Air France-KLM SA (EPA:AF)
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May 7, 2026, 5:15 PM CET
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AGM 2025

Jun 4, 2025

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Ladies and gentlemen. Chers actionnaires. Dear shareholders. First of all, I would like to thank you for being here today, and I would like to welcome you for this annual meeting that is very important to us. The year 2024 has been a year with success and important milestones for Air France-KLM, which results reflect the continuous transformation plans that are conducted within the Group. Our turnover rose by 4.8% versus 2023, and our operating income reached EUR 1.6 billion, with an operating margin of 5.1%. We built this performance together as a Group throughout all our business lines: transport of Passengers, Cargo transport, and our activity of Aeronautics Maintenance. Last year, Air France-KLM and Transavia transported approximately 98 million passengers. With Cargo, our teams knew how to address the strong demand on key destinations between Asia and Europe. With Maintenance, Air France-KLM Engineering and Maintenance won new big contracts.

Flying Blue, which will celebrate its 20-year anniversary in two days, will soon cross the threshold of 30 million members. This is all the more impressive that we are involving still in an environment, a geopolitical environment that is very complex: conflicts in Ukraine and the Middle East, the closing of the Russian Airspace and of some African regions, and the capacity to serve some countries such as Mali or Burkina Faso. These current events weigh on our costs and our revenue without jeopardizing our financial roadmap that is very demanding. The year 2025 started well with an operating income of the first quarter that is growing for EUR 161 million versus last year. Throughout this quarter, we as well have revealed a new suite, La Première d'Air France, by Air France, a key step in the upgrading of our offer.

In 2024, while Paris was welcoming the Olympic Games and Paralympic Games, Air France-KLM celebrated its 20 years of existence on the market, 20 years to contribute to the dynamic growth of France and the Netherlands. Our Group is today a leading actor, generating respectively 1.9% and 2.3% of the GDP, French and Dutch, and promoting and creating over 820,000 jobs. Beyond the numbers, these are regions that we're linking together and know-how that we're growing. Air France-KLM is also an ambition of decarbonization. We all know that the future of our sector is based on its capacity to change deeply to reduce its environmental impact. This is shown by the continuous renewal of our fleet, with the introduction of new generation aircraft that consume up to 20% less SAF than their predecessors, an ambitious policy of supply in SAF in 2022 and 2023.

Our Group was the first user in the world of SAF, representing respectively 17% and 16% of the world production. Today, the Air sector has entered a new phase of consolidation in Europe. Air France-KLM bought into the SAS Capital with 19.9% shares, and we have started a cooperation with this company. Our Group intends to play a key role in the European skies and offering our clients new travel opportunities. Finally, in an environment that is more and more uncertain, our corporate purpose has never been as precious. Facing the world's instability, the Group Air France-KLM links everyday peoples and cultures, serving 320 destinations in 90 countries. To conclude, and on a more personal note, this General Assembly is, to me, very particular, very special.

After seven years at the presidency of Air France-KLM, marked by very intense moments, unprecedented challenges, and many, many encounters, my mandate will come to an end after this present General Assembly. I am moved and proud of the journey we have made together since 2018, proud to have supported a Group that, even if it's the most difficult moment, and I'm thinking about the health crisis, knew how to stay united, resilient, and determined to build its future. I am proud of the management team in place and of its 78,000 employees of the Group, proud of the leadership of Ben Smith, who knew how to give back to the group Air France-KLM this place of champion in the European skies. Dear shareholders, your unwavering support is key.

You can count on the mobilization of the women and the men that animate the Group and its companies, as well as the personal commitment of the members of the board and of your future President, Florence Parly, and of the management team. I would like to thank you, and I will now proceed to the constitution of the Bureau of the Assembly that I will Chair. Madame Méjiguel, for the agency of the participation of the French state, and Madame Barbara Solvay for the Dutch state, have accepted to assure the functions of scrutineers, and I'd like to thank you for that. Alexandre Boissy, our General Secretary, will be the Secretary of this Assembly. The Statutory Auditors, Eric Dupré, Amélie Jeudi de Grissac , Valérie Besson, and Philippe Vincent are present as well. Mr. Eric Dupré will present the reports in the name of the College of the Statutory Auditors.

As we used to do, we have also asked the help of three bailiffs to check on the compliance of the Assembly. We would now like to give the floor to Alexandre Boissy to proceed.

Alexandre Boissy
General Secretary, Air France-KLM

[Foreign language] have been completed. The meeting notice and convocation notice have respectively been published on the 30th of April and 14th of May 2025. All documents required by law have been made available, and they're available at the desk and on the website. Every shareholder has received the notice of meeting and convocations, and all of these documents have been published on our website. Furthermore, we have received no written requests prior to the Assembly, so the quorum stands at 59.12%, allowing to see that we've reached the 25% of voting shares, and we can value and deliberate for extraordinary and ordinary resolutions, which we'll due review. Thank you. Over to Anne-Marie Couderc,

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Thank you, Alexandre. I declare that the Assembly is duly constituted and they could deliberate. I propose not to read the full report of the board, the resolutions, and the reports of the Statutory Auditors that were provided to you. Considering the agenda of our Assembly, Alexandre Boissy will remind us of the resolutions that we will be voting on. Our General Director, Ben Smith, will present the activity of the group throughout the fiscal year 2024, the strategic orientations of Air France-KLM, and the CSR strategy of the Group, and the conducted interims for the previous year. Our Financial Director, the CFO, Steven Zaat, will tell us about the financial results of 2024. After their presentations, I will present the works relative to the governance of the Group, and Alex Wynaendts, President of the Compensation Committee, will take stock of the compensation of the managers and Board members.

I will invite Mr. Eric Dupré, who's representing the College of Statutory Auditors, to present their reports, and then we will answer your questions before we move on to the vote of the resolutions in the presence of Marjan Rintel and Anne Rigail. I now give the floor to Alexandre Boissy, who will now summarize the resolutions that you will be voting on.

Alexandre Boissy
General Secretary, Air France-KLM

[Foreign language] I will take you through the resolutions which have been made available on our internet website. Ordinary Resolutions one, two, three, approval of Statutory Accounts, Consolidated Accounts of 2024, and location of results. Resolutions one and five, approval of agreements and regulated commitments. Resolution 6- 12 on appointments and renewal of the role of Directors. Resolution 13- 18, exposed voting on remuneration of company directors for 2024, and extant on remuneration policy for 2025. Resolution 19, approval given to the Board to effect and to operate on shares of the C ompany. Resolution 2021, modification of Article 2 of the company and Article 20 related to the deliberations. Resolution 22- 30, proposals with a view to proceeding with capital increases.

Resolution 31, authorization given to the Board with regards to the reduction of capital. Resolution 32, powers of authorities for the accomplishment of formalities.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you, Alexandre. I would like to go back to the highlights of 2024 throughout the video before giving the floor to Ben Smith. I will now give the floor to our CEO, Ben Smith.

Ben Smith
CEO, Air France-KLM

Thank you, Anne-Marie. Good afternoon, ladies and gentlemen. Dear shareholders, I'm delighted to be with you today. We're very proud of our 2024 results, and I'm here with you to take you through our main strategic achievements and answer your questions. Let me begin by restating our purpose. Our ambition is clear: to lead the transformation toward a more responsible European aviation industry, one that connects people in an increasingly sustainable way so that the future generations can continue to explore the world. At Air France-KLM, we are not just transporting passengers; we unite people together for the world of tomorrow. I'd like to recognize the tremendous collective effort that enabled us to deliver a strong performance in 2024. In 2024, we welcomed 98 million passengers, a nearly 5% increase from the previous year.

Our 78,000-strong team demonstrated exceptional commitment, and I'm proud that our Group continues to be recognized as a leading employer in the transport sector. Our network connects over 320 destinations around the world via our two European hubs in Paris at Charles de Gaulle and Amsterdam at Schiphol Airport. Our maintenance team serviced more than 3,000 aircraft, and our Cargo division transported close to 1 million tons of valuable and time-sensitive goods. As you can see, the Passenger Network business, Maintenance, and Transavia all contributed meaningfully to a group revenue of EUR 31.5 billion, an increase of 5% year- over- year. These results reflect the consistency in execution of our strategy and the passion of people working for the Air France-KLM Group.

Since 2011, we steadily improved our operating margin from nearly 0% in 2011 to over 5% in 2024, despite significant one-off events such as the Olympic Games in Paris, which had a direct impact on our performance. Adjusted for these external factors, we estimate that our operating margin would have approached almost 6% in 2024. Our goal is to exceed an 8% margin during the 2026-2028 period, positioning ourselves among the leaders in European aviation. Our strategy is built around six key pillars: strengthening our market position and business models, enhancing our profitability, maximizing customer satisfaction and enhancing brand value, improving employee engagement and satisfaction, leveraging technology, innovation, and data, leading the way toward more sustainable aviation. These pillars drive both our financial performance and our long-term value creation roadmap. Let's now turn to our customers.

Across our three brands, Air France-KLM and Transavia, we continue to elevate our service and product offering. From fare segmentation at Transavia, Basic, Plus, and Max, to upgraded Economy and Premium Economy cabins and the award-winning Business Class on both KLM and Air France, our products are designed to meet the diverse expectations of all our customers. At the very top end, the recent launch of Air France's new La Première Suite, combined with its exceptional ground service at Charles de Gaulle, which was unveiled last year, reinforces our leadership position in the Luxury Travel segment. These efforts are translating into higher customer satisfaction and increasing demand for our premium products in key markets. They earned us several accolades again this year, notably from Skytrax and APEX. Our unique European positioning is anchored by our two hubs at Charles de Gaulle and Schiphol.

This setup underpins our balanced, globally diversified network and limits exposure to regional volatility. For instance, despite the context of the increased U.S. tariffs, we can cautiously state that inbound demand from the United States currently remains strong. Moreover, our flexibility allows us to redeploy capacity toward other regions showing robust appetite for European travel. France, and Paris in particular, remains the world's top inbound tourism destination, boosted by the worldwide visibility generated by the highly successful Olympics in 2024. Both Air France at Charles de Gaulle and Transavia at Paris Orly are therefore well positioned to meet the needs of our wide range of clients, from frequent business customers to occasional leisure travelers. Firmly positioned as a leader at Schiphol, a major connecting gateway, KLM enhances the Group's network with a distinctive portfolio of destinations.

Our geographic positioning is key to our business model and gives us a unique strategic advantage, especially in the long-haul segment. On the mergers and acquisitions side, 2024 marked a pivotal step in our role as a consolidator in European aviation. We finalized the acquisition of a 19.9% non-controlling stake in SAS, our first acquisition since the foundation of the Group 20 years ago. I want to thank all the teams at Air France-KLM and SAS who contribute to the success of this project. This collaboration is already showing positive results, generating nearly EUR 70 million in revenue through commercial synergies within just eight months. SAS's integration into SkyTeam broadens our network and strengthens our presence in the high-yield Northern European market. This milestone not only deepens our strategic footprint but also opens new opportunities for future consolidation in line with our long-term vision.

Regarding our commitment to sustainability, in 2024, the Group's performance received strong external recognition: a gold medal from EcoVadis placing us in the top 5% of companies assessed, an improved MSCI ESG rating Triple B, continued prime status from ISS ESG, and a B rating for climate action from CDP. In addition, we've also been ranked by Transport and Environment the highest among peers for climate efforts, especially in sustainable aviation fuel use. These independent assessments attest to the credibility of our decarbonization strategy and the real progress we've made. Of course, the path toward net zero by 2050 remains very challenging. Our decarbonization strategy is built on five key pillars: fleet renewal, sustainable aviation fuel, operational efficiency, business model transformation, and upstream fuel efficiency. On the fleet renewal part, our end stop together, that accounts for more than 2/3 of our decarbonization potential by 2030 and requires significant investment.

It's important to underline the critical importance of collective action to maximize our impact when it comes to the global challenge of decarbonizing the aviation industry. Any efforts we make should therefore receive strong backing from stakeholders across the Board, from airlines and related businesses to government and independent organizations facilitating the adoption of new standards. As we advance together with other airlines, we are confronted with headwinds that further increase the difficulty of our respective already complex decarbonization journeys.

These headwinds, among others, include delays in fleet renewal and engine availability issues, together hampering the full operational capacity. Geopolitical tensions that require the avoidance of certain geographic areas negatively affect the flight times and consequently increase the fuel burn. The need to further advance with the development of the single European Sky contributes to flight efficiency and positively impacts the respective carbon footprint of all the players in the industry. Also, unregrettably, SAF development still faces a chicken-and-egg dilemma on both the demand and supply sides. What's needed is a clear regulatory framework, stable standards, incentivized demand, and large-scale production that enables affordable pricing and a level playing field across the world.

That's why we're working hand in hand with others across the industry to try to move the needle through initiatives like Project SkyPower and the CSF New Energy Systems Working Group, leveraging our industrial ecosystems to drive progress. As I mentioned, fleet renewal remains central to our decarbonization strategy. Today, new generation aircraft represents 28% of our fleet, which is up seven percentage points from last year. These aircraft are less noisy, more fuel efficient, while also improving operational reliability and cost efficiency across the entire Air France-KLM Group. Beyond our own efforts, we are actively involving our customers in the energy transition. We were among the first industry actors in Europe to offer SAF options for both Passengers and Cargo clients via voluntary contributions, La Première's extra SAF fares, and our Go SAF Cargo platform.

We maintain a strict SaaS purchasing policy, focusing on second-generation fuels that do not compete with the food chain. Since 2024, we also proactively show customers the estimated CO2 emissions at the time of booking, improving transparency and empowering customers to make more sustainable choices. When it comes to the regulatory and public policy landscape, these are particularly challenging times for a company like ours, a point I've already voiced publicly and directly to key stakeholders and policymakers. We urgently need to create a coordinated European aviation strategy that ensures Air France-KLM can remain a job creator and driver of economic growth for years to come. Unfortunately, the current reality is that regulatory fragmentation is holding us back. Within Europe, we face a patchwork of national-level fees and taxes in both France and the Netherlands that create unnecessary burdens.

Meanwhile, EU-specific regulations, such as the emissions trading system and SAF mandates, mostly apply to only European carriers, putting us, putting them, all of us, at a competitive disadvantage compared to our non-EU counterparts. At the same time, non-EU airlines often benefit from easier access to capital, lower tax regimes, and location-based cost advantages, none of which are balanced out in the aviation agreements signed in recent years. This uneven playing field undermines fair competition, increases costs for EU airlines, and accelerates the shift of intercontinental traffic away from European hubs to non-EU ones, ultimately threatening both our climate ambitions and Europe's supply chain resilience. It's time for France, the Netherlands, and the European Union to better coordinate their efforts and recognize the strategic importance of European aviation.

Our workforce and assets play a vital role in economic growth, resilience, sovereignty, and connectivity, and should be treated as such in policymaking. To conclude this section, 2024 was a year of strong execution and strategic progress. We leveraged our geographic positioning and network strength, continued our product evolution and premiumization, and advanced on our sustainability journey. Our foundations are solid. With the continued dedication of our people and the support of our stakeholders, we are well equipped to move forward confidently and responsibly. I'd like to say thank you to all our employees, many who are here in this room today, and our shareholders, as well as our industry partners, stakeholders, and of course, customers of Air France-KLM Group, whose continuous drive and support allow us to build together a more respectful and sustainable future of European aviation. Thank you. [Foreign language] Thank you very much, Ben.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Thank you for your very clear presentation and for giving us the prospects ahead of us. I will now yield the floor to Steven Zaat, our CFO. He will tell you about the Group 2024 financial statements. My dear Steven, you have the floor.

Steven Zaat
CFO, Air France-KLM

Thank you, Madame Chair. [Foreign language] Good afternoon, ladies and gentlemen. It is with pleasure and gratitude that I stand before you today presenting the 2024 results at this annual general meeting. Let me start to say that 2024 was not an easy year. We encountered a difficult start of the year due to distorted operations resulting in high disruptions cost. The second quarter, we recovered pretty well, and we had almost the best second quarter in our history. Unfortunately, we saw then the first negative impact of the Olympic Games, which further had a negative impact on the third quarter.

Most importantly, we finished the year very strong with an improvement of the operating result of almost EUR 500 million compared to 2023. Despite the one-off impacts, and I will come back on that later, we were able to post robust results and worked further on our strategic roadmap, which is setting our solid base for our future. In 2024, we welcomed almost 100 million passengers, a growth of 5%, which increased our revenues to more than EUR 31 billion, which is the highest revenue in the history of our Group. During 2024, we reimbursed EUR 1.1 billion of COVID debt related to social charges, wage taxes, and pensions. Corrected for these payments, the recurring adjusted operating free cash flow improved by more than EUR 300 million.

This underlying positive free cash flow shows our cash flow generation capability from our businesses and supports our target for substantial operating free cash flow delivery when all existing COVID payments are repaid. The net income amounted to EUR 500,000,000, growing our equity further to EUR 800 million. One of our main KPIs is our leverage and our net debt, all our debt minus our cash divided by the EBITDA. We reached a level of 1.7 by the end of 2024, which is in line with our goal between 1.5 and 2. Let's go to the performance of our businesses. Let's start with our Passenger Network business. The revenues of our Passenger Network were 3% higher than in 2023. We were able to further increase the load factor of our planes and especially the premium cabins developed strongly in terms of revenues.

We had some downturn in pricing in the lower yield classes coming from the impact of the Olympic Games. Our cargo business had a tough first quarter in 2024 with a decline in unit revenues of more than 26%. During the year, we almost recovered it all, and we ended the year strongly with a unit revenue increase of more than 20%. This rebound was driven by traffic from Asia, and we adapted our full freighter networks towards Asia in the second half of the year. Going to Transavia. Transavia revenues increased by 15% due to an 8% increase in capacity and a 7% increase in unit revenue. This unit revenue increase was driven by a higher yield thanks to the successful implementation of paid hand luggage.

The operating result was EUR 3 million+ , but Transavia is still taking over slots from Air France in Orly, contributing to the improvement of the Air France network results. On top, there was also a negative impact of EUR 40 million coming from the Olympic Games. It is good to see that despite all this Transavia improvement, the results by EUR 100 million improved compared to the last year. Our Maintenance business further strengthened their market position. The external revenues grew in 2024 with 24% despite the ongoing supply chain disruptions. The operating result of maintenance amounted to EUR 170 million, mainly driven by a very profitable Engine business. We are very well positioned, especially by the long-term contracts on this new generation aircraft, and we will increase further our external revenues and profitability further in these segments in the coming years.

Let's briefly review the challenges of 2024 and consider those we encounter in 2025. Operational challenges had a considerable effect on our productivity and resulted in substantial customer compensation expenses. The impact on our bottom line was at least EUR 300 million. We had the Olympic Games in Paris in 2024, which was a fantastic event, but not for the shareholders. It cost Air France-KLM EUR 200 million in unit revenues and EUR 50 million in unit cost. We had the difficult Air France Cargo implementation of an IT tool, which cost us also around EUR 50 million. In total, there were EUR 600 million of headwinds in the year 2024. Before we started the year 2025, we knew that we would be confronted with some external headwinds in the current fiscal year.

One was coming from the increase of the French aviation tax, which we estimate to impact our revenues by EUR 90 million-EUR 170 million. Schiphol decided to increase again its tariffs, this time by more than 40% in one year, an increase of EUR 110 million on our cost. We will be able to offset some of these increases via higher ticket prices, but it will significantly impact KLM's competitive position, especially for the connecting passenger, which can choose which airport to fly, and where some airports are even free of these charges. I want to stress again that after an increase of more than 40% after COVID, another 40% is insane, and it hampers the profitability development of KLM and therefore the network development. It will make the Netherlands at the end of the day smaller and a less attractive place to do business.

As a result, European headquarters will opt for countries with better connections. In recent years, several major companies have already left the Netherlands due to the worsening of the business climate. To summarize, the net impact of all the earlier mentioned challenges in 2024 and 2025 is that Air France-KLM should improve the operating result for the year 2025 at least with EUR 300 million. The first quarter showed already the first signs with an improvement of EUR 161 million. Moving to the current year, we will grow further our long-haul and short- and medium-haul capacity by 3%-5%, and Transavia, we expect to grow by 10%. That brings the total capacity increase to 4%-5% versus 2024. We expect a slight increase in unit cost due to factors beyond our control, including the already mentioned Schiphol tariffs and the higher air traffic charges in Europe.

On top, we will continue with the premiumization of our cabin. We will further grow our Business Class with 7%, and we will grow the First Class at Air France with 5%. We will enlarge the capacity of the highly profitable Premium Economy in our planes. Air France will grow this segment by 7% in 2025. At KLM, we are just at the start, where we finished in November 2024 the implementation of Premium Comfort. It will grow in 2025 with a spectacular 33% capacity growth. The premiumization will increase the unit cost, but it goes hand in hand with higher unit revenues, further growing our bottom line. The inflation around us will be tackled by the continuation of our transformation program. KLM launched the Back-on-Track program in October 2024, and we will continue the transformation of Air France. Let's then dive into our capital expenditures.

We estimate to invest an amount between EUR 3.2 billion and EUR 3.4 billion. 80% of this amount is related to the fleet and fleet-related items to support our trajectory to further decarbonize and at the same time support our bottom line growth. Finally, as already addressed, we maintain our guidance of leverage between 1.5x-2x . As we close out 2024, I would like to repeat our financial targets for the medium term. One, an operating margin above 8%. Two, a significantly positive adjusted operating free cash flow. Three, a reduction of our unit costs as a result of our ongoing transformation efforts, fleet modernization, and smarter operation. Four, being an investment-grade company. Our whole management team is fully committed to delivering on these targets as they are a result of a bottom-up process. A large part of our shareholder base consists of individual shareholders.

If you own at least five shares, you could register yourself as a member of the Individual Shareholder Club. This club has almost 3,000 members and is still growing. The members receive on a regular basis newsletters and private events have been organized. We renewed in February 2023 the Individual Shareholder Committee, the CCAI, with 10 new members who meet the Air France-KLM management regularly. We will introduce the members of the CCAI during the Q&A session. If you haven't registered yourself to the club yet, please visit our website. In December 2023, the Group has offered shares to the employees in 20 countries. In total, 17,000 colleagues have participated in this employee share plan, which was 22% of the total workforce of Air France-KLM at that time, bringing the total employee shareholding above 4%.

We are happy with our confidence and commitment to our trajectory and having our colleagues in the Group's shareholding. I really would like to say a big thank you to all shareholders for your support in 2024. Thanks for your attention.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Thank you. Thank you, Steven. Thank you very much. I will now present our Group's governance before yielding the floor to Alex Wynaendts to address remuneration aspects for our Corporate Company Officers. [Foreign language] As you are aware, since 2018, our governance has been structured around a separation of the functions of the Chair of the Board and the CEO, which helps us clearly distribute and coordinate their respective roles. The dynamic of our Board relies on four specialized committees. They play an active and precious role in preparing the Board sessions. The Audit Committee, made up of seven members, chaired by Isabelle Bouillot.

The Sustainable Development and Compliance Committee, made up of six members, chaired by Anne-Marie Idrac. The Remuneration Committee, made up of six members, Chaired by Alex Wynaendts. The Appointment and Governance Committee, made up of three members that I Chair. The year 2024 has proven how our governance can be efficient and relevant, especially when it comes to implementing the European CSRD directive, the Corporate Sustainability Reporting Directive. Governance linked to sustainable development is carried out at the highest level of the Group. The Board, the CEO Committee, as well as the Executive Committee of the Group, consider sustainable development issues as one of our priorities and rely on the works carried out by the Decarbonization Committee.

This year was especially marked by the drafting of our very first sustainability report, with a major involvement of the Board, as well as the Audit Committee and the Sustainable Development and Compliance Committee. Let us now turn to the composition of our Board. On the 31st of December 2024, there were 19 Board members, including seven Independent Board members. Please note that each committee is Chaired by an Independent Board member, 46.67% of women, excluding employee Board members. Four Board members representing employees and employee shareholders. Your Board is gathering diverse and complementary skills and experience, including an in-depth knowledge of the air sector, finance, Executive management, as well as geopolitical issues, crisis management, or CSR issues. Let us now turn to the developments of the Board composition. In 2025, seven Board members' mandates, excluding Board members representing employees, are coming to an end.

To ensure good governance, the staggered Board approach that has already started for the mandates within our Board is continuing. I would like to submit for your approval the renewal of four Board members whose mandates are coming to an end. Gwenaëlle Avice Huet for a two-year term, Len van Mourik Broekman for a four-year term, Delta Air Lines, whose permanent representative is Alain Bellemare for four years, and finally, Anne-Marie Idrac for a two-year term. The mandates of the other three Board members are also coming to an end at the close of the present meeting: James Wang, Isabelle Bouillot, and myself, which will then give way to three appointments. The first appointment is the following.

Following James Wang's mandate coming to an end, a Board member of our shareholder and commercial partner, China Eastern Airlines, we suggest that you appoint in his stead Qingchao Wan , Vice President of China Eastern Airlines, for four years. Second possible appointment, the independent board member of our Board. She's been there for 12 years, Isabelle Bouillot. Her mandate has come to an end. She was the Chair of the Audit Committee. We suggest that you appoint in her stead Isabelle Guichot, CEO of the SMCP Group, as an independent Board member for four years and subject to the approval of resolution number nine on her appointment. The Board has decided, considering her experience, to appoint her Chair of the Audit Committee in the stead of Isabelle Bouillot.

Third appointment, after nine years spent at the Board, my last mandate of a year is also coming to an end at the close of this general meeting. We suggest that you appoint today, for four years, Véronique Penchienat-Bosetta, the Vice Managing Director of Danone Group, as an Independent Board member. Besides, Pierre Lichon in the stead of Didier Dague, as well as Terence Tilgenkamp , have been appointed by the French and European Works Council as Board members representing the employees for two years at the close of this meeting. I would like to extend my warm thanks to Isabelle, James, and Didier for all their contribution to our Board in the past few years.

Allow me to express my special thanks to Isabelle Bouillot, who for the past 12 years has borne key responsibilities as the Chair of the Remuneration Committee and then as the Chair of the Audit Committee. Finally, following a proposal from the Appointment and Governance Committee, the Board, who gathered on the 29th of April, appointed Florence Parly as the Chair of the Board with effect at the close of this general meeting. The Board has honestly expressed confidence towards her on top of her long-standing experience, her personality, her energy, and resolve. She will help our CEO, Ben Smith, to rise to the challenges and make our Group successful, and I congratulate her already. I will now invite Alex Wynaendts to join me. He will make you a presentation on remuneration aspects, which will be put to your vote.

Alexandre Wynaendts
President of the Compensation Committee, Air France-KLM

[Foreign language] Thank you, Anne-Marie. Dear shareholders, as Chair of the Compensation Committee of the Board, I am going to be presenting the main components of compensation of the members for 2024 and the policy of compensation proposed by the Board for 2025. These components are detailed in Chapter 2 of the single unique registration document 2024, and you will be voting on them in resolutions 13- 18. Starting off with that of the members, the total amount of compensation of the members for 2024 is EUR 837,500. It was decided upon by the Board within the limit of the annual global amount of EUR 950,000 approved by your General Assembly on the 5th of June 2024. Moving now to 2024 compensation of the Chair of the Board and of the Director General.

The Chair received in 2024 a compensation set annual fixed gross of EUR 200,000 and had no variable compensation. The annual gross fixed remuneration had been set by the Board on the recommendation of the Remuneration Committee at EUR 350,000 for the 2024 remuneration policy. Whilst recognizing the necessity to set the level of remuneration at EUR 350,000 for their position, the President said to the Board that they wanted to retain their level of compensation for 2024 unchanged since she was appointed in 2010. [Foreign language]

With regard to the CEO, the compensation paid in 2024 was made up of the following components: a set remuneration of EUR 1,044,000, an annual variable remuneration of an amount of EUR 985,880 for the fiscal year 2024, and a long-term remuneration corresponding to 23,437 performance units in line with the long-term plan 2021-2023, the performance of which over three years has attained 48%, which represents EUR 252,182. It is, we remind you, that following on from the conditions associated to the state aids, the amount of the remuneration, long-term variable of the CEO for the long-term plans attributed between 2016 and 2020, was paid during the fiscal year 2024. You'll find the details of that in section 25 of our unique registration document 2024.

The variable remuneration provided in 2024 was EUR 1,524,760 for the annual variable remuneration, which represents 146.05% of the fixed remuneration calculated according to the threshold set in the policy approved by the last General Assembly, and for the long-term variable remuneration of 195,673 units of performance in line with the long-term plan 2024-2026, corresponding to an amount of EUR 2 million, which depends upon conditions of performance and presence over three years. More precisely, the amount of the annual variable remuneration attributed in 2024 corresponds to the detailed performance on the table you have on screen here. The performance of quantitative criteria linked to the financial objectives of the Group was set at 81% of fixed compensation, and the criteria linked to extra financial objectives of the Group were set at 65.05% of the fixed remuneration, a total of 146.05% of the fixed remuneration.

Moving on now to the remuneration policy for 2025. For 2025, we are proposing that the global envelope of remuneration of the members move from EUR 950,000 to EUR 1,550,000. This amount will be spread out amongst the members, all respecting the application of the fixed and variable parts in line with their presence. This evolution of the remuneration of the members takes into account the big size, the substantial size of the Board, and the objective thereof is to be aligned with the practices existing on the market to reinforce the attractivity levels of the Board and to reflect the increase and the level of responsibility of the members within the Board and its different committees, notably those sitting on the Audit Committee.

The Board has decided to maintain the policy of remuneration of the chair voted on by the General Assembly 2024, which is an annual fixed remuneration of EUR 360,000. The policy of remuneration voted by your General Assembly for 2025 will be applicable to the current and to the future Chair of the Board, Prorata Temporis. No variable remuneration component is scheduled for. [Foreign language] The CEO of the Board has decided to maintain the remuneration policy voted on the occasion of the shareholders' meeting in 2024, namely a fixed remuneration of EUR 1,044,000.

They have an annual variable remuneration as a target with 150% of the objective achieved and 180% of the maximum fixed in case of objectives being exceeded, and long-term remuneration subjected to achieving certain demanding conditions over a period of three years, and which amount remains unchanged since 2018 for a total amount of EUR 2 million. Furthermore, an additional pension regime put in place last year will be maintained, and over and above this, the annual variable remuneration will be evaluated on the basis of performance criteria presented up to 60% and up to 40% of extra financial objectives. These performance criteria have been decided upon by the Board so as to optimize the alignment of shareholders' interests and to simplify the structure while strengthening the quantitative share of the targets.

Finally, the CEO will receive a long-term variable remuneration of an unchanged amount of EUR 2 million payable in shares and subject to the achievement of performance conditions updated over a period of three years. Performance conditions on a long-term basis 2025-2027 are centered on the performance of the Group and significant weight on the CSR performance. [Foreign language] May I thank you, dear shareholders, for your attention.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Thank you, dear Alex, and thank you for all the work that you've done on the presidency of this Compensation Committee. I would like to thank you for your attention on this long session on governance and compensation, and I'd like to invite now Mr. Eric Dupré, who's the representative of the College of the Statutory Auditors, who will present their reports.

Eric Dupré
Representative, College of Statutory Auditors

[Foreign language] Thank you, dear Chair. Dear shareholders, good afternoon.

On behalf of the College of Auditors, PricewaterhouseCoopers and KPMG, I'm here to deliver a presentation on a mission entrusted to us on financial information and sustainability information. With regards to financial information, we developed seven reports included in the Universal Registration Document and in the Convocation Brochure. These are namely the Annual Statutory Accounts Report, pages 498 - 501 of the Universal Registration Document, Consolidated Report, pages 471 - 481 of the Universal Registration Document, Regulated Conventions or Agreements, pages 502 - 506 of the Universal Registration Document, and Capital Operations Report, 68 to 672, and the Convocation Brochure.

Sustainability information, we've issued one report, pages 368 - 371 of the Universal Registration Document, and I will not dwell upon the details of this report, but I will focus on the highlights regarding our Statutory Accounts Consolidated and Annual Reports here to give you reassurance that they do not entail any significant anomaly. Our reports highlight key points of the representative audits for the highlights that we deem significant to base our opinion upon. Consolidated Accounts, we have the key points of the audit, a list of three items: recoverability of the aeronautic assets, recognition of deferred assets, taxes, and the French tax group, and recognition of revenues, and issued in our news for annual statutory accounts of the assessment of participation as well as accounts payables.

As by way of conclusion, we certify unreservedly that our annual accounts and the consolidated accounts of the Group are sound, and our report includes technical observations and the cash flow equity of consolidated accounts. One presentation changes, whereas one accounting method change related to commitment post-ante on statutory accounts. Regarding our special reports on regulated conventions or agreements, these conventions have been the subject of prior authorizations from your Board that have been submitted under the fourth and fifth resolutions for your approval. They focus on a new joint venture agreement between Air France-KLM, Société Air France-KLM, KLM, and China Eastern Airlines, and the amendment to ancillary agreements with the Delta Air Lines and Virgin Atlantic Joint Venture. Our report also mentions the agreements taken and approved prior to executing this 2024 tax year. I'd like to conclude my presentation on capitalistic operations.

Your Board is proposing to delegate under the 22nd, 23rd, and 27th resolution a competency to decide the issuance of shares and securities with a preferential subscription right, and under the resolutions 29th and 30th to decide the issuance of reserved shares for those employees with pension schemes and to employees of foreign companies. We do not have any observations to put forward on the modalities and information provided by the Board. Finally, your Board is proposing to authorize the Board to reduce the capital under Resolution 31st. We have no observation, no comment on the causes and conditions of the capital reductions under consideration. I'd like to wrap up this presentation with our report on sustainability information. Our report of limited assurance focuses on compliance with the ESRS and European regulations. Firstly, of the process implemented by Air France-KLM to determine the published information.

Secondly, information in terms of durability or sustainability included in the state of sustainability. Thirdly, the taxonomy. On the basis of procedures carried out, we have noted no errors, no omissions or significant insufficiencies regarding compliance with the ESRS and European regulations. Part three of our report includes a technical observation related to the requirement of the NSH pollution as presented in paragraph 4245 of the state of sustainability. Dear Chairperson, ladies and gentlemen, shareholders, I would like to thank you for your attention and for your trust.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you very much, Mr. Statutory Auditor, and thank you to all of the college for having done this major work for our Group. Now we will start our questions and answers session, and what I suggest, as we always do, is to take three questions at a time.

I would like to ask you to introduce yourself when you take the floor, as much as you can, to try to stay short in your questions so we can take as many questions as possible. I think we have about 45 minutes for this session because we've all kept very good time. Alexandre, if you want to give us a few guidelines.

Alexandre Boissy
General Secretary, Air France-KLM

Absolutely, maybe to get us started off in these screening sessions. The Consultative Committee of Individual Shareholders, as mentioned by Steven earlier, has worked on the main topics of interest for you. I would like to convene the members of CCAI to stand up and to ask three questions that have stood out as theirs and resulted from their work. Micro number three, mic number three, is at your disposal.

Hello, Isabelle Rencq. My first question is about the trade war with the United States.

What is the impact of the geopolitical context, particularly the tariffs imposed by the USA? Are you more or less impacted rather than our competitors like IAG, for example, not to mention it?

Thomas Porcelot, my question. Thomas Porcelot, my question is as follows: with the betterment of the financial results, when is the group going to distribute dividends so as to evenly share value with shareholders who have been impacted by the drop in the share price? What are your thoughts on this?

Roman Olinsky. Roman Olinsky, my question is as follows: with the launch of the new suite, La Première de France, can you tell us more about the spin memorization strategy of the KLM Air France Group?

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Merci. Thank you. Steven, you may, or Ben, maybe, who wants to start?

[Foreign language]

Steven Zaat
CFO, Air France-KLM

With regards to your first question on tariffs and tariff impacts, for the Group, there is not necessarily a significant impact of the tariffs on today's results. What we are looking at for the future is that bookings for premium cabins are still doing well, and for economy cabin and for leisure passengers, there is a slight reduction in or slowdown in demand, but it is not something that is of great concern as it is a minor phenomenon. This is something that we are attentively looking at. I think we have still, let's say, quite a low equity. I showed it is EUR 800 million this year. We suffered hard from the COVID crisis. It is good to see that the net result is now really adding, let's say, to the equity levels, but I think we need to further strengthen first the equity before we can pay any dividends.

Ben Smith
CEO, Air France-KLM

On the last question regarding the premiumization strategy for the Group, look, the group is set up with a very high-cost structure and already a strong, strong customer base which are looking for quality products. We have already a strong offering of quality products. What I had, what I inherited in 2018, was on a clear customer offering or clear customer promise. We have put a lot of effort into simplifying the customer promise, making sure that what we offer is our products where we can be profitable. We put a lot of effort into standardizing the Business Class cabins at both KLM and Air France. To date, we're seeing steady margin increases at both airlines. This is something very positive. Particularly in France, we are focusing on getting a greater share of the local market.

The local market, when it does not involve a connection, usually is higher yielding, and that strategy is working. Then with the La Première decision to relaunch and to invest money in, it is a very small part of our capacity. However, it has a disproportionate impact on our image and our brand at Air France. As many of you saw when we launched the product a few last month or in April, the response was unbelievable. It does have a very strong halo impact. It is profitable. It was not profitable in 2018. These investments are paying off exactly how we had expected.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you. Thank you, Ben. Now we will take another batch of three questions. [Foreign language] Can't see in the room. [Foreign language] Number four.

[Foreign language] Hello, François Romardet. [Foreign language] Hello, François, I couldn't see you in the dark.

In darkness, no. It's a brief question. It's about the growth of the Group. Can you update us on Air Europa and TAP Air Portugal? Any updates on.

[Foreign language] So we may want to take another question. If I could see them in the room. [Foreign language] Please help me. [Foreign language] So there's one and. [Foreign language] Two. One and two. Hop, hop, hop. [Foreign language] On my right.

[Foreign language] Hello, I'm Nelly. I'm from the Netherlands, and I'm going to ask my question in English. I'm from Moyo Defense, your Dutch climate organization, and I was here last year too, and I asked you whether KLM would do better on their climate plans. And you, Mrs. Rintel, you answered, that, you are taking small and big steps.

Yet, funnily enough, in the past year, I have not seen a single step forward, not even a little one. Actually, it is not funny at all, as the climate crisis already takes many lives today. Your own climate plan states a CO2 reduction percentage of 12% in 2030. However, researchers found that because you want to fly more and you base your reduction plans on castles in the air, you will actually emit 6% more. That means to commit to international climate agreements, KLM needs to reduce the amount of kilometers that you fly. In other words, you have to shrink. In the Netherlands, you act like it would mean the end of the road to your Dutch customers if you shrink. We have published new research that, this one, you can actually see it, that reveals your lies.

It shows that you can shrink. The study reveals that on a third of all of your KLM destinations, the planes are filled for 2/3 by transfer passengers, detour passengers. Shrinking then hardly means anything to your Dutch customers as prices will also stay the same, almost. You lied about taking steps. You lied about your emissions, and you lied about your reduction plans. How can I then trust that you care and will respect all lives on this earth, including those of future generations? There is only one thing. There is only one thing you can do to make up for your mistakes. Science and the IPCC are very clear about that. My question to you, KLM, and please do not make me ask this again next year. I think nobody likes that in this room.

Will you reduce your CO2 emissions by 48% in 2030 compared to 2019 in absolute terms in your entire value chain? That means scope one, two, and three.

[Foreign language] And then Marianne will give us the elements. And Ben, you can reformulate that, please.

Ben Smith
CEO, Air France-KLM

For your question. You know, if you're following our group and our company, and in particular KLM, I hope that you've seen the number of aircraft, new aircraft that have been delivered since our last AGM, each one of them producing approximately 25% CO2 reduction. We have not increased ASKs or capacity at KLM. In effect, that is a reduction versus last year. It is not an increase in CO2 emissions.

That clarification, and that is all public. It's all in our documents. When you talk about transfer traffic and whether that will have an impact on KLM, if there is a reduction, this traffic is going to fly irrespective. Whether it connects over Schiphol or over Zurich or over Frankfurt or over London, that's not going to change in terms of CO impact to the world. The KLM network, as it stands today, provided enormous benefit to Dutch citizens. Many of the routes that we fly out of Amsterdam, Schiphol, are not sustainable without these connecting customers. It's just not possible. By default, the less connections we have at Schiphol, the fewer destinations.

If we are not able to compete on certain routes, and there's another competitor who has the advantage of their hub on the other end, that will result in increased charges, increased prices for those who live in the Netherlands. I would like to refute what it is that you state there on those particular statements that you just made. There definitely has been, and the amount of money that we've spent on these new airplanes was exactly as planned. There are a few airplanes that are delayed because of Boeing and Airbus's delivery schedules, but those are the only reasons why we're not moving any faster on increasing the number of next-generation airplanes, which have a proven significant improvement in the amount of CO2 emissions.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Ben. Thank you, Ben. Marjan.

Marjan Rintel
President and CEO, Air France-KLM

To add, we all read the research, but KLM is a hub and spoke model as the business model, as Ben already explained. People fly for a reason, and 84% of all our passengers choose the best option, and 75% of our transfer passengers do not have a direct alternative. If we look at the hub and spoke model in total, and you reflect at reducing frequencies, for example, to Barcelona, the thing which is not looked at is that if you remove Barcelona, we cannot fly Johannesburg, for example, because a lot of transfer passengers will fly from Barcelona via Amsterdam to Johannesburg. The only reason we can fly to destinations like that is that we have transfer passengers.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you, Marjan. Can I give you back the floor? Hang on. We are going to take the previous question of Mr. Romardet on the external growth for the group.

Ben Smith
CEO, Air France-KLM

[Foreign language] With regard to your question on external growth, with regard to TAP, TAP, there have been new elections taking place in Portugal with a change of government. The process of selling off TAP Air Portugal has been put on hold, and the discussions have not started. What is the state going to put in place in the byway of conditions? We do not know yet. The process is not yet initiated on Air Europa. It is the Iberian Peninsula. On the Iberian Peninsula, this is an active project at this point in time. We made progress. It has been years now. We have been looking at Air Europa. In the past few months, this has been more significant for them to sell off their company or part of it.

I do not have any further update to share with you with regards to updates on consultation terms of growth. It is a more significant project, which is out of the Iberian Peninsula.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you, Ben. Any further questions? [Foreign language] Number four. Question off mic. [Foreign language] Can you please explain your question?

Ben Smith
CEO, Air France-KLM

If there was a reduction in CO2, you know, CO2 emissions versus last year. No, no, but I answered your question.

I do not think you did. Whether you would reduce your CO2 emissions by 48%, as is your responsibility as a company. I do not think I got an answer to that. In response, you said that it would be impossible to reduce the kilometers that you fly, as it would mean problems for Dutch customers.

But this independent research by CE Delft, not by Moyo Defense, CE Delft shows that it is possible, also in favor of your Dutch customers. You said something about more efficient airplanes. What I hear is you're still going to fly more, which means more CO2 emissions. I don't think you are going to emit those 48%. You're going to reduce the 48% that is necessary by the Paris Agreement, the city that we're in, to, I don't know, limit the climate crisis and take your responsibility as a company. Is that correct?

No, no, not at all. I mean, we take the responsibility extremely seriously. We have commitments for 2030 and for 2050, and those stay the same. We are moving in that direction. Nothing changes there. Our 2030 commitments are still respected on our part.

In terms of absolute CO2 emissions, they are down. This report you're referring to, I'm not sure where they get their information and what they do. I've been in this business 35 years. The model at Schiphol, the way we're following it, I can tell you there is absolutely no way that the benefits of the Dutch economy or Dutch citizens derived today out of our activity at Schiphol will remain if we don't move toward what it is we have in our business plans going forward. Less traffic at Schiphol will mean less connectivity at Schiphol, which is not positive for the Dutch economy. It will not mean a reduction in CO2 emissions globally. It may mean a reduction in CO2 emissions in the Netherlands, but these customers will just travel via other hubs.

This is a, if you look around the world, there's no indication whatsoever that there is a reduction in traffic if a hub reduces its number of flights. T here's nowhere in the world where we've seen this.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you, Ben. Excuse me. I'm going to let Marjan take the floor. Marjan, you wanted to say a word.

Marjan Rintel
President and CEO, Air France-KLM

For still all KLM employees, we try and do everything we can to fly more cleaner, more quieter, and more efficient every day. Yes, indeed, we take small steps and we take big steps. Not only, we buy a lot of new fleet. We use a lot of sustainable aviation fuel. We use AI to reduce weight on board and reduce weight. We do everything we can. It's difficult, we all know. I understand the concerns about climate change. We share that.

We do everything in our power we can.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you, Marjan. I believe there was a question on number four.

[Foreign language] Good afternoon, Chairperson. Fabien Lindeuil, Individual Shareholder, President of Natekis Monétaire and Share Savings Plan. We have the convocation. We have 70 pages. There is not a single figure on operations. I do not know whether we carry passengers or we sell cars. What is the Consultative Committee doing? Michelette, with the advisors, the model to be as to deliver performance as an SBF 120. Monsieur Parly, welcome. You have not left a positive and positive memory to Cargo. Operations, you have a carte blanche, but even if 110 shares, we do not feel you are engaged and confident. Nevertheless, we would like to wish you a very warm welcome. Maybe not.

I have no doubt that you'll do like Monsieur Scudera and will accept for the same functions to renounce the totality of or part of or the totality of EUR 350,000. You will now keep only EUR 200,000. Remember, Orly platform integrated and made famous by Air Inter, and a bright idea of Henri Gaye. Now the group wants to give up Orly, as the Syntex report has just announced. Mr. Ben Smith said, what is line 14? This is about 1 million passengers we're talking about. If you hear that, this is 12 million passengers transported yearly. Following the plan of, and I need to go, this project to give up Orly will pay to the benefit of the competitions.

What is your question? I hear your comments, appreciate those.

What my question is, don't close Orly.

This is an important airport. Competitors like Iberia are failing or are here and will take over. Second question, in 2023, we grouped shares, which is EUR 2.5 billion of market cap of Air France. Mr. Ben Smith had sold its shares to June of EUR 17. What are you going to be doing for the share price to pick up? What are you going to do about this? In terms of your debt report, and you've repaid, congratulations, by anticipation the Oceana relative to 10% of the capital. How? This is a question. What is your intention to bring down this debt related to something that happened to which interests were not 7.1% to 8.93%? Is it the Apollo Founta effect that led to stock market decadence? Please work on a debt as your journal. [Foreign language]

We will try to find a question in all your observations.

That was with regard to debt. Furthermore, you said for dividends, dividends. You want to reinforce equity, but we already have EUR 0.29 per dividend.

[Foreign language] We will now stop here.

Oui. I will conclude to come back to Winnie. We are leaders of the use of SAF in the world, and that is one of the aspects which is not brought to the fore enough with regard to competition. In spite of all the taxes imposed by France, by the French government, that enables Air France-KLM to be the only company in the sustainable development.

[Foreign language] Thank you very much for all of your comments. We did not appreciate all of them.

Unfortunately, finding us guilty as charged before our next Chair of the Board has even come into office, I do not think this is the right place to do it. We might try to answer some of the questions that you've asked. Ben, would you like to start on the fact that we did not say whether we are selling cars or something else? Ok. [Foreign language] Car sales is not doing great at the moment.

Point. There are a lot of questions there, but the key figures, key figures. I have the universal registration document, URD, in front of me on page four. It appears very clearly we have 564 craft being operated, 911 tons of freight, 98 million passengers, 3,090 countries served, and 320 destinations. I do not know what other, that is page four on the URD. Okay.

With regard to Orly, the Orly.

Ben Smith
CEO, Air France-KLM

In 2018, you know, obviously I was hired to increase the value of this Group. And that, you know, that's your shareholder, I believe. That's why you're here. Unfortunately, the operation at Orly was not profitable, was significantly not profitable. We had three options. Either we continue to lose money, we pull out, or we find a new model. We made the decision to find a new model within the Group. We did a lot of work to make that happen with a lot of social partners. It's not easy. We're still in the middle of this transition. It is one of the only ways that we believe we can turn, you know, our operation and our presence in Orly profitable. By far, the majority of carriers that operate from Orly are low cost.

The Air France model, even if we tried our best to evolve it into a low cost, is not possible. We want to maintain our presence at Orly. We're not giving up any of our slots. This, in our view, is the best possible way to turn around our financial performance. You mentioned something about shares, me having shares. In 2018, 2019, I think maybe even 2020, I personally purchased shares equivalent to 50% of my base salary. That was done in the beginning. None of those have been sold. I don't know what you're looking at there.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you very much, Ben.

Anne could you please add to what Ben said on Orly?

Anne Rigail
CEO, Air France-KLM

Yes, to add what Ben said. He's been saying that for a long time, the domestic situation was recording a deficit.

We had to step up our operations to restructure this Domestic Network, - 40% of demand at the time. Unfortunately, ever since the end of the pandemic in October 2022, we have noticed that this decrease has continued because we have reached - 50% overall. A study recently showed that there has been - 50% of return tickets. Thank you for saying that it was my responsibility because this was a brilliant product. I only took part in this journey, but this shuttle was born in 1996. It was quite successful, but now it is not successful enough. We have noticed that we are ending this restructuring process in Orly. There are a lot of action plans to carry out this difficult restructuring operations. We are not giving up on our domestic operations. In Charles de Gaulle, we still have domestic flights with an intense frequency from 2026.

CDG Express will make the link between both airports or Paris and Charles de Gaulle in 2027. The goal is to fight back against low-cost airlines that are doing better on the domestic market and that have made things more difficult in the network. Restructuring is absolutely of the utmost importance for our financial balance.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Thank you very much, Anne. Thank you for this comprehensive answer. Are there any more questions? Please, I'm sorry, I can't see properly. Is someone raising their hand? Number one?

[Foreign language] Hello, Sébastien, individual shareholder. I would like to know when you schedule. How could I put this? Given the financial results of this year, which I will hope will be better still next year, even if they are already very good, are you envisaging between now and 2030 to be paying out dividends again?

Steven Zaat
CFO, Air France-KLM

Steven, please.[Foreign language] Sorry, I will speak much better in English to explain it. There is a translator which you can put on. Let's first wait how this year will end. I think we still have quite a low equity, as I already said. We still have also to pay back to the French state the social charges and to the Dutch state the wage tax, which we did not pay during the COVID time. We talk about EUR 500 million also again in 2025. Let's say we wait first what will be the outcome of 2025, and then we will come back on the dividend policy for the next year.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you very much, Steven. Thank you, sir. I now can see a question. Number four.

[Foreign language] Monsieur Leclerc from Dordéac, individual shareholder.

I would like to know something with the new profits that are generated. Are you looking to reinvest them in order to reduce costs, looking, for instance, by buying airports or new infrastructures?

[Foreign language] Thank you, sir. The question was, considering our recorded profits, will we reinvest in a certain number of infrastructure in order to decrease our costs?

Steven Zaat
CFO, Air France-KLM

Let me start. Yes. I think these shares are not, first of all, for sale, but I think we want to invest at first in our fleet to make sure for our sustainability trajectory, as we discussed already earlier, and also to gain in profitability in the company. I think our first priority is to invest in fleets to make it more profitable in our current businesses before we are going to diversify in airports.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language]

That we need to deleverage our debt.

Ben Smith
CEO, Air France-KLM

There are several projects around the trade show, around our lounges in Schiphol, in Roissy, some projects around the world. Not even in New York. This is to align our strategy in the terminals with what we do on Board.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

Merci, Steven. Thank you very much, Steven. Thank you, Ben. Any more questions? Number two? Number two, please.

Yes, thank you. My name is Ton Sletsen. I'm from Foil NL. I have a question for KLM. Earlier this afternoon, the court in the Netherlands has annulled the nature permit of Schiphol Airport. Now environmental organizations are calling for immediate reductions of flights. Recently, the government, for noise reasons, has also told Schiphol that it has to reduce its number of flights. Also, to meet climate targets, Schiphol Airport will have to reduce its CO2 emissions in 2030 by 50%.

My question is, this downsizing of Schiphol, our home base, seems inevitable on all sides. My question is, how are you going to adapt your business model? What are you going to do to ensure that KLM has, under these conditions, a sustainable and profitable future?

Marjan Rintel
President and CEO, Air France-KLM

[Foreign language] Thank you for the question. First of all, we indeed received the verdict of the judge. It means that Schiphol needs to reapply for the nature permit. It is all related to nitrogen and the way the calculations have been done by Schiphol. Schiphol used, however, the correct reference situation, and therefore there will be no consequences for the capacity at Schiphol today. We expect Schiphol to start reapplication as soon as possible. That is the first answer to your question.

The second is that the Dutch government decided, with a balanced approach, to reduce movements from 483 to 478. However, they decided as well two weeks ago that sustainable growth will be possible after we reach 20% noise reduction. We are quite confident with the new fleet that we will reach the 20% noise reduction in the next years. Therefore, we still believe in the business model of KLM. We still believe that also with the new fleet, we can grow in seats and that with the objective and the achievement to reach the noise reduction with 20%, there will be growth possibilities again. Ben?

Ben Smith
CEO, Air France-KLM

I'm just reading the verdict now, and I think before going, I mean, it just came out, before going into more detail, I think our legal team needs to really assess and give us a clear view on what this could mean for us. But Marjan's given her first view, so I think it's a bit premature to give a position on our part.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you very much, Ben. We are now reaching the end of this session. I would like to extend my warmest thanks to all speakers. Thank you for answering those questions and making those comments. Now, Alexandre, I think we can now move on to the vote of our resolutions.

Alexandre Boissy
General Secretary, Air France-KLM

Right. Absolutely. Thank you, Anne-Marie. The final quorum is now 59.99%.

The legal, that's a quarter of these shares having rights of vote is attained, represented or having expressed their vote by remotely. So first, we'll look at a quick film with how to use the tablets, which you have been provided with, to vote on the resolutions. It's on the screen.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language]

Alexandre Boissy
General Secretary, Air France-KLM

[Foreign language]

Let's move on to vote on the resolutions. First one, the ordinary one. First one, approval of the central accounts of the fiscal year closed to the 31st of December 2024, with a profit of EUR 96,337,577. Vote is open. You have 12 seconds. Voting is closed. [Foreign language] Resolution adopted, carried. Second one, approval of the current accounts consolidated on the 31st of December 2024, with a net result of the group of EUR 317 million. Poll is open. Voting closed. [Foreign language] Resolution carried. The third resolution of the affectation of the result closed on the 31st of December. It is proposed to affect the profit of the exercise in totality to the forwarded account. Voting open. Voting closed. [Foreign language] Resolution is carried.

Fourth resolution, approval of a regulated agreement, collective to the conclusion of a new joint venture agreement with China Eastern Airlines. Poll is open. Voting closed. Resolution is carried. Fifth resolution, approval of regulated agreement for the commercial compression with Delta Air Lines and Virgin Atlantic Airways. Polling open. Voting closed. [Foreign language] Resolution carried. Renewal of the mandate of Mrs. Gwenaëlle Avice Huet as a member of the Board for a duration of two years. Poll open. Voting closed. [Foreign language] Resolution carried. Seventh resolution, renewal of the mandate of Mr. Len van Mourik Broekman as a member of the Board of Directors for a duration of four years. Voting open. Voting closed. [Foreign language] Eighth resolution, renewal of the mandate of Delta Air Lines as a member of the Board of Directors for a duration of four years. Voting open. Voting closed. [Foreign language]

Resolution carried. Ninth resolution. Nomination de Madame Isabelle Guichot as an appointment of Mrs. Isabelle Guichot as a member of the Board of Directors for a duration of four years. Voting open. Voting closed. Resolution is carried. Tenth resolution, renewal of the mandate of Mrs. Anne-Marie Idrac as a member of the Board of Directors for a duration of two years. Voting open. Voting closed. Resolution carried. Eleventh resolution, appointment of Mrs. Véronique Penchienat-Bosetta as a member of the Board of Directors for a duration of four years. Voting open. Voting closed. Resolution carried. Twelfth resolution, appointment of Mr. Qingchao Wan as a member of the Board of Directors for a duration of four years. Voting open. Voting closed. Resolution carried. Thirteenth resolution, approval of the information on the compensation 2024 of each of the social mandators. Voting open. Voting closed. [Foreign language]

[Foreign language] Approval of the compensation paid for 2024 to Mrs. Anne-Marie Couderc as Chair of the Board of Directors. Voting open. Voting closed. Resolution carried. Fifteenth resolution, approval of the compensation components paid or attributed for the exercise 2024 to Mr. Benjamin Smith as CEO. Voting open. Voting closed. Resolution is carried. Sixteenth resolution, approval of the compensation policy of the Directors, the Non-Executive Directors for the exercise 2025. Voting open. Voting closed. Resolution carried. Seventeenth resolution, approval of the policy of compensation of the Chair of the Board of Directors for the exercise 2025. Voting open. Voting closed. Resolution carried. Eighteenth resolution, approval of the policy of compensation of the CEO for exercise 2025. Voting open. Voting closed. Resolution is carried. Nineteenth resolution, authorization provided to the Board of Directors with the effect of operating on shares of the company. Voting open.

Voting closed. Resolution carried. We now move on to the extraordinary resolutions. We begin with the proposals of modification of the articles of the company. Twentieth resolution, modification of article two of these articles with regard to the social object of the society. Voting open. Voting closed. Resolution is carried. Twenty-first resolution, modification of article twenty of the articles pertaining to the deliberations of the Board of Directors. Voting open. Voting closed. Resolution is carried. Now we move on to the financial delegations, which can be used only outside the periods of public offers. Twenty-second resolution, delegation of competence to the Board of Directors to issue shares or values with maintenance of the preferential right of subscription of the shareholders. Voting open. Voting closed. Resolution carried.

Twenty-third resolution, delegation of competence to the Board of Directors to issue shares or through offers to the public with no preferential right of the shareholders, but with a time frame for priority of mandatory subscription. Voting open. Voting closed. [Foreign language] Resolution carried. Twenty-fourth resolution, delegation of competence to the Board of Directors to issue shares through public offers with the suppression of the preferential right of shareholders, but with a non-mandatory subscription period. Voting closed. Resolution is carried. Twenty-fifth resolution, delegation of competence to the Board of Directors to issue shares without preferential right of shareholders through private placements. Voting open. Voting closed. Resolution carried.

Twenty-sixth resolution, delegation of competence to the Board of Directors to increase the number of shares to be issued in case of increase of capital with or without right of preferential right of subscription in the limit of 15% of the initial issuance. Voting open. Voting closed. Resolution carried. Twenty-seventh resolution, delegation of power to the Board of Directors to increase the social capital in order to pay nature assets provided to the company made up of shares or other titles. Voting open. Voting closed. Resolution is carried. Twenty-eighth resolution, delegation of competence to the Board of Directors in order to increase the social capital by incorporation of reserves, profits, premium of issuance, or other sums. Voting open. Voting closed. Resolution is carried.

Twenty-ninth resolution, delegation of authorities to be with the Board with a view to proceeding with capital increase reserved to members who accompany his pension plan to a Group with DPS of. Resolution. Voting is open. Voting is closed. Resolution is carried. Thirtieth resolution, delegation of authority to the Board to proceed with capital increase reserved to categories of beneficiaries made up of salaried or employees of foreign subsidiaries with DPS suppression. Voting is open. Voting is closed. Resolution is carried. Thirtieth resolution, the first resolution of the resolution given to the Board to reduce capital through cancellation of self-obtained or self-purchased shares. Voting is open. Voting is closed. Resolution is carried. Finally, thirtieth and final resolution, powers for formalities. Voting is open. Voting is closed. Resolution is carried. All resolutions having been submitted to voting, I'd like to hand it back to our Chairperson.

Anne-Marie Couderc
Chair of the Board, Air France-KLM

[Foreign language] Thank you. Thank you very much, Alexandre, for these resolutions. Thank you all for your attendance. I would like to thank, in particular, all the members of the Board who are here, those whose mandate has come to an end, like an end for the newcomers. I am leaving the presidency of our Board, and this assembly being closed, I would like to give the floor to hand it over to Florence Parly, and I trust that Florence and Ben, around the CEO committee, between our CFO, who you know well now, Anne Rigail for France, and Marjan Rintel for KLM, as well as all of the members of the ex-com, some of them I could see in the room, and all our team members. I would like to thank the shareholders with us in the room for being loyal, for their unwavering support throughout the difficult times that we're facing.

The only thing that we know is that this Group is a beautiful group with great airlines and beautiful activities and exceptional teams. I believe that no matter what we face under the leadership of Florence Parly and Ben Smith, when we add their professional skills, it is clearly a great success ahead. I trust you all to find the great pleasure of working together for these beautiful airlines and great Group, and to face the challenges that I'm sure we will face because we are in the air industry. Thank you all for your attention.

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