Management Report 2006-07 Société anonyme with share capital of €2,289,759,903 Registered offices: 2, rue Robert Esnault-Pelterie, 75007 Paris, France Mailing address: 45, rue de Paris, 95747 Roissy CDG Cedex, France Paris Trade and Company Register: 552 043 002 Corporate governance 1 Risks and risk management 39 Board of Directors 1 Risks 39 Management of the Air France-KLM group 15 Risk management 42 Share capital and shareholder structure of Air France-KLM 17 Social and environmental data 47 Social data for the Air France-KLM group 47 Activity 21 Environmental data 54 Highlights of the year 21 Air France-KLM strategy 22 Passenger activity 23 Comments on the financial Cargo 28 statements 61 Maintenance activity 31 Other activities 33 Fleet 34 Corporate governance Board of Directors The bylaws stipulate a maximum of eighteen Board directors, with a Other directorships: six-year term of office. The minimum number of directors’ shares is ♦ Chairman and Chief Executive Officer of Air France, 10 shares for directors other than those representing the French State, ♦ Director of Saint-Gobain, who are not required to hold shares of the company’s stock. ♦ Director of Alcatel-Lucent, ♦ Director of Unilever, ♦ Permanent representative of Air France on the Board of Directors of Le Monde Entreprises, Composition of the Board of Directors as ♦ Member of the Board of Paris Europlace. at March 31, 2007 Directorships held in the last five years: ♦ Director of Alitalia, until January 2007, At March 31, 2007, the Board of Directors comprised 15 members: ♦ Chairman of the IATA Board of Governors (International Air Transport ♦ 10 directors appointed by the Shareholders’ Meeting, Association) from June 2004 to June 2005, ♦ 2 representatives of the employee shareholders appointed by the ♦ Chairman of the AEA (Association of European Airlines) in 2001, Shareholders’ Meeting, ♦ Director of CNES, the French Space Agency, until December 2002. ♦ 3 representatives of the French State appointed by ministerial order. Born October 4, 1943, Mr Spinetta is a graduate of the Institut In January 2007, Giancarlo Cimoli, Chairman and Chief Executive Officer des Sciences Politiques de Paris and of the Ecole Nationale of Alitalia, tendered his resignation. This seat on the Board was vacant d’Administration. as of March 31, 2007. Furthermore, Bruno Bézard, Director of the French State Holdings Agency, replaced Jean-Louis Girodolle as director Leo M. van Wijk representing the French State (ministerial order of March 14, 2007). Vice-Chairman of the Board of Directors President and Chief Executive Officer of KLM until March 31, 2007 Directors appointed by the annual Shareholders’ Meeting First appointed: June 24, 2004. Expiration date of current term of office: Shareholders’ Meeting called Jean-Cyril Spinetta to approve the financial statements for the year ending March 31, Chairman and Chief Executive Officer of Air France-KLM 2010. First appointed: September 23, 1997. Number of shares held in the company’s stock: 500 shares. Expiration date of current term of office: Shareholders’ Meeting called to Other directorships: approve the financial statements for the year ending March 31, 2010. ♦ Director of Northwest Airlines, ♦ Member of the Supervisory Board of Martinair, of Aegon NV, of Number of shares held in the company’s stock: 65,240 shares Randstad Holding NV and of Kennemer Gasthuis, (excluding FCPE units). ♦ Member of the Advisory Board of ABN AMRO holding. Born October 18, 1946, Mr van Wijk, a Dutch national, holds a Masters degree in Economic Sciences. Management Report 2006-07 Financial Year ı Air France-KLM 1 Corporate governance Board of Directors Patricia Barbizet Other directorships: Chief Executive Officer and Director of Artémis ♦ Director of Veolia Environnement, ♦ Director of Société Financière des Laboratoires de Cosmétologie First appointed: January 3, 2003 Yves Rocher, Expiration date of current term of office: Shareholders’ Meeting called to ♦ Chairman and Director of Sanofi-Synthelabo Daiichi Pharmaceuticals Co, approve the financial statements for the year ending March 31, 2010. ♦ Director of the French National Research Agency, ♦ Director of IFPMA (International Federation of Pharmaceutical Number of shares held in the company’s stock: 2,000 shares. Manufacturers Associations), Other directorships: ♦ Vice-Chairman of EFPIA (European Federation of Pharmaceutical ♦ Vice-Chairman of the Board of Directors of Pinault-Printemps- Industries and Associations), Redoute, ♦ Member of the Supervisory Board of the Agency for Industrial ♦ Member of the Supervisory Board and Chief Executive Officer of Innovation, Financière Pinault, Gucci and Yves Saint-Laurent, ♦ Chairman of the National Association for Technical Research, ♦ Director of FNAC, Bouygues, TF1 and the société nouvelle du ♦ Member of the French Foundation for Research into Epilepsy. théâtre Marigny, Directorships held in the last five years: ♦ Chairman and Director of Christie’s International plc, ♦ Chief Executive Officer of Sanofi-Aventis until December 31, 2006, ♦ Artémis Permanent representative on the Board of Directors of ♦ Member of the Supervisory Board of Balmain until March 2002 and Sebdo Le Point, and L’Agefi, of Aventis until December 2004, ♦ Member of the Management Board of Château Latour, ♦ Director of Péchiney until December 2003, of Synthelabo ♦ Chairman and Chief Executive Officer of Piasa, Recherche until January 2003 and of Finance Management until ♦ Chief Executive Officer and Director of Palazzo Grassi. September 2006, Directorships held in the last five years: ♦ Director of Fujisawa Sanofi-Synthelabo Inc. until 2005, ♦ Member and Chairman of the Supervisory Board of Yves Saint- ♦ Chairman of CNAM (Conservatoire National des Arts et Métiers) until Laurent Haute Couture and Yves Saint-Laurent Parfums, 2005, ♦ Artémis permanent representative on the Board of Directors of ♦ Member of the French Council of INSEAD until 2004. Bouygues and Rexel, Born January 1, 1940, Mr Dehecq is a graduate of the Ecole Nationale ♦ Chairman of the Board of Directors of the société nouvelle du théâtre des Arts et Métiers. Marigny. Born April 17, 1955, Ms. Barbizet is a graduate of the Ecole Supérieure Jean-Marc Espalioux de Commerce de Paris. Chairman and Chief Executive Officer of Financière Agache Investissement First appointed: September 14, 2001. Frits Bolkestein First appointed: November 22, 2005. Expiration date of current term of office: Shareholders’ Meeting called to approve the financial statements for the year ending March 31, 2010. Expiration date of current term of office: Shareholders’ Meeting called to approve the financial statements for the year ending March 31, 2011. Number of shares held in the company’s stock: 601 shares. Number of shares held in the company’s stock: 10 shares. Other directorships: ♦ Non-voting director on the Supervisory Board of the Caisse Nationale Other directorships: des Caisses d’Epargne, ♦ Member of the Supervisory Board of De Nederlandsche Bank, ♦ Director of Veolia Environnement, ♦ Advisor to PricewaterhouseCoopers. ♦ Member of the Supervisory Board of Groupe Flo. Born April 4, 1933, Mr Bolkestein, a Dutch national, was a Member of Directorships held in the last five years: the European Commission from 1999 to 2004. ♦ Chairman of the Management Board of Accor and Chairman of Accor UK until January 2006, Jean-François Dehecq ♦ Member of the Supervisory Board of Club Méditerranée until Chairman of the Board of Directors of Sanofi-Aventis January 2006, First appointed: January 25, 1995. ♦ Accor Permanent representative on the Supervisory Board of Groupe Lucien Barrière until January 2006, Expiration date of current term of office: Shareholders’ Meeting called to ♦ Director of Vivendi Universal until 2002, approve the financial statements for the year ending March 31, 2010. ♦ Director of Fiat France, Crédit Lyonnais and Vivendi Environnement Number of shares held in the company’s stock: 523 shares. until 2003. Born March 18, 1952, Mr Espalioux is a graduate of the Institut des Sciences Politiques de Paris and of the Ecole Nationale d’Administration. 2 Management Report 2006-07 Financial Year ı Air France-KLM Corporate governance Board of Directors Pierre-Henri Gourgeon Floris A. Maljers Deputy Chief Executive Officer of Air France-KLM First appointed: June 24, 2004. First appointed: January 25, 2005. Expiration date of current term of office: Shareholders’ Meeting called to approve the financial statements for the year ending March 31, 2010. Expiration date of current term of office: Shareholders’ Meeting called to approve the financial statements for the year ending March 31, 2011. Number of shares held in the company’s stock: 500 shares. Number of shares held in the company’s stock: 45,688 shares. Other directorships: ♦ Chairman of the Board of Directors of the Rotterdam School of Other directorships: Management, ♦ Chief Operating Officer of Air France and Permanent representative ♦ Chairman of Roompot and Recreatie Group, of Air France-KLM on the Board of Directors of Air France, ♦ Director of Rand Europe. ♦ Vice-Chairman of the Board of Directors of Amadeus GTD, ♦ Director of Stéria. Directorships held in the last five years: ♦ Chairman of Unilever NV and Vice Chairman of Unilever plc, Directorships held in the last five years: ♦ Director of SHV Holdings NV, ♦ Director of Autoroutes du Sud de la France until March 2006, ♦ Director of BP plc, ♦ Chairman of Amadeus GTD until September 2005, ♦ Director of Het Concertgebouw NV. ♦ Chairman of Amadeus