Air France-KLM: key decisions approved by the Shareholders’ Meeting of June 4, 2025

It was broadcast live via webcast on the Air France-KLM website. It is also possible to watch it at any time on replay via the following link: Shareholders Meeting 2025 | AIR FRANCE KLM.

During this Combined Ordinary and Extraordinary Shareholders’ Meeting, where more than 6,527 shareholders were present or represented, all of the proposed resolutions were adopted. In addition to approving the financial statements for the year ended December 31, 2024 and allocating the net result, the Shareholders’ Meeting adopted the following resolutions: 

Appointments/Re-appointments: 

• Mrs. Gwenaëlle Avice-Huet was re-appointed as a Board director for a two-year term of office (resolution 6);
• Mrs. Leni Boeren was re-appointed as Board director for a four-year term of office (resolution 7);
• Delta Air Lines, Inc. was re-appointed as a Board director for a four-year term of office (resolution 8);
• Mrs. Isabelle Guichot was appointed as a Board director for a four-year term of office (resolution 9);
• Mrs. Anne-Marie Idrac was appointed as a Board director for a two-year term of office (resolution 10);
• Mrs. Véronique Penchienati-Bosetta was appointed as a Board director for a four-year term of office (resolution 11);
• Mr. Qingchao Wan was appointed as a Board director for a four-year term of office (resolution 12); 

Approval of related party agreements and commitments relating to: 

• a new joint-venture agreement between Air France-KLM, Air France, KLM and China Eastern Airlines (resolution 4) ;
• the commercial cooperation between Air France-KLM, Delta Air Lines Inc. and Virgin Atlantic Airways Ltd (resolution 5); 

Compensation: 

• Approval of the information on the compensation of 2024 of each of the corporate officers required by Article L. 22-10-9 I of the French commercial Code (resolution 13);
• Approval of the elements of compensation paid in the financial year 2024 or granted in respect of that financial year to the Chair of the Board of directors and the Chief Executive Officer (resolutions 14 and 15);
• Approval of the 2025 compensation policy of the non-executive corporate officers, the Chair of the Board of Directors and the Chief Executive Officer (resolutions 16 to 18). 

Financial authorizations/delegations: 

• Authorization granted to the Board of Directors, with powers to subdelegate, to implement the share buyback program in accordance with the limits and conditions set out in the relevant resolution (resolution 19);
• All of the financial delegations were approved. These resolutions are detailed on page 37 and following of the convening notice (resolutions 22 to 28);
• Approval of resolutions authorizing capital increase reserved for employees limited to 3% of the share capital (resolutions 29 and 30);
• Authorization granted to the Board of Directors to reduce capital by canceling treasury shares (resolution 31). 

Amendment of the Article of Incorporation: 

• Amendment to Article 2 of the Articles of Incorporation relating to the Company’s purpose in order to better reflect the reality of its activity (resolution 20).
• Amendment of Article 20 of the Articles of Incorporation relating to the decisions of the Board of Directors in order to take into account, the new provisions of the law No. 2024-537, of June 13, 2024, aimed at increasing business financing and the attractiveness of France (the “loi attractivité”), which has simplified the procedures for holding Board of Directors meetings (resolution 21). 

The detailed results of the voting and all the documentation relating to the Shareholders’ Meeting are available on the Air France-KLM website (https://www.airfranceklm.com/en/finance/shareholders/shareholders-meeting).