Executive Chairman of E ADS Nor th America (retired
December 2011)¬ Member of the Board of Directors (Supervisory Board) of
Ducommun Corporation (resigned June 2013)

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Hans-Peter Keitel

Former mandates for the last ﬁve years:

Hans-Peter Keitel served as President of the Federation of German
Industry (BDI) from 2009 to 2012 and now (since 2013) serves as
one of its Vice Presidents. Prior to this he served nearly 20 years
at Hochtief – ﬁ rst as Director for International Business andsubsequently from 1992 to 2007 as Chief Executive Ofﬁcer. He
started his career in 1975 at Lahmeyer International as a technicalAdvisor and project manager being involved in large scale global
infrastructure projects in over 20 countries. He also advised thearranging banks of the Channel Tunnel Consortium. Mr Keitel
has graduated from the Universities of Stuttgart and Munich inConstruction Engineering and Economics and has received a PhD
in Engineering from the University of Munich.

¬ Member of the Foundation Board of Otto A. Wipprecht-Stiftung(resigned 31 May 2008)¬ Member of the Advisory Board of Universität Augsburg (resigned
30 September 2008)¬ Executive Customer of the Advisory Council of Symantec
Corporation (resigned 12 May 2010)¬ Member of the Board of Trustees of Baden-Badener
Unternehmergespräche - Gesellschaft zur Förderung desUnternehmensnachwuchses e.V. (resigned 13 May 2010)¬ Member of the Board of Trustees of Wallraf-Richartz-Museum
und Museum Ludwig e.V. (resigned 31 January 2011)¬ Member of the Founder Council of Wallraf-Richartz-Museum(resigned 31 January 2011)¬ Member of the Senate of Fraunhofer Gesellschaft. (resigned
31 December 2011)¬ Member of the Management Board of Deutsche Bank AG(resigned 31 May 2012)¬ Member of the Supervisory Board of BVV Versicherungsverein
des Bankgewerbes A.G. und BVV Versorgungskasse desBankgewerbes e.V. (resigned 21 June 2012)¬ Member of the Supervisory Board of Deutsche Börse AG(resigned 16 May 2012)¬ Member of the Supervisory Board of Deutsche Bank Privat-undGeschäftskunden A.G. (resigned 24 May 2012)¬ Member of the Board of Management of Arbeitgeberverband
des privaten Bankgewerbes e.V. (resigned 21 June 2012)¬ Deputy Member of the Deposit Insurance Committee of
Bundesverband deutscher Banken e.V. (resigned 21 June 2012)¬ Delegate of the Delegates’ Assembly of the Deposit InsuranceCommittee of Bundesverband deutscher Banken e.V. (resigned
21 June 2012)¬ Member of the Financial Community Germany Committee of
Bundesverband deutscher Banken e.V. (resigned 21 June 2012)¬ Member of the Board of Management of Deutsches Aktieninstitut
e.V. (resigned 21 June 2012)¬ Member of the Board of Trustees of e-Finance Lab Frankfurt am
Main (resigned 31 May 2012)¬ Member of the Stock Exchange Council of Eurex Deutschland(resigned 31 May 2012)¬ Member of the Stock Exchange Council of Frankfurter
Wertpapierbörse AG (resigned 31 May 2012)¬ Member of the Advisory Board of Institut für Unternehmensplanung- IUP (resigned 31 May 2012)¬ Member of the Board of Trustees of Junge Deutsche Philharmonie(resigned 8 October 2012)¬ Deputy Chairman of the Board of Trustees of the Society ofPromotion of Kölner Kammerorchester e.V. (resigned 31 May
2012)¬ Member of the Programme Advisory Board of LOEWE LandesOffensive zur Entwicklung Wissenschaftlich-ökonomischer
Exzellenz des Hessischen Ministeriums für Wissenschaft und
Kunst (resigned 14 June 2012)¬ Member of the Advisory Circle of Münchner Kreis (resigned
31 May 2012)¬ Deputy Member of the Advisory Board of Prüfungsverband
deutscher Banken e.V. (resigned 31 May 2012)

Current mandates in addition to the one listed in the chart above
are set forth below:¬ Member of the Supervisory Board of RWE AG¬ Member of the Supervisory Board of Voith GmbH
¬ Member of the Supervisory Board of ThyssenKrupp AG¬ Member of the Supervisory Board of Commerzbank AG¬ Member of the Supervisory Board of National-Bank AG
Former mandates for the last ﬁve years:¬ Member of the Supervisory Board of Hochtief AG¬ Member of the Supervisory Board of Deutsche Messe AG

Hermann-Josef Lamberti
Hermann-Josef Lamberti was Member of the Management Boardof Deutsche Bank AG from 1999 until 2012 and operated as thebank’s Chief Operating Ofﬁcer. As COO he had global responsibility
for Human Resources, Information Technology, Operations andProcess Management, Building and Facilities Management as wellas Purchasing. He joined Deutsche Bank in Frankfurt in 1998 as
Executive Vice President. From 1985, he held various management
positions within IBM, working in Europe and the United States, inthe ﬁelds of controlling, internal application development, sales,
personal software, marketing and brand management. In 1997,
he was appointed Chairman of the Management of IBM Germany.
Mr Lamberti started his career in 1982 with Touche Ross in Toronto,
before joining the Chemical Bank in Frankfurt. He studied Business
Administration at the Universities of Cologne and Dublin, andgraduated with a Master’s degree. Current mandates in addition
to the one listed in the chart above are set forth below:¬ Member of the Advisory Board of Barmenia VersicherungenWuppertal¬ Chairman of the Society of Freunde der Bachwoche Ansbach e.V.
¬ Member of the Board of Trustees of Institute for Law and FinanceFrankfurt¬ Member of the Board of Trustees of the Frankfurt International
School e.V.Member of the Board of Directors of Stichting
Administratiekantoor EADS¬ Member of the Board of Directors of Wirtschaftsinitiative
FrankfurtRheinMain e.V.
¬ Member of the Board of Trustees of Johann Wolfgang GoetheUniversität Fachbereich Wirtschaftswissenschaften and Memberof the Board of Trustees of Frankfurt Institute for Advanced
Studies (FIAS) of Goethe-Universität

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4.1 Management and Control¬ Member of the Administrative Council of Universitätsgesellschaft
Bonn-Freunde, Förderer, Alumni (resigned 31 May 2012)¬ Member of the Advisory Board in the centre for market-orientatedcorporate management of WHU (resigned 31 May 2012)¬ Member of the Commission of Börsensachverständigenkommission (Bundesﬁnanzministerium) (resigned 31 May 2012)¬ Member of the Management Board and Member of the Executive
Committee of Frankfurt Main Finance e.V. (resigned 31 May 2012)¬ Member of the Advisory Board of Fraunhofer-IUK-Verbund(resigned 31 May 2012)¬ Member of the Executive Committee and of the Steering
Committee of Frankfurt RheinMain e.V. (resigned 31 May 2012)¬ Member of the Senate of acatech – Deutsche Akademie derTechnikwissenschaften e.V. (resigned 31 May 2012)¬ Member of the Board of Directors of American Chamber ofCommerce in Germany (resigned 11 May 2012)¬ Member of the Board of Trustees of Hanns Martin SchleyerStiftung (resigned 21 June 2012)¬ Member of the Editorial Board of scientific journal“Wirtschaftsinformatik” (resigned 31 May 2012)¬ Member of the International Advisory Board of IESE Business
School, University of Navarra (resigned 28 March 2012)¬ Member of the Board of Trustees of Stiftung Lebendige Stadt(resigned 31 May 2012)¬ Member of the Supervisory Board of Carl Zeiss AG (resigned
18 March 2013)¬ Member of the University Council of the University of Cologne(resigned 6 June 2013)¬ Member of the Steering Committee and of the Federal Committeeof Wirtschaftsrat der CDU e.V. (resigned 25 June 2013)¬ Member of the Managing Committee of the Institut fürWirtschaftsinformatik der HSG of the Universität St. Gallen(resigned 31 December 2013)

Anne Lauvergeon
Anne Lauvergeon is a graduate of the École Normale Supérieureand the French National School of Mining Engineer. She holds anadvanced degree in Physics & Chemistry. Mrs Lauvergeon was
CEO of Areva from July 2001 to June 2011, and Chairman and CEOof Areva NC from June 1999 to July 2011. In 1997, she worked at
Alcatel as Senior Executive Vice President, member of the Executive
Committee, in charge of international business and industrial
holdings. From 1995 to 1997 she was Partner of Lazard Frères& Cie. Before that, from 1990 to 1995, she worked for the French
President’s ofﬁce, in charge of international economy and foreign
trade missions in 1990, then as Deputy Chief of Staff and personal
representative to the French President, in charge of the G7 / G8
Summits’ from 1991. Anne Lauvergeon began her career in 1983 inthe steel industry, at Usinor, before working on nuclear & chemicalsafety issues in Europe at the French Atomic Energy Commission.
Mrs Lauvergeon is Doctor Honoris Causa of the Imperial College,
London (2008), Fellow of the Royal Academy of Engineering (UK2011) and Fellow of the Royal Academy of Belgium (2012).
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Board member of Rio Tinto Plc¬ Board member of Total S.A.

124 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

¬ Board member of Vodafone Plc (until July 2014)¬ Board member of American Express¬ Chairman of the Board of Directors of École Nationale Supérieuredes Mines de Nancy¬ Member of the Board of Directors of PSL University (Paris
Sciences et Lettres)¬ Member of the Trilateral Commission¬ Chairman of A2i fund Agir pour l’Insertion dans l’Industrie(Union des Industries Métallurgiques et Minières)Former mandates for the last ﬁve years:¬ Vice Chairman and member of the Board of SAFRAN(resigned 2009)¬ CEO of Areva (resigned June 2011)¬ Member of the Board of GDF Suez (resigned April 2012)¬ Chairman and CEO of Areva NC (resigned July 2011)¬ Member of the Executive Committee of Mouvement desEntreprises de France (resigned in 2012)¬ Member of the Executive Committee of Global Compact(resigned July 2013)¬ Chairman of the Supervisory Board of the French newspaper
Libération

Lakshmi N. Mittal
Lakshmi N. Mittal is the Chairman and CEO of Arcelor Mittal. He
founded Mittal Steel Company in 1976 and led its 2006 merger
with Arcelor to form ArcelorMittal, the world’s largest steelmaker.
He is widely recognised for his leading role in restructuring the
global steel industry, and has over 35 years’ experience working
in steel and related industries. Among his manifold mandates,
Mr Mittal is Member of the Board of Directors of Goldman Sachs,of the World Economic Forum’s International Business Council,
and of the Foreign Investment Council in Kazakhstan. Furthermore,
he has been awarded numerous recognitions from international
institutions and magazines and is closely associated with a numberof non-proﬁt organisations.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Chairman of the Board of Directors and CEO of ArcelorMittal S.A.
¬ Chairman of the Board of Directors of Aperam S.A.
¬ Member of the Board of Directors of Goldman Sachs¬ Member of the Executive Committee of World Steel Association(earlier named International Iron and Steel Institute)¬ Member of the World Economic Forum’s International BusinessCouncil¬ Member of the Foreign Investment Council in Kazakhstan¬ Member of the Prime Minister of India’s Global Advisory
CouncilMember of President’s Domestic and Foreign Investors
Advisory Council, Ukraine¬ Member of Board of Trustees of Cleveland Clinic¬ Member of Executive Board of Indian School of Business¬ Gold Patron of Prince’s Trust¬ Governor of ArcelorMittal Foundation¬ Member of the Board of ONGC Mittal Energy Ltd.
¬ Member of the Board of ONGC Mittal Energy Services Ltd.
¬ Trustee of Gita Mittal Foundation¬ Trustee of Gita Mohan Mittal Foundation

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4.1 Management and Control¬ Trustee of Lakshmi and Usha Mittal Foundation¬ Chairman of Governing Council of LNM Institute of Information
Technology¬ Trustee of Mittal Champion Trust¬ Trustee of Mittal Children’s Foundation
Former mandates for the last ﬁve years:¬ Member of the International Advisory Board of Citigroup (resigned
June 2008)¬ Member of the Board of Directors of ICICI Bank Limited (resigned
May 2010)¬ Member of the Board of Commonwealth Business Council
Limited (resigned February 2011)¬ Member of the Business Council (resigned December 2011)¬ Member of the Managing Committee of Lakshmi Niwas andUsha Mittal Foundation (resigned December 2011)¬ Member of the Board of ArcelorMittal USA Inc. (resigned
September 2012)¬ Member of the Presidential International Advisory Board ofMozambique¬ Member of the Advisory Board of the Kellogg School ofManagement¬ Member of the President of Ispat Inland ULC (resigned
January 2013)

Sir John Parker
Sir John Parker is Chairman of Anglo American PLC, Deputy
Chairman of DP World (Dubai), Non-Executive Director of Carnival
PLC and Carnival Corporation. He stepped down as Chairmanof National Grid PLC in December 2011. His career has spanned
the engineering, shipbuilding and defence industries, with some
25 years’ experience as CEO including Harland & Wolff and theBabcock International Group. He also chaired the Court of the
Bank of England between 2004 and 2009. Sir John Parker studied
Naval Architecture and Mechanical Engineering at the College ofTechnology, Queens University, Belfast. He is currently Presidentof the Royal Academy of Engineers.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Director of Carnival PLC and Carnival Corporation¬ Deputy Chairman of D.P. World (Dubai)¬ Director of White Ensign Association Limited¬ Member of the Board of Directors of Stichting Administratiekantoor
EADS¬ President of the Royal Academy of Engineering¬ Visiting fellow of the University of Oxford
Former mandates for the last ﬁve years:¬ Senior Non-Executive Director of Bank of England (resigned
June 2009)¬ Joint Chairman Mondi Group (resigned August 2009)¬ Chancellor of the University of Southampton (resigned July 2011)¬ Member of the International Advisory Board of Citigroup(dissolved December 2011)¬ Chairman of National Grid PLC (resigned January 2012)

Michel Pébereau
Michel Pébereau was Chairman of the Board of BNP Paribas
between 2003 and 2011. He presided over the merger that created
BNP Paribas in 2000, becoming Chairman and Chief Executive
Ofﬁcer (CEO). In 1993, he was appointed Chairman and CEO of
the Banque Nationale de Paris and privatised it. Previously, he
was Chairman and CEO of the Crédit Commercial de France. He
started his career in 1967 at the Inspection Générale des Finances.
In 1970, he joined the French Treasury, where he held various highranking posts. Mr Pébereau is an alumnus of the École Nationaled’Administration and of the École Polytechnique.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Member of the Board of Directors of BNP Paribas S.A.
¬ Member of the Board of Directors of Total S.A.
¬ Member of the Board of Directors of EADS N.V.
¬ Member of the Board of Directors of Pargesa Holding S.A.,
Switzerland¬ Member of the Board of Directors of “BNP Paribas (Suisse) S.A.”¬ Member of the Supervisory Board of “Banque Marocaine pourle Commerce et l’Industrie”, Morocco¬ Censor of Galeries Lafayette S.A.
¬ Member of the Supervisory Board of Institut Aspen France¬ Member of the Executive Committee of the Institut de l’Entreprise¬ Member of the “Conseil d’orientation Strategique of Mouvement
des Entreprises en France”¬ Member of the “Académie des Sciences Morales et Politiques”¬ Member of the Board of “Fondation ARC pour la Recherche
sur le Cancer”¬ Member of “Fondation Nationale des Sciences Politiques”¬ Chairman of the Board of “Fondation BNP Paribas”
Former mandates for the last ﬁve years:¬ Member of the Board of Directors of Lafarge (until May 2011)¬ Chairman of the Board of Directors of BNP Paribas (until
December 2011)¬ Member of the Board of Directors of Axa (until April 2013)¬ Member of the Board of Directors of Saint-Gobain (until
June 2013)

Josep Piqué i Camps
Josep Piqué i Camps resigned as Non-Executive Chairman of
Vueling in 2013, and took over the position of Vice-Chairman and
CEO of Obrascón Huarte Lain (OHL), one of the largest international
concession and construction groups. He started his career as an
economist of the studies service “la Caixa” and became General
Director of the Catalan Industry in 1986. Two years later, hejoined the company Ercros, where he eventually became CEO
and Chairman. After serving several years within the Circle ofEconomics of Barcelona, he led it as Chairman (1995-96). In thefollowing years, Mr Piqué was successively appointed Minister for
Industry and Energy (1996-00), Government Spokesperson (199800), Minister of Foreign Affairs (2000-02) and Minister of Scienceand Technology (2002-03). Furthermore to his engagements, heserved as Deputy, Senator and President of the Popular Party

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of Catalonia (2003-07). Mr Piqué holds a PhD in Economic andBusiness Studies and is a Law graduate from the University ofBarcelona, where he also serves as lecturer of Economic Theory.
Current mandates in addition to the one listed in the chart above
are set forth below:¬ Advisory Board of Seat, Volkswagen Group¬ Member of the Board of Directors of Circulo de Economia¬ Chairman of Spain–Japan Council Foundation¬ Chairman of Vertice 360 Servicios Audiovisuales, S.A.
¬ Member of the Board of Directors of Plasmia Biotech, S.L.
Former mandates for the last ﬁve years:¬ Chairman of Mixta Africa (until 2010)¬ Member of the Board of Directors of Applus Technologies
Holding, S.L. (until 2012)¬ Chairman of Vueling (until 2013)¬ Member of the Board of Directors of Ezentis, S.A. (until 2013)¬ Member of the Board of Directors of Grupo San Jose, S.A.
(until 2013)

Jean-Claude Trichet
Jean-Claude Trichet was President of the European Central Bank,of the European Systemic Risk Board and of the Global Economy
meeting of Central Bank Governors in Basel until the end of 2011.
Previously, he was in charge of the French Treasury for six years
and was Governor of Banque de France for ten years. Earlier in his
career, he held positions within the French Inspection Générale desFinances, as well as the Treasury department, and was Advisor
to the French President for microeconomics, energy, industry
and research (1978-81). Mr Trichet graduated from the École desMines de Nancy, the Institut d’Études Politiques de Paris andthe University of Paris in Economics, is a Doctor Honoris Causa
of several universities and an alumnus of the École Nationaled’Administration.

Independent Directors
The Independent Directors appointed pursuant to the criteria of
independence set out above are Denis Ranque, Manfred Bischoff,Hans-Peter Keitel, Hermann-Josef Lamberti, Anne Lauvergeon,
Lakshmi N. Mittal, Sir John Parker, Michel Pébereau, Josep Piqué
I Camps and Jean-Claude Trichet.

Prior Offences and Family Ties
To the Company’s knowledge, none of the Directors (in either
their individual capacity or as Director or senior manager of
any of the entities listed above) has been convicted in relation
to fraudulent offences, been the subject of any bankruptcy,
receivership or liquidation, nor been the subject of any ofﬁcial
public incrimination and/or sanction by a statutory or regulatory
authority, nor been disqualiﬁed by a court from acting as a Memberof the administrative, management or supervisory bodies of any
issuer or conduct of affairs of any company, during at least thelast ﬁve years. As of the date of this document, there are no familyties among any of the Directors.

Operation of the Board of Directors in 2013
Board Meetings
The Board of Directors met 12 times during 2013 and was regularly
informed of developments through business reports from the Chief
Executive Ofﬁcer, including strategic and operational plans. Outof these twelve meetings, the former Board met three times withan average attendance rate of 78%, and the current Board met
nine times with an average attendance rate of 93%. The lower
average attendance rate of the former Board is explained by
the fact that some Members were excused because of possible
conﬂicts of interest regarding the exit of certain core-shareholders
and discussions on the share buyback programme.

Former mandates for the last ﬁve years:

Throughout 2013, the Board of Directors monitored the progressof signiﬁcant programmes, such as A400M, A380 and NH90.
Witnessing the successful inaugural ﬂight of the A350 XWB in
June, the Board was continuously informed on the programme’s
promising progress. Furthermore, the Board monitored theSuperpuma EC 225 retroﬁt activities, discussed improvements
in contract management, launched measures to increase
cyber security, and reviewed advancements in corporate social
responsibility as well as in health & safety.

¬ President of the European Central Bank (end of mandate
1 November 2011)¬ President of the Global Economy meeting of Central Bank
Governors in Basel (end of mandate 1 November 2011)¬ President of the European Systemic Risk Board (end of mandate
1 November 2011)¬ President of the Group of Governors and Heads of Supervision(GHOS) (end of mandate 1 November 2011)¬ President of Société de Gestion de Participations Aéronautiques(SOGEPA) (from 2012 to 2013)

Moreover, the Board of Directors focused on the Group’s ﬁnancial
results and forecasts, asset management, supply chain challenges,
the services business, compliance in key business processes andin major programmes, as well as efﬁciency and innovation initiatives.
It reviewed Enterprise Risk Management (“ERM”) results, export
control regulations, investor relations, compliance programme,ﬁnancial communication and dividend policy, litigations and legalrisks. The Board approved a free-share plan for all employees
along the lines of the similar plan handed out on the Company’s
10th anniversary.

Current mandates in addition to the one listed in the chart above
are set forth below:¬ Chairperson of the G30 (non-proﬁt organisation), Washington D.C.
¬ Chairman of the Board of Directors of the BRUEGEL Institute,
Washington D.C. (non-proﬁt organisation)¬ European Chairman of the Trilateral Commission (non-proﬁ torganisation)

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Following a review of lessons learned from the abandoned merger
project with BAE Systems, the Board supported management
to negotiate the renouncement by the principal shareholders of
their control rights and the establishment of the new governanceultimately approved by the extraordinary meeting of shareholders
on 27 March 2013. During the merger evaluation and thegovernance discussions, the Board protected the integrity of its
work by setting up appropriate working groups, subcommittees
and information sharing procedures to avoid risks of conﬂict ofinterest, and to shelter certain Directors from the risk of insider
knowledge. Throughout this period, the Independent Directors
composed an ad hoc Nominations Committee and played an
important role in recommending the best possible candidates forthe composition of the new Board of Directors. They refused toreceive compensation for the work on this committee and theirattendance to the numerous meetings held on this occasion.
In line with the Group’s priority to “build EADS 2.0”, the Boardof Directors repeatedly focussed on the Company’s strategy
and on supporting management to integrate Airbus Military,
Astrium and Cassidian into one Defence and Space Division, andfurthermore to enhance integration and cohesion by renaming
the Group and its Divisions using the globally recognised Airbus
brand. The Board perceives this evolution as the next logicalstep in the development of the Company. A step which afﬁrms
the predominance of commercial aeronautics in the Group andthe necessity to restructure and focus the defence and space
activities in order to reduce costs, increase proﬁtability and improve
competitiveness.

Board Evaluation 2013
The evaluation of the Board of Directors was conducted
merely ten months into its tenure, with a view to seizing
improvement opportunities, based on Director interviews by
the Corporate Secretary. The interviews covered the Board
composition, agenda, quality of discussions, board openness
and cohesiveness, chairmanship, interactions with management,
relations to stakeholders, the work of committees, performanceof ﬁduciary duties, attendance, frequency and length of meetings,
documentation. The subsequent discussion of the report by thewhole Board was action oriented. The next such report will be
entrusted to an external consultant.
Individual and collective attendance are markedly superior since
the induction of the current Board, compared to late 2012 andearly 2013, and attendance is judged satisfactory.
Primarily, the Board feels that, while it is too early to determine
its main strengths and weaknesses as a body, its composition
allows for a good standard of contributions: it is composed of highcalibre individuals, with “proven records of success”, and relevant
skills and experiences are represented, which can “produce themany angles necessary for the Company. The Directors noticed
that the proportion of gender representation is imbalanced; it also
noted that international diversity is a strength that must be fosteredfurther. Even though the new board underwent a rich induction

programme, further familiarity with aerospace and defence must
be built over time. To this end, educational sessions and site visits
are welcome, even outside of Board meetings.
Board discussions are very open, unconstrained, and there is“good chemistry” among Members, irrespective of different cultural
backgrounds. In the course of deliberations, the right balance
between discipline and spontaneity is progressively being struck,with shorter, to the point, presentations, and more time for focused
discussions and exploration of decisive questions.
The Chairman inspires trust, and is recognised for his competency
and hard work; he has established a personal relationship witheach Director separately, which is appreciated, and must be
maintained. The involvement and professionalism of the committee
chairmen is also broadly commended.
The Board feels that it is properly equipped to accomplish its
ﬁduciary duties in the interest of the Company, and under the
new governance, as one Director remarked, “the Board senses
its independence”. The sharing of roles between the Board andthe management works satisfactorily.
There is a shared view that meeting time is scarce, and must
be used effectively. Flexibility to address unplanned importantmatters, as they develop, through short additional meetings,
provides adequate relief.
In addition to mandatory items which must be given enoughtime, and protected in a forward-looking plan of Board meeting
agendas through the year, Directors are keen to explore longterm strategic issues, and to focus on detailed strategy (segment,
product, region, value chain) to shape the future portfolio; theyfavour a commercially oriented agenda with an emphasis on
risks; a list of priority issues for 2014, and beyond, was drawn: it
includes strategy, business execution, target and performance
management and organisational issues.
The timeliness of documentation delivery is crucial for the level of
Director preparation ahead of meetings, and by ricochet, for the
efﬁciency of the Board meetings. Documentation is well targeted,
although sometimes long, and its format is effective. Decisionmaking matters, as opposed to information, must be better
identiﬁed, to help channel Board thinking and discussions. A few
areas of weaker input are noted and shall be corrected. The formatof minutes was discussed, and Directors agree that they correctly
display the level of interplay and challenge inside the Board, andthe breadth of the matters discussed.
In between Board meetings, Directors ask for updates, selective
press clippings with explanation of on-going events, managementscorecards and analyst presentations.
The Members of the Executive Committee and the top layer ofthe next management level could be exposed to the Board evenmore often, through Board presentations, but also during dinners
and site visits.

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Board Committees in 2013
Following the EGM on 27 March 2013, membership on Board Committees was as follows:

Directors

Audit Committee

Remuneration & Nomination Committee

Denis Ranque (Chairman)
Thomas Enders (CEO)Mansfred Bischoff
Ralph D. Crosby
Hans-Peter Keitel
Hermann-Josef Lamberti
Anne Lauvergeon

X
ChairmanX

Lakshmi N. MittalX

Sir John Parker

ChairmanMichel Pébereau

X

Josep Piqué i CampsX

Jean-Claude Trichet
Number of meetings in 2013
Average attendance rate in 2013

X
4

3

94%

92%

Note: Status as of 31 December 2013.

Audit Committee

Remuneration and Nomination Committee

Pursuant to the Rules, the Audit Commit tee makes
recommendations to the Board of Directors on the approvalof the annual ﬁnancial statements and the interim (Q1, H1, Q3)
accounts, as well as the appointment of external auditors andthe determination of their remuneration. Moreover, the Audit
Committee has the responsibility for ensuring that the internal andexternal audit activities are correctly directed and that audit matters
are given due importance at meetings of the Board of Directors.
Thus, it discusses with the auditors their audit programme and theresults of the audit of the accounts and it monitors the adequacyof the Group’s internal controls, accounting policies and ﬁnancial
reporting. It also oversees the operation of the Group’s ERM systemand the Compliance Organisation.

Pursuant to the Board Rules, the RNC makes recommendations
to the Board of Directors regarding the appointment of Membersof the Group Executive Committee (upon proposal by the Chief
Executive Ofﬁcer and approval by the Chairman); the Company’s
Corporate Secretary; the Members of the Airbus Shareholder
Committee; and the chairmen of the Supervisory Board (or similarorgan) of other important Group member companies and Business
Units. The RNC also makes recommendations to the Board of
Directors regarding remuneration strategies and long-term
remuneration plans and decides on the service contracts and othercontractual matters in relation to the Board of Directors and Group
Executive Committee Members. The rules and responsibilities of
the RNC have been set out in the Remuneration and Nomination
Committee Charter.

The rules and responsibilities of the Audit Committee are set out
in the Audit Committee Charter.
The Chairman of the Board of Directors and the Chief Executive
Ofﬁcer are invited to attend meetings of the Audit Committee. The
Chief Financial Ofﬁcer and the Head of Controlling and Accounting
are requested to attend meetings to present management
proposals and to answer questions. Furthermore, the Head ofCorporate Audit and the Chief Compliance Ofﬁcer are requested
to report to the Audit Committee on a regular basis.
The Audit Committee is required to meet at least four times ayear. In 2013 it fully performed all of the above described duties,
and met six times. Out of these six meetings, the two meetingsof the former Audit Committee reﬂected an average attendance
rate of 75%, and the four meetings of the current Audit Committee
reﬂected an average attendance rate of 94%. The lower averageattendance rate of the former Audit Committee is explained by
the fact that some Members were excused, because of possible
conﬂicts of interest regarding the exit of certain core-shareholders
and the discussion on the share buyback.

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The Chairman of the Board of Directors and the Chief Executive
Ofﬁcer are invited to attend meetings of the RNC. The Head ofGroup Human Resources is requested to attend meetings topresent management proposals and to answer questions.
In addition to making recommendations to the Board of Directors
for major appointments within the Group, the RNC reviewed
top talents, discussed measures to improve engagement andto promote diversity, reviewed the remuneration of the Group
Executive Committee Members for 2013, the Long-Term IncentivePlan, and the variable pay for 2012. Taking into consideration the
success of ESOP since the new 2011 formula was implemented,
the RNC has also proposed to renew the same terms for the 2014
ESOP (Employee Share Ownership Plan).
The guiding principle governing management appointments in
the Group is that the best candidate should be appointed tothe position (“best person for the job”), while at the same timeseeking to achieve a balanced composition with respect togender, experience, national origin, etc. The implementation of

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these principles should, however, not create any restrictions on
the diversity within the Company’s executive management team.
The RNC is required to meet at least twice a year. In 2013, theformer RNC met once with an average attendance rate of 50%,
the current RNC met three times with an average attendance rateof 92%. The lower average attendance rate of the former RNC is
explained by the fact that some Members were excused, becauseof possible conﬂicts of interest regarding the exit of certain coreshareholders and the discussion on the share buyback.
Aside from the regular RNC, the Board of Directors establishedan ad hoc “Nomination Committee” in December 2012, which had
been charged with recommending the names of candidates to besubmitted to the EGM in March 2013 for appointment to the current
Board. This ad hoc Nomination Committee was composed of the
independent Board Members, Sir John Parker, Hermann-Josef
Lamberti, Michel Pébereau and Lakshmi Mittal, who met fourtimes, and who renounced to be remunerated for this additional
service.

Executive Committee in 2013
The Chief Executive Ofﬁcer, supported by an Executive Committee(the “Executive Committee”), is responsible for managing the
day-to-day operations of the Company. The Executive Committee,
chaired by the Chief Executive Ofﬁcer, also comprises the Headsof the major Functions and Divisions of the Group. The Executive
Committee met 5 times during 2013.
The following matters are discussed, amongst others, at the
Executive Committee meetings:¬ appointment approvals of their management teams by the headsof the Group Divisions (with the exception of the Airbus Chief
Operating Ofﬁcer);¬ investment approvals up to € 300,000,000;¬ setting up and control of the implementation of the strategy for
the Company’s businesses;¬ management, organisational and legal structure of the Group;¬ performance level of the Group’s businesses and support
functions; and¬ all business issues, including the operational plan of the Groupand its Divisions and Business Units.
The internal organisation of the Executive Committee is deﬁned
by the business allocation among the Members under thesupervision of the Chief Executive Ofﬁcer. Notwithstanding the joint
responsibilities as deﬁned above, each Member of the Executive
Committee is individually responsible for the management of his
portfolio and must abide by decisions taken by the Chief Executive
Ofﬁcer and the Executive Committee, as the case may be.
The Chief Executive Ofﬁcer endeavours to reach consensus among
the Members of the Executive Committee on the matters discussed
at the Executive Committee meetings. In the event a consensus
is not reached, the Chief Executive Ofﬁcer is entitled to decide
the matter. If there is a fundamental or signiﬁcant disagreementwith respect to any undecided matter, the dissenting Executive
Committee Member may request that the Chief Executive Ofﬁcer
submit such matter to the Chairman for his opinion.
Under the Board Rules in effect in 2013, the Executive Committee
Members were appointed by the Board of Directors on the proposalof the Chief Executive Ofﬁ cer ﬁ rst approved by the Chairman
after review by the Remuneration and Nomination Committee.
The appointment of the Executive Committee were approved asa whole team, not on an individual basis, with the exception of
the Chief Executive Ofﬁcer of Airbus, who was appointed by the
Board of Directors individually. The term of ofﬁce for the Executive
Committee Members was ﬁve years.

Composition of the Executive Committee in 2013
Name

Age

Current Term started

Term expires

Principal Occupation

Thomas Enders

55

2012

2017

Chief Executive Officer Airbus GroupFrançois Auque

57

2010

2015

EVP Space Systems, Airbus Defence and Space

Thierry Baril

49

2012

2017

Chief Human Resources Officer Airbus Group & Airbus

Jean J. Botti

57

2011

2016

Chief Technical Officer Airbus Group

Fabrice Brégier

52

2012

2017

Airbus CEO

Günter Butschek

53

2012

2017

Airbus COO

Guillaume Faury

46

2013

2018

Airbus Helicopters CEO

Bernhard Gerwert

61

2012

2017

Airbus Defence and Space CEO

Marwan Lahoud

48

2012

2017

Chief Strategy and Marketing Officer Airbus GroupJohn Leahy

63

2012

2017

Airbus COO - Customers

Sean O’Keefe

57

2010

2014

Airbus Group, Inc. CEO

Domingo Ureña-Raso

56

2009

2014

EVP Military Aircraft, Airbus Defence and Space

Harald Wilhelm

48

2012

2017

Chief Financial Officer Airbus Group & Airbus

Note: Status as of 31 December 2013. The professional address of all Members of the Executive Committee for any matter relating to EADS is Mendelweg 30, 2333 CS Leiden,
The Netherlands.

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Thomas Enders – Airbus Group CEO

Jean Botti – Airbus Group CTO

Thomas (“Tom”) Enders was appointed Chief Executive Ofﬁcer(CEO) of EADS, effective 1 June 2012, after having been CEO of
Airbus since 2007. He studied Economics, Political Science andHistory at the University of Bonn and at the University of California
in Los Angeles. Prior to joining the aerospace industry in 1991
(Messerschmitt-Bölkow-Blohm), he worked, inter alia, as a Memberof the “Planungsstab” of the German Minister of Defence. At MBB
and subsequently DASA he held various positions, including Chiefof Staff, Director of Corporate Development & Technology, andHead of Defence Systems. Following the creation of EADS in
2000, he was appointed Head of the EADS Defence and Security
Systems Division, holding this position until 2005 when he wasappointed co-CEO of EADS. Mr Enders served as President of
the BDLI (German Aerospace Industry Association) from 2005
to 2012. He has been a member of the BDI Presidential Board(German Industry Association) since 2009. From 2005 to 2009 he
was Chairman of the Atlantik-Brücke e.V. Since November 2011,
Tom Enders has served in the Business Advisory Group of UK
Prime Minister David Cameron. He has been a member of the Joint
Advisory Council at Allianz SE since January 2013.

Mr Botti was appointed Chief Technical Ofﬁcer of EADS in 2006. He
joined from General Motors, where he was Chief Technologist andthen Business Line Executive of the Delphi Powertrain business.
He started his career in 1978 as product engineer for Renault.
Mr Botti holds a degree from INSA Toulouse, an MBA from Central
Michigan University and a PhD from the Conservatoire des Arts etMétiers and completed the course of Research and Development
Management at the Massachusetts Institute of Technology (MIT).
Mr Botti is an SAE fellow as well as a Member of the French
Academy of Technology and a Member of the European Key
enabling technology Board. He holds 2 PHD honorary degrees
from University of Cardiff and University of Bath. He is memberof the “Académie de l’Air et de l’Espace” and “Chevalier de la
Légion d’honneur”.

François Auque – EVP Space Systems,
Airbus Defence and SpaceMr Auque was appointed Chief Executive Ofﬁcer of Astrium, now
merged with Cassidian and Airbus Military into Airbus Defence andSpace, in 2000. Previously, he was Chief Financial Ofﬁcer together
with Managing Director for satellites of Aerospatiale Matra after
having been Chief Financial Ofﬁcer of Aerospatiale since 1991. Hespent his earlier career with the Suez Group and the French Courdes comptes. Mr Auque graduated from École des Hautes Études
Commerciales, Institut d’Études Politiques and is an alumnus of
École Nationale d’Administration.

Thierry Baril, Airbus Group and Airbus CHRO
Mr Baril was appointed Chief Human Resources Ofﬁcer of EADS
and Airbus in May 2012. Formerly Executive Vice President Human
Resources at Eurocopter, he joined Airbus in 2007 as Executive Vice
President Human Resources and Member of the Airbus Executive
Committee. Prior in his career, he gained experience in Human
Resources matters having served in various HR positions within
Alcatel, General Electric and Alstom. Mr Baril holds a university
degree in HR Management, having graduated in 1988 from the“Institut de Gestion Sociale”.
Guillaume Faury, Airbus Helicopters CEOGuillaume Faury
was appointed CEO of Eurocopter, now Airbus Helicopters, inMay 2013. Before assuming this role, he served as Executive
Vice President for Research and Development at Peugeot S.A.
since 2009. Prior to joining Peugeot, Mr Faury spent 10 years
at Eurocopter during which he held several senior management
positions. Long committed to the aerospace industry, Mr Faury is
an aerospace engineer and a licensed ﬂight test engineer.

130 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Fabrice Brégier, Airbus CEO
Mr Brégier was appointed President and Chief Executive Ofﬁcerof Airbus in May 2012 after being its COO for six years as well as
Head of Operational performance across the Group. Previously,
he was appointed President and CEO of Eurocopter in 2003, CEO
of MBDA in 2001 and CEO of BAe Dynamics in 1998. Mr Brégier
joined Matra Défense in 1993. He is alumnus of École Polytechniqueand École des Mines.

Günter Butschek – Airbus COO
After joining Airbus in 2011 as Head of Operations, Mr Butschek
was appointed Chief Operating Ofﬁcer of Airbus and Member ofthe EADS Executive Committee in 2012. Mr Butschek spent mostof his career within Daimler AG having served several positions
in logistics, Human Resources, procurement and manufacturingin the Mercedes-Benz passenger Cars division. From 2002, healso led the Dutch entity Netherlands Car B.V., a subsidiary of
Mitsubishi and cooperation with DaimlerChrysler, and furthermore
ran Beijing Benz Automotive in China from 2005. Mr Butschek
graduated in Economics.

Guillaume Faury, Airbus Helictopers CEO
Guillaume Faury was appointed CEO of Eurocopter, now Airbus
Helicopters, in May 2013. Before assuming this role, he served as
Executive Vice President for Research and Development at Peugeot
S.A. since 2009. Prior to joining Peugeot, Mr Faury spent 10 years
at Eurocopter during which he held several senior management
positions. Long committed to the aerospace industry, Mr Faury is
an aerospace engineer and a licensed ﬂight test engineer.

Bernhard Gerwert – Airbus Defence
and Space CEO
Mr Gerwert was appointed Chief Executive Ofﬁcer of Cassidian,
now merged with Astrium and Airbus Military into Airbus Defence
and Space, in 2012. Previously, he served the Division as Memberof the Management Board, being successively appointed CEO of
Cassidian Air Systems from 2007 to 2011 and then Chief Operation
Ofﬁcer from 2011. Starting his career in 1979, Mr Gerwert held
various leadership positions in Engineering, Product Support,
Finance and project management at MBB, DASA, Dornier,

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DaimlerChrysler Aerospace and EADS. Mr Gerwert graduatedin Electrical Engineering from the University of Paderborn and in
Industrial Engineering from the University of Bielefeld.

Marwan Lahoud, Airbus Group CSMOMr Lahoud was appointed Chief Strategy and Marketing Ofﬁcer
of EADS in June 2007. Previously, he was CEO of MBDA. He
worked for Aerospatiale during the merger with Matra and as wellat the foundation of EADS. Within EADS, he served as Senior Vice
President Merger & Acquisition. Mr Lahoud is an alumnus of École
Polytechnique and graduated from the École Nationale Supérieurede l’Aéronautique et de l’Espace.

John Leahy, Airbus COO-Customers
Mr Leahy was appointed Chief Operation Ofﬁcer – Customers of
Airbus and Member of the Airbus Executive Committee in 2005,
in addition to his responsibilities as Chief Commercial Ofﬁcer of
Airbus (since 1994). In 2012, he has been appointed Member ofthe EADS Executive Committee. Mr Leahy joined Airbus North
America in 1985 after working seven years at Piper Aircraft. He
became Head of Sales in 1988 and ﬁnally President of Airbus
North America. One of Mr Leahy’s greatest achievements was toraise Airbus’ global market share from 18% in 1995 to over 50%
today. Mr Leahy holds an MBA from Syracuse University and a
BA from Fordham University.

Sean O’Keefe, Airbus Group Inc. CEO
Mr O’Keefe was appointed CEO of EADS North America, theCompany’s US subsidiary, in November 2009 and Chairman of
the Board of EADS North America in January 2012. Previously, he
was a Corporate Ofﬁcer of the General Electric Company. Before

4.1.3

joining GE, he held several public service positions as Chancellorof the Louisiana State University, NASA Administrator, Deputy
Director of the federal budget at the White House, Secretary of
the US Navy and CFO of the US Department of Defense. Between
public service appointments, he held professorships at various US
universities. Mr O’Keefe earned academic degrees from Syracuse
University and Loyola University, and has been awarded ﬁ vehonorary doctoral degrees.

Domingo Ureña Raso, Head of Military Aircraft,
Airbus Defence and SpaceAs Head of Military Aircraft, Mr Ureña-Raso is responsible forall military and unmanned aerial vehicle programmes of Airbus
Defence and Space and is Member of the EADS Executive
Committee. After having been in charge of the Power8 and “Future
EADS” programmes, he was appointed Head of Airbus Military
in 2009. Mr Ureña-Raso holds degrees from the Polytechnic
University of Madrid, from ESSEC in Paris and has an MBA.

Harald Wilhelm, Airbus Group and Airbus CFO
Mr Wilhelm was appointed Chief Financial Officer of EADS
and a Member of the EADS Executive Committee in 2012.
Simultaneously, he pursues his mission as Chief Financial Ofﬁcerof Airbus and Member of the Airbus Executive Committee (since2008). Mr Wilhelm joined Airbus in 2000, serving in various ﬁnancial
positions and being ﬁnally appointed Chief Controlling Ofﬁcer of
Airbus in 2007. Earlier in his career, he developed strong M&A
experience at DASA. Mr Wilhelm holds a degree in BusinessStudies from the University of Munich.

Dutch Corporate Governance Code, “Comply or Explain”

In accordance with Dutch law and with the provisions of the Dutch
Corporate Governance Code as amended at the end of 2008
(the “Dutch Code”), which includes a number of non-mandatory
recommendations, the Company either applies the provisionsof the Dutch Code or, if applicable, explains and gives soundreasons for their non-application. While the Company, in its
continuous efforts to adhere to the highest standards, applies
most of the current recommendations of the Dutch Code, it must,in accordance with the “apply or explain” principle, provide theexplanations below. For the full text of the Dutch Code, pleaserefer to www.commissiecorporategovernance.nl.
1. Retirement of Members of the Board of Directors.
¬ Provision III.3.6 of the Dutch Code recommends that there bea retirement schedule to avoid, as far as possible, a situation inwhich many Non-Executive Members of the Board of Directors
retire at the same time.
¬ The Company combines the advantages of a staggered
Board with the legitimate interest of shareholders to review
the performance of each and every Director periodically. Thus,

the Company aims at replacing one third of the Board every
three years, while renewing the mandate of the other eight
Members of the Board of Directors.
2. Duration of mandate¬ Provision III.3.5 of the Dutch Code recommends that there be
no more than three four-year terms for non-Executive Membersof the Board of Directors).
¬ In principal, the Company does not limit the number ofconsecutive terms in ofﬁce of a Director. However, since theCompany aims at replacing about one third of the Board
Members every three years, and since the term of appointment
is no longer than three years, the Company should comply
with the Dutch Code.
3. Vice-chairmanship¬ Provision III.4.1(f) of the Dutch Code recommends the electionof a Vice-Chairman, to deal with the situation when vacancies
occur.
¬ The Board of Directors is headed by the Chairman of theBoard of Directors. In case of dismissal or resignation of the

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Chairman, the Board of Directors shall immediately designate a
new Chairman. There is therefore no need for a Vice-Chairman
to deal with the situation when vacancies occur.
4. Termination indemnity¬ Provision II.2.8 of the Dutch Code recommends that the
maximum remuneration in the event of dismissal be one year’ssalary, and that if the maximum of one year’s salary would
be manifestly unreasonable for an Executive Board Member
who is dismissed during his ﬁrst term of ofﬁce, such Board
Member be eligible for severance pay not exceeding twice
the annual salary.
¬ The Company foresees a termination indemnity for the Chief
Executive Ofﬁcer equal to one and a half times the annual
total target salary in the event that: the Board of Directors has
concluded that the Chief Executive Ofﬁcer can no longer fulﬁlhis position as a result of change of the Company’s strategy or
policies or as a result of a change in control of the Company.
The termination indemnity would be paid only provided that theperformance conditions assessed by the Board of Directors
would have been fulﬁlled by the Chief Executive Ofﬁcer.
5. Securities in the Company as long-term investment¬ Provision III.7.2 of the Dutch Code recommends that NonExecutive Directors who hold securities in the Company should
keep them as a long-term investment. It does not obligate
Non-Executive Directors to own shares.
¬ The Company does not require its Non-Executive Directors
who hold shares in its share capital, to keep such shares asa long-term investment. Although Non-Executive Directors
are welcome to own shares of the Company, the Company
considers it is altogether unclear whether share ownershipby Non-Executive Directors constitutes a factor of virtuousalignment with stakeholder interest or maybe a source of bias
against objective decisions.

4.1.4

6. Dealings with analysts¬ Provision IV.3.1 of the Dutch Code recommends meetings
with analysts, presentations to analysts, presentations toinvestors and institutional investors and press conferences
shall be announced in advance on the Company’s website andby means of press releases. In addition, it recommends thatprovisions shall be made for all shareholders to follow thesemeetings and presentations in real time and that after the
meetings the presentations shall be posted on the Company’s
website.
¬ The Company does not always allow shareholders to follow
meetings with analysts in real time. However, the Company
ensures that all shareholders and other parties in the ﬁnancial
markets are provided with equal and simultaneous information
about matters that may inﬂuence the share price.
7. Gender Diversity¬ Pursuant to the Bill on Management and Supervision that wasenacted on 1 January 2013, a Board of Directors is composedin a balanced way if it contains at least 30% women and at
least 30% men. The contemplated balance of the compositionof the Board of Directors shall as much as possible be taken
into account at, among others, new appointments andrecommendations.
¬ The Company does not comply with these composition
guidelines yet. With the election of the ﬁ rst woman to theCompany’s Board of Directors at the EGM in March 2013,
the Board today contains 8% women. The Company is pleased
with this development but not satisﬁed with its extent andwill continue to promote gender diversity within its Boardof Directors by striving to increase the proportion of female
Directors.

Enterprise Risk Management System

Risk and opportunity management is of paramount importance to
the Company, given the complex and volatile business environment
in which the Company operates. A comprehensive set of risk andopportunity management procedures and activities across theCompany makes up the Company’s Enterprise Risk Management(“ERM”) system.

The Board of Directors and the Company’s top management regard
ERM as a key management process to steer the Company andenable management to effectively deal with risks and opportunities.
The advanced ERM capabilities and organisation that the Company
is seeking to progressively implement can provide a competitive
advantage to the extent they successfully achieve the following:

The objective of the ERM system is to create and preserve value
for the Company’s stakeholders. It is designed and operated toeffectively identify potential events that may affect the Company,
manage risk to be within the defined risk tolerance, identify
and manage opportunities, and provide reasonable assurance
regarding the achievement of targets. To achieve this, the Company
seeks to have one integrated, consistent, comprehensive, efﬁcientand transparent ERM system, using the same understanding,practice and language. It seeks to embed the risk management
philosophy into the Company culture, in order to make risk andopportunity management a regular and everyday process for
employees.

¬ Strategy: the selection of high level strategic objectives,supporting the Company’s vision and consistent with risk
appetite;¬ Operations: the effectiveness and efﬁciency of operations andresource allocation; the delivery of products on time and inaccordance with cost and quality objectives; the capability toachieve performance and ﬁnancial targets; the implementationof risk-enabled decisions and managerial processes;¬ Reporting: reliability of reporting, in particular ﬁnancial reporting;and¬ Compliance: compliance with applicable laws and regulations.

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4.1.4.1 ERM Process

4.1.4.2 ERM Governance and Responsibility

The objectives, principles and process for the ERM system as
endorsed by the Board of Directors are set forth in the Company’s
ERM Policy and communicated throughout the Group. The
Company’s ERM Policy is supplemented by various manuals,
guidelines, handbooks, etc. The ERM system is based on theInternal Control and Enterprise Risk Management Frameworkof the Committee of Sponsoring Organisations of the Treadway
Commission (COSO II). External standards that contribute to theCompany’s ERM system include the Internal Control and ERM
frameworks of COSO, as well as industry-speciﬁc standards as
deﬁned by the International Standards Organisation (ISO).

The governance structure and related responsibilities for the ERM
system are as follows:

The ERM system comprises an integrated hierarchical bottom-up
and top-down process to enable better management andtransparency of risks and opportunities. At the top, the Boardof Directors and the Audit Committee discuss major risks andopportunities, related risk responses and opportunity capture
as well as the status of the ERM system, including signiﬁcantchanges and planned improvements. This is based on systematicbottom-up information including management judgement. The
results are then fed back into the organisation. The design of the
ERM system seeks to ensure compliance with applicable laws
and regulations with respect to internal control (“IC”) and risk
management (“RM”), addressing both subjects in parallel.
The ERM process consists of four elements: the operational
process, which consists of a sequence of eight consistent,
standardised components to enhance operational risk andopportunity management; the reporting process, which contains
procedures for the status reporting of the ERM system and therisk / opportunity situation; the compliance process, which
comprises procedures to substantiate the assessment of theeffectiveness of the ERM system; and the support process, which
includes procedures to increase the quality and provide further
substantiation of the quality of the ERM system.
The ERM process applies to all possible sources of risks andopportunities, with both internal and external sources, quantiﬁable
and unquantiﬁable, potentially affecting the Company in the short-,
middle- and long-term. It also applies to all of the Company’sbusinesses, activities and departments. Management at eachlevel discusses ERM when they run the business, as part of theirdecision-making and related activities. Accordingly, the ERM
process is part of the management process and interrelated withother processes. The details of application of the ERM process
vary with the risk appetite of management and the size, structureand nature of the organisational unit, programme / project,department or process. Nonetheless, the fundamental principlesof the Company’s ERM Policy generally apply.
For a discussion of the main risks to which the Group is exposed,
see “— Risk Factors”.

¬ the Board of Directors supervises the design and effectivenessof the ERM system including management actions to mitigate therisks inherent in the Company’s business activities. It discusses
the major risks at least quarterly based on ERM reporting or
as required depending on development of business risks. It is
supported by the Audit Committee, which discusses at least
yearly the activities with respect to the operation, design andeffectiveness of the ERM system, as well as any signiﬁ cantchanges and planned improvements prior to presentation to
the full Board of Directors;¬ the Group’s Chief Executive Officer, backed by the Group
Executive Committee, is responsible for an effective ERM system,
the related internal environment (i.e. values, culture) and risk
philosophy. He is supported by the Group’s Chief Financial
Ofﬁcer who supervises the Group Chief Risk Ofﬁcer and the
ERM system design and process implementation;¬ the Group’s Chief Risk Ofﬁcer has primary responsibility for the
ERM strategy, priorities, system design, culture development andreporting tool. He supervises the operation of the ERM system
and is backed by a dedicated risk management organisation on
Group and Division level, which actively seeks to reduce overallrisk criticality. This risk management organisation is networked
with the risk owners on the different organisational levels andpushes for a proactive risk management culture; and¬ the executive management of the Divisions, Business Units
and Headquarters’ departments assume responsibility for theoperation and monitoring of the ERM system in their respective
area of responsibility. They seek to ensure transparency andeffectiveness of the ERM system and adherence to its objectives.
They take responsibility for the implementation of appropriate
response activities to reduce probability and impact of risk
exposures, and conversely for the implementation of appropriate
responses to increase probability and impact of opportunities.

4.1.4.3 ERM Effectiveness
The Company’s ERM system needs to be effective. The Company
has established recurring ERM self-assessment mechanisms, tobe applied across the Company. This seeks to allow the Company
to reasonably assure the effectiveness of its ERM system. The
ERM effectiveness assurance comprises:¬ ERM process: needs to be present and functioning throughout
the Company without any material weaknesses and needs tofulﬁl the Company’s ERM Policy requirements;¬ Risk appetite: needs to be in accordance with the Company’srisk environment;¬ ERM IC system: needs to have an effective IC system for the
ERM process in place.

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For the coverage of all of its activities, the Company has deﬁned
20 high level business processes. In order to achieve ERM
effectiveness, the ERM process as an overlaying process must
be an integral part of these business processes. ERM effectivenessis assured if the achievement of the ERM process objectives issecured by adequate ERM controls which are operating effectively
throughout the organisation and are within the respective risk
appetite level.

Operating effectiveness is measured inter alia by assessing any
potential major failings in the ERM system which have been
discovered in the business year or any signiﬁcant changes madeto the ERM system.

The combination of the following controls is designed to achieve reasonable assurance about ERM effectiveness:

Organisation

ERM control with explanations

Board of Directors / Audit Committee

Regular monitoring
The Board of Directors and the Audit Committee review, monitor and supervise the ERM system.

Top Management

ERM as part of the regular divisional business reviews
This control is an important step of the ERM compliance process. All results of the operational risk management
process, self-assessment and confirmation procedures are presented by the Divisions or Business Units to top
management and discussed and challenged at Group CEO / CFO level.

Management

ERM confirmation letter procedure
Entities and processes / department heads that participate in the annual ERM compliance procedures need to sign
ERM confirmation letters, especially on internal control effectiveness and deficiencies or weaknesses. The scope ofparticipants is determined by aligning coverage of the Company business with management’s risk appetite.

ERM department

ERM effectiveness measurement
Assess ERM effectiveness by performing operational risk management for the ERM process, benchmarks, etc.

Corporate Audit

Audits on ERM
Provide independent assurance to the Audit Committee on the effectiveness of the ERM system.

Compliance

Alert System
Provide evidence for deficiencies of the ERM system.

4.1.4.4 Developments in 2013 and Outlook

4.1.4.5 Board Declaration – Limitations

Today, companies are operating in a more volatile risk environment
than ever before. Mature risk management capabilities are
therefore more critical, more strategic and overall more valuable.
The Company seeks to deploy its ERM system effectively acrossthe Group in order to mitigate risk and drive competitive advantage,and invests accordingly. The design of its ERM system has
evolved towards a more homogeneous and performance-oriented
management tool that is integrated into the business, with thefollowing major achievements in 2013:

The Board of Directors believes to the best of its knowledge thatthe internal risk management and control system over ﬁnancial
reporting has worked properly in 2013 and provides reasonableassurance that the ﬁnancial reporting does not contain any errorsof material importance.

¬ regular monitoring took place by the Board of Directors / Audit
Committee: four times per year monitoring by the Board of
Directors of the top risks and opportunities; yearly monitoringby the Audit Committee each January of the operation, designand effectiveness of the ERM system;¬ strengthening of ERM foundations, with a progressive
appreciation of ERM processes and development of a true risk
culture;¬ further roll-out of a dedicated group-wide ERM IT tool;¬ strong ERM contribution to improvement initiatives launchedacross the Group; and¬ successful ﬁnalisation of year-end ERM compliance process,i.e. ERM conﬁrmation letters were received from all relevant riskowners in Divisions, Business Units and Business Functions.
Generally, the Company seeks to continuously evaluate and improve
the operating effectiveness of the ERM system. The Company
will continue to use the recommendations from the Internal Audit
department, which regularly reviews risk management of selected
departments and business processes, to further strengthen its
ERM system.

134 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

No matter how well designed, all ERM systems have inherent
limitations, such as vulnerability to circumvention or management
overrides of the controls in place. Consequently, no assurance canbe given that the Company’s ERM system and procedures are or
will be, despite all care and effort, entirely effective.

4.1.4.6 Business Processes Coveredby the ERM System
Based on the Company’s activities, 20 high-level businessprocesses have been identiﬁed within the Company. They are
categorised into core processes (research and development,
production, sales, after-sales and programme management),
support processes (corporate sourcing, Human Resources,
accounting, fixed assets, treasury, information technology,
mergers and acquisitions, legal and insurance) and management
processes (strategy, corporate audit, controlling, compliance,risk management and management controls). These businessprocesses, together with the corresponding ERM processes, aredesigned to control process risks that have signiﬁcant potential
to affect the Group’s ﬁnancial condition and results of operations.
Below is a description of the main business processes at therespective headquarters’ level which were in place during 2013.

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Accounting
At the core of the Company’s ERM system are accounting
processes and controls designed to provide reasonable assurance
regarding the reliability of ﬁnancial reporting and the preparationof ﬁnancial statements and other ﬁnancial information used bymanagement and disclosed to the Company’s investors and otherstakeholders. The integrated approach to planning and reporting
aims to improve internal communication and transparency acrossdepartments and organisational units within the Company.
The Company ﬁnancial control model deﬁnes the planning andreporting procedures that apply to all operational units of theGroup, as well as the responsibilities of the Chief Financial Ofﬁcer,
who is charged with developing, implementing and monitoringthese procedures. Among the Chief Financial Ofﬁcer’s primarytasks is oversight of the preparation of the Consolidated Financial
Statements of EADS N.V., which are prepared under the directsupervision of the Chief Accounting Ofﬁcer (“CAO”). The CAO is
responsible for the operation of the Group’s consolidation systems
and rules and for the deﬁnition of group-wide accounting policies
which comply with IFRS, reporting rules and ﬁnancial guidelines inorder to ensure the consistency and quality of ﬁnancial information
reported by the Divisions and Business Units. The Company’s
accounting policies are set out in a written accounting manual,
which is agreed with the Company’s external auditors. Changes to
the Company’s accounting manual require approval by the CAO,
and, where signiﬁcant changes are involved, the Chief Financial
Ofﬁcer or the Board of Directors (based upon the advice of the
Audit Committee).
Control of the ﬁ nancial planning and reporting processes isachieved not only through the development of group-wideaccounting systems and policies, but also through an organised
process for providing information from the reporting units on atimely basis as an up-to-date decision-making tool to control theoperational performance of the Group. This information includes
regular cash and treasury reports, as well as other ﬁ nancial
information used for future strategic and operative planning andcontrol and supervision of economic risks arising from the Group’s
operations. The Divisional Chief Financial Ofﬁcers frequently meetwith the CAO and his responsible staff to discuss the ﬁnancial
information generated by the Divisions.
Prior to being disclosed to the public and subsequently submitted
for approval to the shareholders, the consolidated year-end
financial statements are audited by the Company’s external
auditors, reviewed by the Audit Committee and submitted forapproval by the Board of Directors. A similar procedure is used forthe semi-annual and quarterly closing. Group auditors are involved
before the Company’s ﬁnancial statements are submitted to theBoard of Directors.

Treasury
Treasury management procedures, deﬁned by the Company’s
Central Treasury department at Group headquarters, enhance
management’s ability to identify and assess risks relating toliquidity, foreign exchange rates and interest rates. Controlledsubsidiaries fall within the scope of the centralised treasury
management procedures, with similar monitoring procedures
existing for jointly controlled afﬁliates, such as MBDA.
Cash management. The management of liquidity to support
operations is one of the primary missions of the Company’s Central
Treasury department. Regular cash planning, in conjunction with
the Planning / Reporting department, as well as monthly cash
reporting by the Central Treasury department, provide managementwith the information required to oversee the Group’s cash proﬁleand to initiate necessary corrective action in order to ensure overallliquidity. To maintain targeted liquidity levels and to safeguard cash,
the Company has implemented a cash pooling system with daily
cash sweeps from the controlled subsidiaries to centrally managed
accounts. Payment fraud prevention procedures have been deﬁned
and communicated throughout the Group. For management ofcredit risks related to ﬁnancial instruments, see “— Notes to theConsolidated Financial Statements (IFRS) — Note 34a: Financial
risk management”.
Hedge management. Commercial operations generate material
foreign exchange and interest rate exposures. A Group hedging
policy is deﬁned and updated regularly by the Board of Directors. In
order to ensure that all hedging activity is undertaken in line with theGroup hedging policy, the Company’s Central Treasury department
executes all hedging transactions. The Central Treasury department
conducts on-going risk analysis and proposes appropriate
measures to the Divisions and Business Units with respect toforeign exchange and interest rate risk. Subsidiaries are required to
calculate, update and monitor their foreign exchange and interest
rate exposure with the Company’s Central Treasury department on
a monthly basis, in accordance with deﬁned treasury procedures.
See “— Management’s Discussion and Analysis of Financial
Condition and Results of Operations — 2.1.7 Hedging Activities”.
Sales ﬁnancing. In connection with certain commercial contracts,
the Company may agree to enter into sales ﬁnancing arrangements.
In respect of sales ﬁnancing at Airbus, an annual sales ﬁnancing
budget is deﬁned as part of the Company’s operative planning
process. Sales ﬁnancing transactions are approved on a case-bycase basis with the involvement of top management, in line withcertain risk assessment guidelines and managed by a group-wide
integrated organisation.

Sales
Commercial contracts entered into by the Company’s operating
subsidiaries have the potential to expose the Group to signiﬁcant
financial, operational and legal risks. To control these risks,management has implemented contract proposal review
procedures that seek to ensure that the Company does not enter
into material commercial contracts that expose it to unacceptablerisk or are not in line with the Group’s overall objectives. These
procedures include (i) Board of Directors-approved thresholds
and criteria for determining the risk and proﬁtability proﬁles and(ii) a mandated pre-approval process for contracts deﬁned as“high-risk”. Contracts falling within the deﬁned threshold categories
require approval by the respective Divisional Chief Financial Ofﬁcer.

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Contracts that are deemed “high-risk” and exceed certain thresholds
must be submitted to a standing Commercial Committee (withthe Chief Financial Ofﬁcer and the Chief Strategy and MarketingOfﬁcer serving as Chairmen, and a possible escalation to the Chief
Executive Ofﬁcer when needed). This committee is responsible
for reviewing the proposal and giving recommendations whennecessary, based on which the concerned Business Unit is allowed
to remit its offer. In the case of Airbus, due to the nature andsize of its business, contracts are approved in accordance with
Airbus’ own corporate governance policy based on the Company’s
guidelines which follow the same principle, with participation of
the Company. In general, where the Company’s shares control
of a subsidiary with a third party, the Commercial Committee is
responsible for developing the Company’s position on proposedcommercial contracts.

Legal
The Company is subject to myriad legal requirements in eachjurisdiction in which it conducts business. The mission of theCompany’s Legal department, in coordination with the Division
and Business Unit legal departments, is to actively promote anddefend the interests of the Group on all legal issues and to ensure
its legal security at all times. By carrying out this mission it is
responsible for implementing and overseeing the procedures
designed to ensure that the Company’s activities comply with allapplicable laws, regulations and requirements. It is also responsible
for overseeing all major litigation affecting the Group, includingIntellectual property.
The Company’s Legal department, together with the Corporate
Secretary, also plays an essential role in the design and administrationof (i) the Company’s corporate governance procedures and (ii) the
legal documentation underlying the delegation of powers andresponsibilities which deﬁne the Company’s management and its
internal control environment.

Corporate Audit
The Company’s Corporate Audit department, reporting to the CEO,provides indepent assurance to the Executive Committee andAudit Committee Members based upon a risk-oriented approved
annual audit plan. The Corporate Audit department (i) reviews

4.1.5

the achievement of the Group’s strategic, ﬁnancial or operational
objectives, (ii) reviews the reliability and integrity of Group reporting,(iii) reviews the effectiveness of the ERM system, (iv) reviews the
efﬁciency and effectiveness of selected processes, entities orfunctions and (v) reviews compliance with laws, regulations, Group
guidelines and procedures. Corporate Audit also conducts ad hoc
reviews, performed at the request of management. In 2011, theInstitut français de l’audit et du contrôle internes (IFACI) reviewed
the Corporate Audit department and certiﬁed that it fulﬁlled therequirements of the International Professional Practices Framework.
Corporate Audit also includes a team of forensic experts in chargeof conducting investigations of compliance allegations.

Corporate Sourcing
The performance of the Company is to a large extent determinedthrough its supply chain. Therefore, sourcing is a key lever for theCompany in its marketplace.
The Company’s size and complexity requires a common approachto maximise market levers and to avoid inefficiencies in the
procurement process. To help ensure that sourcing is carried out
in the most effective, efﬁcient and ethical manner, a set of common
procurement processes, which support a common sourcing
strategy and ultimately the Group strategy and vision, is deﬁned
by the head of Corporate Sourcing and the Chief Procurement
Ofﬁcers Council.
The common approach and processes are then implemented
and optimised across all Divisions through the sourcing
networks. These sourcing networks comprise representatives
from all Divisions. They are tasked by the Company’s Chief
Procurement Ofﬁcers Council to deﬁne and roll out across theCompany’s strategic sourcing topics such as Supplier RelationshipManagement, Common Processes and Tools, Global Sourcing,
Joint Procurement, Compliance, Corporate Social Responsibility,
and Procurement Performance Management. The procurement
processes are regularly reviewed by means of performanceindicators, audits and self-assessments and thus consistently
challenged and optimised.

Ethics and Compliance
See “— 4.1.5 Ethics and Compliance Organisation” below.

Ethics and Compliance Organisation“Within the Airbus Group, it’s not just our results that matter – it’s theway we achieve them” as our CEO has stated it. The Group Ethics& Compliance Programme (the “Group E&C Programme”) seeks
to ensure that Group business practices conform to applicablelaws and regulations as well as to ethical business principles andto establish a culture of integrity. We believe that such a culture
helps us sustain the Group’s global competitiveness.
There are two foundation documents in the Group E&C Programme:the “Standards of Business Conduct” which were revised in 2013
and “Our Integrity Principles” which summarises the Group’s 6

136 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

key Ethics & Compliance commitments and which was rolled
out group-wide to each individual employee in 2013 by his / hermanager.
The Group E&C Organisation balances proximity to day-today business activities with the necessary independence.
Hence, the Group SVP Ethics & Compliance Officer (“ECO”),
who is appointed by the Board of Directors, reports both to
the Group Chief Executive Officer and the Audit Committee
while the Divisions’ Ethics & Compliance Officers report bothto Division CEO and the Group ECO. Each Division E&C Officer

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4.1 Management and Control

runs a Divisional E&C Organisation that is embedded within thebusiness through a network of E&C representatives. In 2013,
we enlarged our footprint of E&C representatives and they are
now present in all functions and locations of the Business. They
are the voice and the face of our E&C Programme to help us
build an E&C culture. In 2013, we also extended the breadthof the Group E&C Programme by appointing E&C Managers infour key Countries: Brazil, Russia, India, and Saudi. One is tobe hired in China in 2014. The Country E&C Managers reportto the ECO.
At Group level, dedicated Compliance Risks Officers are
empowered to issue standards applicable throughout the Group,
test effectiveness and control adherence. The Group International

Compliance Ofﬁ ce addresses corruption and bribery risks. The
Group Export Compliance Ofﬁ ce ensures that the activities of
the Group comply with all relevant export control rules and with
the internal “sensitive countries” policy. The Group Procurement
Compliance Ofﬁ cer supervises compliance in the supply chain
while the Group Data Protection Compliance Ofﬁcer is in chargeof data privacy risk.
These Compliance Risks Officers manage a network of morethan 100 risks specialists that are embedded in the Divisions
within the Business.
Like previous years, E&C was a top priority for the Group in 2013
and the E&C Organisation had a set of objectives. Similarly, eachof our Executives had E&C objectives to meet.

Our E&C Cycle includes the following steps which are put in motion by empowered E&C Resources:

Risks Assessed& Mitigation Plan
AdoptedEarly Detection& Full Remediationof Breaches

Empowered
Ethics &Compliance
Resources

User-friendly
Policies,
Processes & Tools
adaptedEffective
communication& Training

Employees, customers, suppliers, and third-party intermediaries
are encouraged to freely share their E&C concerns with theManagement or with E&C Resources. While we have a nonretaliation principle, we recognise that a conﬁ dential channel
for reporting may be useful and we have an alert system called
OpenLine. Subject to local legal restrictions, OpenLine is available
to employees of controlled entities in France, Germany, Spain andthe UK. In 2013, it was extended to Australia, Brazil and Canada.
It will be extended to China, Mexico and Saudi Arabia in 2014.
The Group ECO reports to the Audit Committee on complianceallegations twice a year. The report contains details on Groupsignificant compliance allegations, including the allegations
described above under “— 1. Information on Group’s

Activities — 1.1.9 Legal and Arbitration Proceedings”. As a matterof transparency and to leverage on lessons learned, this report isshared with the top management.
In 2013, the Group was audited by an external veriﬁcation company
called ETHIC Intelligence on its anti-corruption programme andwas certiﬁed.
Like in previous years, in 2013 the Group participated to various
collective actions on Ethics and Compliance and Anti-Corruption
in forums such as the Global Compact 10 th Principle and theInternational Forum for Business Ethical Conduct (IFBEC). IFBEC isa sectorial association that develops global Ethics and Compliancestandards in the Aerospace and Defence industry. In 2013, theGroup chaired IFBEC.

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4.2 Interests of Directors and Principal Executive Ofﬁ cers

4.2 Interests of Directors and Principal
Executive Ofﬁcers
4.2.1

Remuneration Policy

The Company’s Remuneration Policy covers all Members of theBoard of Directors: the CEO (who is the only Executive Director)
and the rest of the Board (which is comprised of Non-Executive
Directors).
It should be noted that although the Policy relating to executive
remuneration only refers to the CEO, these principles are also
applied to the other Members of the Group Executive Committee,
who do not serve on the Board of Directors, and to a large extent
to all executives across the Group. Upon proposal by the CEO,the RNC analyses and recommends, and the Board of Directors
decides the remuneration of the Members of the Group Executive
Committee.
For the changes to the Remuneration Policy that will be proposed
for adoption by the 2014 general meeting of shareholders, see“— 4.2.1.3 — Proposed Amendments to the Remuneration Policy”.
To see how the Remuneration Policy was applied in 2013 in respectof the CEO (the only Executive Member of the Board of Directors) (1),see “— 4.2.1.4 — Implementation of the Remuneration Policy in
2013: CEO”.
To see how the Remuneration Policy was applied in 2013 in respectof the non-Executive Members of the Board of Directors, see“— 4.2.1.5 — Implementation of the Remuneration Policy in 2013:
Non-Executive Fees”.

4.2.1.1 Executive Remuneration – Applicableto the CEO

The Board of Directors and the RNC are committed to making
sure that the executive remuneration structure is transparent andcomprehensible for both executives and investors, and to ensurethat executive rewards are consistent and aligned with the interestsof long-term shareholders.
Before setting the targets to be proposed for adoption to the Boardof Directors, the RNC considers the ﬁnancial outcome scenarios ofmeeting performance targets, as well as of maximum performanceachievements, and how these may affect the level and structureof the executive remuneration.

b) Total Direct Compensation and Peer GroupThe Total Direct Compensation for the CEO comprises a Base
Salary, an Annual Variable remuneration (“VR”) and a Long-Term
Incentive Plan (“LTIP”). The three elements of the Total Direct
Compensation are each intended to comprise 1/3 of the total,
assuming the achievement of performance conditions is 100%of target.
The level of Total Direct Compensation for the CEO is targetedat the median of an extensive peer group. The benchmark isregularly reviewed by the RNC and is based on a peer groupwhich comprises:¬ global companies in Airbus Group’s main markets (France,
Germany, Spain, UK and US); and¬ companies operating in the same industries as Airbus Group
worldwide.

a) Remuneration Philosophy
The Company’s Remuneration philosophy has the objectiveof providing remuneration that will attract, retain and motivate
high calibre executives, whose contribution will ensure that theCompany achieves its strategic and operational objectives,
thereby providing long-term sustainable returns for all
shareholders.

(1) The cumulated remuneration of all Executive Committee Members is presented in the ﬁnancial notes nr 36.

138 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

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4.2 Interests of Directors and Principal Executive Ofﬁ cers

The elements of the Total Direct Compensation are described below:

Remuneration Element
Base Salary

Annual Variable Remuneration(VR)

Long-Term Incentive Plan (LTIP)

Main drivers

Performance Measures

Target and Maximum

Reflects market value of position.

Not applicable

1/3 of Total Direct Compensation(when performance achievement
is 100% of target)

Rewards annual performancebased on achievement of company
performance measures and individual
objectives.

Rewards long term commitment
and company performance, andengagement on financial targets, overa five year period.

Collective (50% of VR): divided
between EBIT* (45%); FCF (45%) and
RoCE (10%).
Individual (50% of VR): Achievementof annual individual objectives, divided
between Outcomes and Behaviour.

Vesting ranges from 0% to 150%
of initial grant, subject to cumulative
performance over a three-year
period. In principle, no vesting
if cumulative negative EBIT*. If EBIT*
is positive, vesting from 50% to 150%
of grant based on EPS (75%)
and Free Cash Flow (25%)

The VR is targeted at 100% of Base
Salary for the CEO and, dependingon the performance assessment,
ranges from 0% to 200% of target.
The VR is capped at 200%of Base Salary.
The original allocation to the CEOis capped at 100% of Base Salaryat the time of grant.
The overall pay-out is capped
at a maximum 250% of theoriginal value at the date of grant.
The value that could result fromshare price increases is capped at200% of the reference share priceat the date of grant.

SCENARIOS CEO TOTAL DIRECT COMPENSATION
Indications are in million euro.

Below Threshold“Below Threshold” includes annual base Salary;
Annual Variable Remuneration at 0%; LTIP not vesting.
Target“Target” includes Base Salary, Annual Variable
Remuneration at target and LTIP grant face value.

Maximum
01
Base Salary

2

3

4

5

Variable Remuneration (VR)

6

7

8

9

“Maximum” includes Base Salary; maximum Annual
Variable Remuneration value (200%); LTIP grant
projected at vesting date (250%).

Long-Term Incentive (LTIP)c) Base Salary
The Base Salary of the CEO is determined by the Board of Directors,
taking into account the peer group analysis mentioned above.

d) Annual Variable Remuneration
The VR is a cash payment that is paid each year, depending on
the achievement of speciﬁc and challenging performance targets.
The level of VR for the CEO is targeted at 100% of Base Salary; itis capped at a maximum level of 200% of Base Salary. The entire
VR is at-risk, and therefore if performance targets are not achieved
sufﬁciently, no VR is paid.

The performance measures that are considered when awarding
the VR to the CEO are split equally between Common Collective
performance measures and Individual performance measures.

Common Collective Component
The Common Collective component is based on EBIT* (45%), free
cash ﬂow (45%) and RoCE (10%) objectives. Each year, the Airbus
Group Board of Directors sets the goals for these key value drivers
at Group and Division levels. The Common Collective ﬁnancial
targets relate closely to internal planning and to guidance given
to the capital market (although there may be variations therefrom).

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4.2 Interests of Directors and Principal Executive Ofﬁ cers

To calculate the Common Collective annual achievement levels,
actual EBIT*, free cash ﬂow and RoCE performance are comparedagainst the targets that were set for the year. This comparison
forms the basis to compute achievement levels, noting that theactual EBIT*, free cash ﬂow, and RoCE levels are occasionallyadjusted for a limited number of factors which are outside
management control (such as certain foreign exchange impacts or
unplanned Merger and Acquisition activities). The RNC’s intention
is to ensure ambitious ﬁnancial targets and to incentivise the CEO’scommitment to meeting these targets.

FCF (Free Cash Flow)
Annual, M€ (45%)

EBIT (Earnings before Interest & Tax)
Annual, M€ (45%)¬ Measures cash generation¬ Driven by cash provided / used for operating,ﬁnancing, and investment activities¬ Measures proﬁtability¬ Driven by revenues and operating
expenses

Airbus Group
Executives
CommonCollective
Financial
Targets

RoCE
Annual, % (10%)¬ Measures how much proﬁt is generated by
the capital invested in the business¬ Driven by operational and capital efﬁciency

Individuale) Long-Term Incentive Plan

The Individual element focuses on outcomes and b ehaviour.
Individual Performance is assessed in these two importantdimensions:

For the CEO, the Company’s current LTIP is comprised only of
Performance Units. One Unit is equal in value to one Company
share.

¬ outcomes encompass various aspects of what the CEO can do
to contribute to the success of the business: speciﬁc businessresults he helps achieve, projects he drives and processes
he helps improve. The individual targets of the CEO arecomprehensive and shared with all employees via the Company
Top Priorities.
¬ behaviour refers to the way results have been achieved, whichis also critical for long term success: how the CEO and Boardof Directors work as a team, how the CEO leads the Group
Executive Committee, quality of communication, encouragementof innovation, etc. A speciﬁc part of the Behaviour assessment
relates to ethics, compliance and quality issues.

140 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

The Board of Directors has the discretion, subject to shareholder
approval at the 2014 Annual General Meeting of Shareholders, toreplace all or part of future LTIP allocations with substantially similar
instruments, such as performance shares or other equity-related
allocations. As with the Performance Units, the value of the CEO’s
LTIP allocations would continue to be capped as a percentage
of Base Salary at the date of grant and be subject to comparable
performance conditions.

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4.2 Interests of Directors and Principal Executive Ofﬁ cers

Performance Units
Performance Units are the long-term equity-related incentive
awards that are currently granted to the CEO. LTIP awards are
granted each year. Each grant is subject to a three-year cumulative
performance objective. At the end of the three-year period, thegrant is subjected to a performance calculation to determine
whether and to what extent it should vest. Depending on continued
employment, grants will vest in four tranches, the payment of whichtakes place approximately 6, 12, 18 and 24 months following theend of the performance period.

GRANT Date:
Cumulative Earnings per Shareand Free Cash Flow targets
set for 2014-16

2013

PERFORMANCE calculation
determines the number ofunits that may vest

2014

2015

2016

Performance period
for cumulative Earnings per Shareand Free Cash Flow

At the date of grant, the CEO must decide what portion of theallocation (subject to the performance calculation) will be released
as cash payments and what portion will be converted into shares.
At least 25% (and up to 75%) of the award must be deferred intoshares, and will only be released on the last (fourth) vesting date.
For each payment in cash, one unit is equal to the value of one
Company share at the time of vesting. The Company’s share value
is the average of the opening share price, on the Paris Stock
Exchange, during the twenty trading days preceding and including
the respective vesting dates. For the conversion into shares, one
unit corresponds to one Company share.
For the CEO, the performance unit allocation is capped – at thetime of grant – at 100% of Base Salary. The number of units thatvest can vary between 0% and 150% of the units granted. The
level of vesting is subject to the following performance measures:¬ 0-50% of the allocation: this element of the performance unit
award will vest unless the Group reports negative cumulated
EBIT* results. In this case the Board of Directors has thediscretion to review the vesting of this portion of the performance
unit award.
¬ 50-150% of the allocation: this element of the performance unit
award vests based on one performance criteria: cumulative
Earnings Per Share. Starting with the 2013 plan, the Company
proposes that this element be based on two performance
criteria: cumulative Earnings Per Share (75%) and cumulative
Free Cash Flow (25%).
The vesting of Performance Units is subject to the following
maximum caps:¬ The maximum level of vesting is 150% of the number of units
granted.
¬ The value that could result from share price increases is capped
at 200% of the reference share price at the date of grant.
¬ The overall pay-out is capped at 250% of the value at the dateof grant.

2017

2018

Grants VEST in 4 tranches= 4 payment datesf) Share Ownership Guideline
The Board of Directors has established a share ownershipguideline pursuant to which the CEO is expected to acquireCompany shares with a value equal to 200% of Base Salary andto hold them throughout his tenure.

g) Benefits
The beneﬁts offered to the CEO comprise a company car andaccident insurance. Travel cost reimbursements are based on the
Company travel policy as applicable to all employees.

h) Retirement
The CEO is entitled to a retirement beneﬁt. The Company’s policy
is to provide a pension at retirement age that equals 50% ofBase Salary, once the CEO has served on the Group Executive
Committee for ﬁve years. This pension can increase gradually to
60% of Base Salary, for executives who have served on the Group
Executive Committee for over ten years, and have been Group
employees for at least 12 years.

i) Contracts and Severance
In the case of contract termination, the CEO is entitled to anindemnity equal to 1.5 times the Total Annual Target (deﬁned as
Base Salary and target VR). This will not apply if the CEO mandate
is terminated for cause, or if the CEO has reached retirement age.
The CEO’s contract includes a non-compete clause whichapplies for a minimum of one year, and can be extended at theCompany’s initiative for a further year. The Board of Directors has
the discretion to invoke the extension of the non-compete clause.
The compensation for each year that the non-compete clauseapplies is equal to 50% of the last Total Annual Income (deﬁned as
Base Salary and VR most recently paid) with respect to applicable
local legal requirements if any.

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4.2 Interests of Directors and Principal Executive Ofﬁ cers

Past LTIP awards are maintained for good leavers, such as in thecase of retirement or if a mandate is not renewed by the Company
without cause. The vesting of LTIP awards is not accelerated. LTIP
awards are forfeited for executives who leave the Company of theirown initiative, but this is subject to review by the Board of Directors.

j) Clawback
Recent changes to Dutch law introduced the possibility for theCompany to deduct or claw back part of the CEO’s variable cash
remuneration (i.e. VR) or equity-related remuneration (excluding
the LTIP element settled in cash) served by the Company if certain
circumstances arise.
Any revision, claw back, or amounts deducted from the CEO’s
remuneration will be reported in the ﬁnancial notes of the relevant
Annual Report.

k) Loans
The Company does not provide loans or advances to the CEO.

4.2.1.2 Non-Executive Remuneration– Applicable to Non-Executive
Members of the Board of Directors
The Company’s Remuneration Policy with regard to non-Executive
Members of the Board of Directors is aimed at ensuring faircompensation and protecting the independence of the Board’s
Members.

Fees and Entitlements
Non-Executive Members of the Board are entitled to the following:¬ a base fee for membership or chair of the Board;¬ a committee fee for membership on each of the Board’s
Committees;¬ an attendance fee for the attendance of Board meetings.
Each of these fees is a ﬁxed amount. Non-Executive Membersof the Board do not receive any performance or equity-relatedcompensation, and do not accrue pension rights with the Company
in the frame of their mandate, except what they would receive inthe frame of a current or past executive mandate. These measures
are designed to ensure the independence of Board Members andstrengthen the overall effectiveness of the Company’s corporate
governance.
The company does not encourage Non-Executive Directors topurchase Company shares.
Under the current policy, Members of the Board are entitled to
the following fees:¬ ﬁxed fee for membership of the Board EUR / year:¬ Chairman of the Board: 180,000,¬ Member of the Board: 80,000;¬ ﬁxed fee for membership of a committee EUR / year:¬ Chairman of a committee: 30,000,¬ Member of a committee: 20,000;¬ attendance fees EUR / Board meeting:¬ Chairman: 10,000,¬ Member: 5,000.

142 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

Committee chairmanship and Committee membership fees are
cumulative if the concerned Non-Executive Director belongs to
two different Committees.

4.2.1.3 Proposed Amendmentsof the Remuneration Policy
At the 2014 Annual General Meeting the Board of Directors is
proposing that shareholders adopt a number of amendments to
the Company’s Remuneration Policy.
The following changes are being proposed:¬ under the current Remuneration Policy, the level of vesting of
LTIP awards to the CEO is subject to EPS performance only. The
Board proposes to amend this so that vesting will be subject to
EPS performance (75%) and free cash ﬂow performance (25%);¬ under the current Remuneration Policy, the free cash ﬂ ow
performance target used for the calculation of variable
remuneration (45%) is an annual free cash ﬂ ow objective. The
Board proposes to amend this so that quarterly free cash
ﬂ ow objectives be implemented in addition to the annual free
cash ﬂ ow objective;¬ for the CEO, the LTIP is currently granted in the form of
Performance Units only. It is now proposed that the Boardof Directors should have the discretion to replace all or partof future LTIP awards with substantially similar instruments,
such as p erformance s hares or other equity-related awards.
As with the Performance Units, the CEO’s LTIP awards would
continue to be capped as a percentage of Base Salary at
the date of grant and be subject to comparable performance
conditions.
In compliance with Dutch legal changes, the Remuneration Policy
also reﬂects the introduction of claw back mechanisms.

4.2.1.4 Implementation of the Remuneration
Policy in 2013: CEOa) Benchmarking
The RNC regularly benchmarks the CEO’s Total Direct
Compensation (Base Salary, VR and LTIP) against an extensive
peer group.
The last review took place in October 2013, and was completedwith the assistance of two independent consultants: Hay Groupand Towers Watson. The peer groups that were considered were
the Hay Group Top Executive – All Organisations Market Median,
and a peer group proposed by Towers Watson, which comprised
124 companies having comparable economic indicators such as
revenue, number of employees and market capitalisation. Financial
institutions were excluded from the peer group.
Based on this review the RNC concluded that the CEO’s Total
Direct Compensation was slightly below the median level ofthe peer group. The RNC was satisﬁed with this ﬁnding, as the
RNC is mindful of the potential inﬂationary effect on executive
remuneration that could result from all companies benchmarking
at above median levels.

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4.2 Interests of Directors and Principal Executive Ofﬁ cersb) Base Salary
For 2013, the Base Salary was set by the Board of Directors at€ 1,400,004 (unchanged compared to the annualised salary paidin the previous year). The CEO’s Base Salary level was set in
July 2012, shortly after his appointment. The intention of the Boardof Directors is not to review this Base Salary level until 2015. Any
review of the CEO’s Base Salary will also take into consideration
salary increases of employees across the Group.

c) Annual Variable Remuneration
As stipulated in the Company’s Remuneration Policy the CEO’s VR
is targeted at 100% of Base Salary and capped at 200% of Base
Salary. It is subject to the fulﬁlment of Collective and Individual
performance targets.
For 2013 the VR amounted to an aggregate € 1,470,000, composedof € 595,000 for the Common Collective Component and € 875,000
for the Individual part.
The Common Collective Component results from a composite
85% achievement of EBIT*, free cash ﬂow and RoCE objectives:¬ this assessment mainly reﬂ ects a signiﬁcant free cash flow
shortfall against the budgeted target and, consequently, against
the initial guidance given to the market;¬ EBIT*, weakened by unplanned restructuring charges andprogramme provisions, but adjusted for certain pre-agreed
factors, also came short of the objective (even though EBIT*
before one-off exceeded guidance slightly);¬ RoCE bore a limited inﬂuence;¬ normalisation adjustments of EBIT* and free cash ﬂow were
mostly driven by currency exchange impacts against an assumed
rate and phasing mismatches.

The Individual part results from a composite achievement of
125%, assessed by the RNC and by the Board on the basis of
the CEO’s performance and behaviour, mostly with respect tothe 8 Group priorities agreed at the start of the year. For each ofthese, outcomes, leadership and contributions were examined.
The main positive factors were: the successful and quick
implementation of the new governance, of the share buyback
programme, and the overhaul of the shareholder structure; there-basing of strategy, the identiﬁcation of the Company’s future
growth engine, and the setting of a framework to strengthen the
Company’s resilience and proﬁtability; the start of the restructuringof the Defence and Space businesses of the Company, in theface of adverse home market situations and competitivenessproblems; the extraordinary order intake in more than one division;
the launching of a quality initiative and of an effort to harmonise
processes, and the propagation of Ethics and Compliancethroughout the organisation. The RNC and the Board recognisedthat the speciﬁc impulse of the CEO had been crucial to thesesuccesses.
Conversely, certain operational shortfalls, including those leading
to charges on the A350 programme, as well as the initial underestimation of certain challenges facing the helicopter businessdampened the achievement level; besides, certain 2013 objectives
were not completed, and are carried over into 2014 priorities, suchas those relating to internationalisation or security of the Company.
Finally, the RNC and the Board took into account the averageoutcome of the Executive Committee Members’ assessments inrating the CEO’s performance.

PERFORMANCE AGAINST TARGET 2013

TargetThresholdCommon Collective Achievement (50%)

Maximum

85%

125%

Individual Achievement (50%)
Overall Performance Achievement

105%
0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

200%

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Corporate Governance
4.2 Interests of Directors and Principal Executive Ofﬁ cersd) Long-Term Incentive Plan
As stipulated in the Company’s Remuneration Policy the CEO is eligible for a Performance Unit award under the Company’s LTIP. The
Performance Unit award is capped at 100% of Base Salary at the date of grant. During 2013 the CEO was granted 30,300 Performance
Units.
The table below gives an overview of the Performance Units granted to the Chief Executive Ofﬁcer in 2013 pursuant to the LTIP:

Unit plan: number of Performance Units
Granted in 2013

Thomas Enders

Vesting dates
Vesting schedule is made up of 4 tranches over 2 years:(i) 25% expected in May 2017;(ii) 25% expected in November 2017;(iii) 25% expected in May 2018;(iv) 25% expected in November 2018.

30,300In 2013, the CEO received both cash payments and vested shares in connection with the vesting of 2008 and 2009 LTIP awards:
Cash: The total cash payment to the CEO amounted to € 2,008,338.
Shares: In connection with the 2008 LTIP award, the CEO received 5,440 vested shares (20% of the vested award). Additionally, theCEO had elected that 25% of his 2009 LTIP grant should be deferred into shares. Therefore the vesting of 7,072 Performance Units wasdelayed, and these will be released in the form of shares on the fourth vesting date for the 2009 LTIP (which will take place in 2014).

Date ofgrantsShare
Units withprice atValue at
Performance performance
Number grant date grant date (Un)conditional achievement achievement

Dates of vesting2013 Share value
at vesting dates
3rd vesting –30 May 2013: € 42.29

2008

40,000€ 13.50€ 540,000

Conditional

136%

54,4004 vestings in 2012-2013

4th vesting –19 November 2013:€51.17
1st vesting –30 May 2013: € 42.29

2009

46,000€ 14.50€ 667,000

Conditional

123%

56,5804 vestings in 2013-2014

2010

54,400€ 18.40€ 1,000,960

Conditional

Not yet known

Not yet known

4 vestings in 2014-2015

Not yet known

2011

51,400€ 21.41€ 1,100,474

Conditional

Not yet known

Not yet known

4 vestings in 2015-2016

Not yet known

2012

50,300€ 27.83€ 1,399,849

Conditional

Not yet known

Not yet known

4 vestings in 2016-2017

Not yet known

2013

30,300€ 46.17€ 1,398,951

Conditional

Not yet known

Not yet known

4 vestings in 2017-2018

Not yet known

2nd vesting –19 November 2013:€ 51.17

Calculations may involve rounding to the nearest unit.

e) Stock Options
The Company’s Stock Option Plan has been discontinued and noawards have been made under the plan since 2006.
Following a recommendation of the RNC and in compliance withthe relevant AMF best practice recommendations, the Board of
Directors recommended setting up a Blind Trust to which certain
executives signed up after the Group’s Annual General Meetingin late May 2013. The independence of the trust protects theintegrity of the relevant executive and guarantees compliance withall applicable market regulations.
The CEO has entrusted the exercise of his options (granted between
2003 and 2006) to the Blind Trust, and thereby relinquished any
control over the trading decisions. Under this scheme, the criteria
for trading decisions are set in advance by the trust, and are

144 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

implemented by the relevant bank following a substantial time
buffer (of approximately three months) without any prior knowledge
or inﬂuence of the signatory.
Any exercise or sale that occurred in 2013 was executed underthe Blind Trust framework and related to the Stock Option awards
mentioned above. It appears along with the CEO’s outstanding
Stock Option awards in: “Notes to the Company Financial
Statements – Note 11: Remuneration.”f) Benefits
As stipulated in the Company’s Remuneration Policy the CEO’s
beneﬁts comprise a company car and accident insurance. The
monetary value of these beneﬁts for 2013 amounted to € 73,687.

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Corporate Governance
4.2 Interests of Directors and Principal Executive Ofﬁ cersg) Retirement
As of 31 December 2013, the book cash value of the CEO’s pension
deﬁned beneﬁt obligation amounted to € 12,921,270. For ﬁscal
year 2013 the current service and interest costs related to theCEO’s pension promise represented an expense of € 544,736.
This obligation has been accrued in the Consolidated Financial
Statements.
The deﬁned beneﬁt obligation for the CEO’s Company pension
results from the Company’s pension policy as described above

and takes into account (1) the seniority of the CEO in the Company
and on its Group Executive Committee and (2) the signiﬁcantly
lower public pension promise deriving from the German social
security pension system, compared to a pension resulting frommembership in the French pension system.

h) Clawback
The Board has not applied any claw back in 2013.

4.2.1.5 Implementation of the Remuneration Policy in 2013: Non-Executive Fees
The RNC recommended and the Board of Directors decided not to increase non-executive fees in 2013, and therefore the non-executive
fees remain unchanged from the level set in October 2007. The CEO is the only Member of the Board of Directors who is not entitledto any Board membership fee.
Summary table of the 2013 and 2012 fees of all non-Executive Members of the Board (current and former):

Directors’ remuneration related to 2013*

Current Non Executive Board Members*

Denis Ranque (1)Manfred Bischoff(2)

Ralph D Crosby Jr (3)(4)

Directors’ remuneration related to 2012

Fixum

Attendance
Fees

Total

Fixum

Attendance
Fees

Total

(in €)(in €)(in €)(in €)(in €)(in €)

135,000

60,000

195,000--

60,00045,000105,000--

60,00045,000105,000--

75,00045,000120,000--

115,000

60,000175,000

130,000

50,000(6)75,00045,000120,000--

Lakshmi N. Mittal (7)95,00035,000130,000

80,00040,000120,000

115,000

50,000165,000

130,000

50,000180,000

95,00055,000150,000

100,000

40,000140,000

Hans-Peter Keitel

Hermann-Josef Lamberti (5)Anne Lauvergeon

Sir John Parker(8)

Michel Pébereau (9)Josep Piqué i Camps(10)

Jean-Claude Trichet (11)180,000

95,00050,000145,000

46,66735,00081,66795,00060,000155,000

46,66740,00086,667

Former Non-Executive Board Members
Dominique D’Hinnin (12)30,00010,00040,000120,000

55,000175,000

Arnaud Lagardère (13)45,00020,00065,000164,167

80,000244,167(14)

25,00010,00035,000108,334

35,000143,334

Bodo Uebber (15)25,0005,000

30,000157,500

55,000212,500

Rolf Bartke

N/A

N/A

N/A

41,667

15,00056,667

Juan Manuel Eguiagaray Ucelay

N/A

N/A

N/A

33,33315,00048,3331,140,000

595,000

1,735,000

1,158,335

510,000

1,668,335

Wilfried Porth

Former Non-Executive Board Members
in 2012TOTAL* The Fixum related to 2012 was paid in 2013; the Fixum related to 2013 will be paid in 2014.
(1) New Chairman of the Company’s Board of Directors as of 01/04/2013 (Only attendance fees until 01/09/2013, application of fixed fee pro rata after 01/09/2013).
(2) New Member of the Company Board of Directors as of 01/04/2013.
(3) New Member of the Company Board of Directors as of 01/04/2013.
(4) New Member of the Company Board of Directors and RNC as of 01/04/2013.
(5) Member of the Company Board of Directors and Chairman of the Audit Committee for the entire year 2013, Member of the RNC until 31/03/2013.
(6) New Member of the Company Board of Directors and Audit Committee as of 01/04/2013.
(7) Member of the Company Board of Directors for the entire year 2013, new Member of the RNC as of 01/04/2013.
(8) Member of the Company Board of Directors and Chairman of the RNC for the entire year 2013, Member of the Audit Committee until 31/03/2013.
(9) Member of the Company Board of Directors for the entire year 2013, new Member of the Audit Committee as of 01/04/2013.
(10) Member of the Company Board of Directors for the entire year 2013, new Member of the Audit Committee as of 01/04/2013.
(11) Member of the Company Board of Directors for the entire year 2013, new Member of the RNC as of 01/04/2013.
(12) Member of the Company Board of Directors, Audit Committee and RNC until 31/03/2013.
(13) Chairman of the Company Board of Directors until 31/03/2013.
(14) Member of the Company Board of Directors and RNC until 31/03/2013.
(15) Member of the Company Board of Directors and Audit Committee until 31/03/2013.

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4.3 Employee Proﬁ t Sharing and Incentive Plans

4.2.2 Long-Term Incentives Granted to the Chief Executive Ofﬁcer
See “— 4.3.3 Long-Term Incentive Plans”.

4.2.3 Related Party Transactions
Reﬂecting Article 2:129(6) of the Dutch Civil Code, Article 18.5 of
the Articles of Association provides that “A Director shall not takepart in the deliberations or decision-making if he has a direct orindirect personal interest which conflicts with the interests of theCompany and of the enterprise connected with it. If as a result
thereof no resolution of the Board of Directors can be adopted,
the resolution is adopted by the General Meeting”.
During the years 2011, 2012 and 2013, no agreement was enteredinto by the Company with one of its Directors or principal ofﬁcers
or a shareholder holding more than 5% of the voting rights of
the Company outside the ordinary course of business and in
conditions other than arm’s length conditions. See “— Notes to theConsolidated Financial Statements (IFRS) — Note 36: Related party

transactions” for the year ended 31 December 2013 and “— Notes
to the Consolidated Financial Statements (IFRS) — Note 36:
Related party transactions” for the year ended 31 December 2012,
as incorporated by reference herein.
For a description of the relationships between the Company
and its principal shareholders, see “— General Description of
the Company and its Shareholders — 3.3.2 Relationships with
Principal Shareholders”. Other than the relationships between
the Company and its principal shareholders described therein,
there are no potential conﬂicts of interest between the duties to
the Company of the Directors and their respective private interests
or other duties.

4.3 Employee Proﬁt Sharing
and Incentive Plans
4.3.1

Employee Proﬁt Sharing and Incentive Agreements

The Company’s remuneration policy is strongly linked to theachievement of individual and Company objectives, both for each
Division and for the overall Group. In 2012, a Performance andRestricted Unit plan was established for the senior managementof the Group (see “— 4.3.3 Long-Term Incentive Plans”), andemployees were offered shares at favourable conditions within
the context of a new employee share ownership plan (see “— 4.3.2
Employee Share Ownership Plans”).

146 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

The success sharing schemes which are implemented at theCompany in France, Germany, Spain and the UK follow one setof common rules of the Group, ensuring a consistent applicationin these four countries.

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4.3 Employee Proﬁ t Sharing and Incentive Plans

4.3.2 Employee Share Ownership Plans
The Company supports employee share ownership. Since its creation, the Company has regularly offered qualifying employees theopportunity to purchase Company shares on favourable terms through employee share ownership plans (“ESOPs”).
The following table summarises the main terms of the ESOPs conducted from 2000-2013(3):YearPrice per shareNominal value per share

Number of shares issued

Date of issuance2000€ 15.30€1

11,769,259

21 September 2000

2001

€ 10.70€12,017,894

5 December 2001

2002

€ 8.86(1) / € 7.93(2)€12,022,939

4 December 2002

2003

€ 12.48€1

1,686,682

5 December 2003

2004

€ 18

€1

2,017,822

3 December 20042005

€ 18.86€1

1,938,309

29 July 20052007

€ 19.62(1) / € 17.16(2)€12,037,835

9 May 2007

(1)

(2)

2008

€ 12.79 / € 11.70€12,031,820

25 July 20082009

€ 10.76€1

1,358,936

18 December 20092011

€ 22.15(1) / € 21.49(2)€12,445,527

29 July 2011

(1)

2012

(2)

€ 28.55 / € 27.07€12,177,103

30 July 20122013

€ 42.02(1) / € 44.20(2)€12,113,245

29 July 2013

(1) Shares purchased within context of Group employee savings plan.
(2) Shares purchased directly.
(3) In 2010, the normal ESOP plan was replaced through a worldwide 10 years EADS – Special Anniversary Free Share Plan for about 118,000 employees in 29 countries. Each eligible
employee was granted 10 free EADS N.V. shares, resulting in the distribution of 1,184,220 shares in total. Such shares were distributed out of treasury and therefore had no impact
on the issued share capital.

ESOP 2013
In June 2013, the Company offered to qualifying employees amaximum of 0.45% of its total issued share capital before theoffering. This employee offering was for up to 3,200,000 sharesof a nominal value of € 1 each.
The employee offering was open only to employees who:
¬ had at least ﬁve months’ seniority;¬ were employed by (i) the Company or (ii) one of its subsidiaries or(iii) companies in which the Company holds at least 50% of theshare capital and over whose management it has a determining
inﬂuence.
Non-Executive Members of the Board were not eligible toparticipate in the ESOP offer.

The employees are generally restricted from selling the shares
offered in this employee offering for one year and sometimes longer
in certain countries. A total number of 2,113,245 shares were issued
in the employee offering. Shares were delivered on 29 July 2013.

Free Share Plan 2013
Following the Annual General Meeting on 29 May 2013, 10 Free
Shares were granted to all eligible employees of the Group to
reward them for their engagement and commitment to theCompany with an effective date 15 November 2013.
Group Executive Committee Members, Group non-Executive
Members of the Board, all Group Executives were not eligible toreceive these 10 Free Shares.

The employee offering was divided into two tranches:¬ shares subscribed for by qualifying employees as part ofa Group employee savings plan were offered for a price of€ 42.02 per share;¬ shares subscribed for by qualifying employees directly were
offered for a price of € 44.20 per share.
The 2013 ESOP was structured as a share matching plan, whereby
the Company matched a certain number of shares purchased at fairmarket value with a grant of free shares based on a deﬁned ratio.
This ratio varied depending on the number of shares purchased,
representing a maximum discount of 50% for 10 purchased shares
and a minimum discount of 21% for 400 purchased shares (themaximum number of shares available for purchase by a single
employee).

Future ESOPs
The Company intends to implement an ESOP in 2014, subject toapproval by the Board of Directors. The 2014 ESOP is expected
to be a share matching plan, whereby the Company would matcha certain number of directly acquired shares with a grant of freeshares based on a deﬁned ratio. The total offering would be up
to approximately 3.2 million shares of the Company, i.e. up to
0.45% of its issued share capital, open to all qualifying employees(including the CEO). Under the umbrella of ESOP 2014, a dedicated
UK tax saving plan (Share Incentive Plan - SIP) has been deployedin December 2013 subject to the ﬁnal decision of the Board of
Directors in May 2014.
Non-Executive Members of the Board are not eligible to participate
in future ESOP.

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4.3 Employee Proﬁ t Sharing and Incentive Plans

4.3.3 Long-Term Incentive Plans
Based on the authorisation granted to it by the shareholders’meetings (see dates below), the Board of Directors approved
stock option plans in 2003, 2004, 2005 and 2006. In 2007, 2008,2009, 2010, 2011, 2012 and 2013, the Board of Directors approved
the granting of Performance Units and Restricted Units in the
Company. The grant of so-called “units” will not physically besettled in shares but represents a cash settled plan in accordancewith IFRS 2.

The principal characteristics of these options as well as Performanceand Restricted Units as of 31 December 2013 are set out in the“Notes to the Consolidated Financial Statements (IFRS) — Note 35:
Share-based payment”. They are also summarised in the tables
below:

Fifth tranche
Date of shareholders’ meeting

Sixth tranche

6 May 2003

6 May 2003

10 October 2003

8 October 2004

7,563,980

7,777,280-

1,157,993¬ Mr Philippe Camus

135,000

135,000¬ Mr Rainer Hertrich

135,000

135,000¬ the 10 employees having being granted the highest
number of options during the year 2003
(fifth tranche) and 2004 (sixth tranche)

808,000

808,000

1,491

1,495

Date of Board of Directors meeting (grant date)
Number of options granted
Number of options outstanding
Options granted to:

Total number of eligible employees

Exercise date

Expiry date

50% of options may be exercised after a period of two years and four weeks fromthe date of grant of the options; 50% of options may be exercised as of the third
anniversary of the date of grant of the options (subject to specific provisions containedin the Insider Trading Rules – see “— General Description of the Company
and its Share Capital — 3.1.11 Disclosure of Holdings”).
9 October 20137 October 2014

Conversion rightOne
optionfor oneshare

Oneoptionfor oneshare

Vested100%

100%(1)

Exercise price€ 15.65€ 24.32

Exercise price conditions

110% of fair market value of the shares at the date of grant

Number of exercised options

6,802,256

4,058,265(1) As regards to the sixth tranche, vesting of part of the options granted to the top EADS executives was subject to performance conditions. As a result, part of these conditional
options have not vested and were therefore forfeited during the year 2007.

148 — AIRBUS GROUP REGISTRATION DOCUMENT 2013

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Seventh tranche
Date of shareholders’ meeting
Date of Board of Directors meeting (grant date)

11 May 2005
9 December 2005

Number of options granted

7,981,760

Number of options outstanding

2,449,997

Options granted to:¬ Mr Thomas Enders

135,000¬ Mr Noël Forgeard

135,000¬ the 10 employees having being granted the highest
number of options during the year 2005
(seventh tranche)

940,000

Total number of eligible beneﬁciaries

Exercise date

Expiry dateConversion right

1,608
50% of options may be exercised after a period of two years from the date of grantof the options; 50% of options may be exercised as of the third anniversary of the date of grant of
the options (subject to specific provisions contained in the Insider Trading Rules— see “— General Description of the Company and its Share Capital — 3.1.11 Disclosureof Holdings”). As regards to the seventh tranche, part of the options granted
to the top EADS executives was performance related.
8 December 2015
One option for one share

Vested100%(1)

Exercise price€ 33.91

Exercise price conditions
Number of exercised options

110% of fair market value of the shares at the date of grant
2,836,097(1) As regards to the seventh tranche, vesting of part of the options granted to the top EADS executives was subject to performance conditions. As a result, part of these conditional
options have not vested and were therefore forfeited during the year 2008.

Eighth tranche
Date of shareholders’ meeting
Date of Board of Directors meeting (grant date)

4 May 2006
18 December 2006
Stock option plan

Number of options granted

1,747,500

Number of options outstanding

706,125

Options granted to:¬ Mr Thomas Enders

67,500¬ Mr Louis Gallois

67,500¬ the 10 employees having being granted the highest
number of options during the year 2006
(eighth tranche)

425,000

Total number of eligible beneficiaries

Date from which the options may be exercised

221
50% of options may be exercised after a period of two years from the date of grantof the options; 50% of options may be exercised as of the third anniversaryof the date of grant of the options (subject to specific provisions containedin the Insider Trading Rules – see “— General Description of the Company
and its Share Capital – 3.1.11 Disclosure of Holdings”)

Date of expiration

16 December 2016

Conversion right

One option for one share

Vested100%

Exercise price€ 25.65

Exercise price conditions
Number of exercised options

110% of fair market value of the shares at the date of grant840,375

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Tenth tranche
Date of Board of Directors meeting (grant date)

13 November 2008
Performance and Restricted Unit plan
Performance Units

Restricted Units

2,192,740

801,860¬ Mr Louis Gallois

40,000-¬ the 10 employees having being granted the highest
number of units during the year 2008
(tenth tranche)

304,000

68,200¬ Number of units granted(1)(2)¬ Number of units outstanding
Units granted to:

Total number of eligible beneficiaries

1,684
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2012;¬ 25% expected in November 2012;¬ 25% expected in May 2013;¬ 25% expected in November 2013.

Vesting dates

Number of vested units(2)2,821,644

756,050(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
(2) Re-evaluation based on 136% performance achievement for the remaining outstanding Performance Units.

Eleventh tranche
Date of Board of Directors meeting (grant date)

13 November 2009
Performance and Restricted Unit plan
Performance Units

Restricted Units

Number of units granted

2,697,740

928,660

Number of units outstanding

1,623,906

447,550¬ Mr Louis Gallois*

46,000-¬ the 10 employees having being granted the highest
number of units during the year 2009
(eleventh tranche)

356,000

96,000(1)

Units granted to:

Total number of eligible beneficiaries

Vesting dates

Number of vested units

1,749
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2013;¬ 25% expected in November 2013;¬ 25% expected in May 2014;¬ 25% expected in November 2014.
1,515,588

453,550(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
(2) Re-evaluation based on 123% performance achievement for the remaining outstanding Performance Units.
* For more information in respect of units granted to the Chief Executive Officer, see “— Notes to the Company Financial Statements — Note 11: Remuneration”.

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Twelfth tranche
Date of Board of Directors meeting (grant date)

10 November 2010
Performance and Restricted Unit plan
Performance Units

Restricted Units

Number of units granted(1)2,891,540

977,780

Number of units outstanding

2,758,640

943.060¬ Mr Louis Gallois*

54,400-¬ the 10 employees having being granted the highest
number of units during the year 2010
(twelfth tranche)

341,600

79,000

Units granted to:

Total number of eligible beneficiaries

1,711
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2014;¬ 25% expected in November 2014;¬ 25% expected in May 2015;¬ 25% expected in November 2015.

Vesting dates

Number of vested units

2,800

1,400

(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
* For more information in respect of units granted to the Chief Executive Officer, see “— Notes to the Company Financial Statements — Note 11: Remuneration”.

Thirteenth tranche
Date of Board of Directors meeting (grant date)

9 November 2011
Performance and Restricted Unit plan
Performance Units(1)

Restricted Units

Number of units granted

2,588,950

877,750

Number of units outstanding

2,532,050

864,150¬ Mr Louis Gallois*

51,400-¬ the 10 employees having being granted the highest
number of units during the year 2011
(thirteenth tranche)

320,050-

Units granted to:

Total number of eligible beneficiaries

Vesting dates

Number of vested units

1,771
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2015;¬ 25% expected in November 2015;¬ 25% expected in May 2016;¬ 25% expected in November 2016.
2,500

3,750

(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
* For more information in respect of units granted to the Chief Executive Officer, see “— Notes to the Company Financial Statements — Note 11: Remuneration”.

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Fourteenth tranche
Date of Board of Directors meeting (grant date)

13 December 2012
Performance and Restricted Unit plan
Performance Units

Restricted Units

Number of units granted(1)2,121,800

623,080

Number of units outstanding

2,106,160

616,260¬ Mr Thomas Enders*

50,300-¬ the 10 employees having being granted the highest
number of units during the year 2012
(fourteenth tranche)

251,800-

Units granted to:

Total number of eligible beneficiaries

1,797
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2016;¬ 25% expected in November 2016;¬ 25% expected in May 2017;¬ 25% expected in November 2017.

Vesting dates

Number of vested units

1,000

2,800

(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
* For more information in respect of units granted to the Chief Executive Officer, see “— Notes to the Company Financial Statements — Note 11: Remuneration”.

Fifteenth tranche
Date of Board of Directors meeting (grant date)

13 November 2013
Performance and Restricted Unit plan
Performance Units(1)

Restricted Units

Number of units granted

1,241,020

359,760

Number of units outstanding

1,241,020

359,760¬ Mr Thomas Enders*

30,300-¬ the 10 employees having being granted the highest
number of units during the year 2012
(fourteenth tranche)

173,100-

Units granted to:

Total number of eligible beneficiaries

Vesting dates

Number of vested units

1,709
The Performance and Restricted Units will vest if the participant is still employedby an EADS company at the respective vesting dates and, in the caseof Performance Units, upon achievement of mid-term business performance.
Vesting schedule is made up of 4 payments over 2 years:¬ 25% expected in May 2017;¬ 25% expected in November 2017;¬ 25% expected in May 2018;¬ 25% expected in November 2018.
--(1) Based on 100% target performance achievement. A minimum of 50% of Performance Units will vest; 100% in case of on-target performance achievement; up to a maximumof 150% in case of overachievement of performance criteria. In case of absolute negative results (cumulative EBIT* of EADS) during the performance period, the Board of Directors
can decide to review the vesting of the Performance Units including the 50% portion which is not subject to performance conditions (additional vesting condition).
* For more information in respect of units granted to the Chief Executive Officer, see “— Notes to the Company Financial Statements — Note 11: Remuneration”.

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4.3 Employee Proﬁ t Sharing and Incentive Plans

The information in respect of stock options and performance and restricted shares cancelled and exercised during the year are set
out in “Notes to the Consolidated Financial Statements (IFRS) — Note 35: Share-based payment”.
SHAREHOLDING IN THE COMPANY OF THE MEMBERS OF THE BOARD OF DIRECTORSMember of the Board of Directors

Shareholding¬ Mr Thomas Enders

20,880 ordinary shares
0 stock options¬ Mr Denis Ranque

2,000 ordinary shares¬ Mr Manfred Bischoff

1,292 ordinary shares¬ Mr Ralph D. Crosby, Jr.

140,000 stock options

No other Member of the Board of Directors holds shares or other securities in the Company.

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Entity Responsible
for the Registration Document
5.1 Entity Responsible for the Registration Document156

5.2 Statement of the Entity Responsible
for the Registration Document

156

5.3 Information Policy

157

5.4 Undertakings of the Company regarding Information

157

5.5 Signiﬁcant Changes

157

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Entity Responsible for the Registration Document
5.1 Entity Responsible for the Registration Document

5.1 Entity Responsible for the Registration
Document
EADS N.V.

5.2 Statement of the Entity Responsible
for the Registration Document
The Company declares that, having taken all reasonable care to ensure that such is the case, the information contained in the Registration
Document is, to the best of the Company’s knowledge, in accordance with the facts and contains no omission likely to affect its import.
EADS N.V. represented by:Thomas Enders
Chief Executive Officer

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Entity Responsible for the Registration Document
5.5 Signiﬁ cant Changes

5.3 Information Policy¬ Contact details for information:
Mr Philippe Balducchi
Head of Investor Relations and Financial Communication,
EADS N.V.
1 rond-point Maurice Bellonte
P.O. Box B03-5A4
31707 Blagnac France
Telephone: +33 5 82 05 57 57
E-mail: airbus-group.ir@eads.com¬ Special toll-free hotlines are available to shareholders inFrance (0 800 01 2001), Germany (00 800 00 02 2002) andSpain (00 800 00 02 2002). An international number is alsoavailable for the rest of the world (+33 800 01 2001)¬ An e-mail box is dedicated to shareholders’ messages:
airbus-group.ir@eads.com

A website, www.airbus-group.com, provides a wide range of
information on the Company, including the Board of Directors
Report. Additionally, for the life of this Registration Document,
copies of:¬ the Company’s Articles of Association;¬ the Registration Document ﬁled in English with, and approved
by, the AFM on 12 April 2012;¬ the Registration Document ﬁled in English with, and approved
by, the AFM on 3 April 2013; and¬ the Consolidated Financial Statements (IFRS) and the Company
Financial Statements of EADS N.V. for the years ended
31 December 2011, 2012 and 2013, together with the related
Auditors’ reports, may be inspected at the Company’s registeredofﬁce at: European Aeronautic Defence and Space Company
EADS N.V., Mendelweg 30, 2333 CS Leiden, the Netherlands,
Seat (statutaire zetel) Amsterdam, Tel.: +31 (0)71 5245 600.

5.4 Undertakings of the Company regarding
Information
Given the fact that the shares of the Company are listed onEuronext Paris, on the regulierter Markt (in the sub-segment Prime
Standard) of the Frankfurt Stock Exchange and on the Madrid,
Bilbao, Barcelona and Valencia Stock Exchanges, the Company

is subject to certain laws and regulations applicable in France,
Germany and Spain in relation to information, the main ones ofwhich are summarised in “General Description of the Company
and its Share Capital — 3.1.3 Governing Laws and Disclosures”.

5.5 Signiﬁcant Changes
As of the date of this Registration Document, there has been no signiﬁcant change in the Group’s ﬁnancial or trading position since
31 December 2013.

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AIRBUS GROUP REGISTRATION DOCUMENT 2013 — 159

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European Aeronautic Defence
and Space Company EADS N.V.
Mendelweg 302333 CS Leiden
The Netherlands
Auriga Building
4, rue du Groupe d’Or - BP 90112
31703 Blagnac cedex - France