The Board of Directors has set up three specialized committees for Audit, Strategy, and Personnel and Remuneration. The Committees function in accordance with respective statutes approved by the Board of Directors. The Committees act in accordance with decisions of the Board of Directors and a work plan, which is based on the work plan of the Board of Directors.

A total of 19 meetings were held by the Committees in 2012, at which matters connected with the business of JSC Aeroflot were examined and detailed recommendations were issued to the Board of Directors.

Personnel and Remuneration Committee

The Personnel and Remuneration Committee held three meetings in 2012, of which one was by absentee voting.

Five matters were considered at the meetings, and recommendations and suggestions were developed and submitted to the Board of Directors regarding organizational structure of JSC Aeroflot and the amount of remuneration payable to Company management.

Membership of the Personnel and Remuneration Committee as of July 13, 2011 (Minutes No. 1)

Membership of the Personnel and Remuneration Committee as of June 26, 2012 (Minutes No. 1)

Strategy Committee

The Committee met seven times in 2011 and considered 10 matters, including management of subsidiaries and affiliates of JSC Aeroflot, strategy of the Group, establishment of the Far Eastern airline company and membership in the SkyTeam alliance.

The Strategy Committee is focused on improving the efficiency of Aeroflot’s business, developing a long-term development strategy for Aeroflot Group, following up strategy implementation and making necessary adjustments.

Membership of the Strategy Committee as of July 13, 2011 (Minutes No. 1)

Membership of the Strategy Committee as of June 26, 2012 (Minutes No. 1)

Audit Committee

The Audit Committee held 9 meetings in the reporting year and submitted recommendations to the Board of Directors to ensure efficient management and control over the Company’s financial and business operations. The Committee also made recommendations concerning financial, commercial and other risks associated with transactions and operations by Aeroflot Group companies, as well as accounting arrangements, financial planning and budgeting.

The Audit Committee carried out selective checks of the organization and application of internal control procedures.

Membership of the Audit Committee as of July 13, 2011 (Minutes No. 1)

Membership of the Audit Committee as of June 26, 2012 (Minutes No. 1)

Remuneration of members of the Board of Directors

The procedure for setting levels of remuneration and paying such remuneration to members of the Board of Directors is established by the Statute on the Procedure for Remuneration and Compensation of Expenses of the members of the Board of Directors of JSC Aeroflot, which was designed to comply with provisions of the Federal Law on Joint-Stock Companies, other legal acts of the Russian Federation, and Company internal documents, and was approved by the Board of Directors on December 24, 2008 with amendments and additions on October 10, 2011.

The main criterion for determining the level of remuneration is the degree of participation by members of the Board of Directors in the work of the Board and of its committees. It was decided at the Annual General Meeting of Shareholders to pay total remuneration of RUB 18,907,098 for 2011 to members of the Board of Directors who are not state officials. The sum has been paid in full.