TABLE OF CONTENTS for Aircastle (AYR)

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AYR » Topics » TABLE OF CONTENTS

This excerpt taken from the AYR DEF 14A filed Apr 3, 2009.

TABLE OF CONTENTS


	Page

GENERAL INFORMATION ABOUT THE MEETING		1
Date, Time and Place of Annual General Meeting		1
Matters to be considered at the Annual General Meeting		1
Quorum and Voting Requirements		1
Voting of Proxies		2
Revocability of Proxy		3
Persons making the Solicitation		3
Recommendations of the Board of Directors		3
Admission to Annual General Meeting		3
PROXY ITEM NO. 1 – ELECTION OF DIRECTORS		4
Nominees		4
Continuing Directors		5
Legal Proceedings involving Directors, Officers and Affiliates		6
Director Independence		6
CORPORATE GOVERNANCE		7
Corporate Governance Guidelines		7
Code of Business Conduct and Ethics		7
Communications with the Board of Directors		7
Meetings of the Board of Directors		8
Committees of the Board of Directors		8
Directors’ Compensation		11
OWNERSHIP OF THE COMPANY’S COMMON SHARES		12
Section 16 Beneficial Ownership Reporting Compliance		12
Security Ownership of Certain Beneficial Owners and Management		12
EXECUTIVE COMPENSATION		15
Compensation Discussion and Analysis		15
Elements of Compensation		15
Summary of Compensation		19
Grants of Plan-Based Awards		20
Outstanding Equity Awards at Fiscal Year-End		22
Stock Vested		22
Pension Benefits		23
Nonqualified Deferred Compensation		23
Circumstances of Termination		24
Equity Compensation Plan Information		26
Compensation Committee Interlocks and Insider Participation		26
COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION		27
AUDIT COMMITTEE REPORT		28
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS		29
Shareholders Agreement		29
Other Transactions		30
Other Investment Activities of our Principal Shareholders		31
Policies and Procedures For Review, Approval or Ratification of Transactions with Related Persons		31
PROXY ITEM NO. 2 – THE REDUCTION OF OUR SHARE PREMIUM ACCOUNT BY TRANSFERRING US$1BILLION TO OUR CONTRIBUTED SURPLUS ACCOUNT		32
PROXY ITEM NO. 3 – THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM		34
Audit Fees, Audit Related Fees, Tax Fees and All Other Fees		34
Audit Committee Pre-Approval Policies and Procedures		35
OTHER MATTERS		36
CONFIDENTIALITY OF PROXIES		36
SHAREHOLDER PROPOSALS		36
ADDITIONAL INFORMATION		36
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS		37
GENERAL		37

[THIS PAGE INTENTIONALLY LEFT BLANK.]

These excerpts taken from the AYR 10-K filed Mar 2, 2009.

TABLE OF CONTENTS


		Page

PART I
Item 1.	Business		1
Item 1A.	Risk Factors		11
Item 1B.	Unresolved Staff Comments		37
Item 2.	Properties		37
Item 3.	Legal Proceedings		37
Item 4.	Submission of Matters to a Vote of Security Holders		37

PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		39
Item 6.	Selected Financial Data		41
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation		44
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		75
Item 8.	Financial Statements and Supplementary Data		76
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		76
Item 9A.	Controls and Procedures		76
Item 9B.	Other Information		79

PART III
Item 10.	Directors, Executive Officers and Corporate Governance		80
Item 11.	Executive Compensation		80
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		80
Item 13.	Certain Relationships and Related Transactions, and Director Independence		80
Item 14.	Principal Accountant Fees and Services		81

PART IV
Item 15.	Exhibits and Financial Statement Schedules		E-1
SIGNATURES			S-1
EX-21.1: SUBSIDIARIES
EX-23.1: CONSENT OF ERNST & YOUNG LLP
EX-31.1: CERTIFICATION
EX-31.2: CERTIFICATION
EX-32.1: CERTIFICATION
EX-32.2: CERTIFICATION
EX-99.1: OWNED AIRCRAFT PORTFOLIO AT DECEMBER 31, 2008

TABLE OF
CONTENTS


		Page

PART I
Item 1.	Business		1
Item 1A.	Risk Factors		11
Item 1B.	Unresolved Staff Comments		37
Item 2.	Properties		37
Item 3.	Legal Proceedings		37
Item 4.	Submission of Matters to a Vote of Security Holders		37

PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		39
Item 6.	Selected Financial Data		41
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation		44
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		75
Item 8.	Financial Statements and Supplementary Data		76
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		76
Item 9A.	Controls and Procedures		76
Item 9B.	Other Information		79

PART III
Item 10.	Directors, Executive Officers and Corporate Governance		80
Item 11.	Executive Compensation		80
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		80
Item 13.	Certain Relationships and Related Transactions, and Director Independence		80
Item 14.	Principal Accountant Fees and Services		81

PART IV
Item 15.	Exhibits and Financial Statement Schedules		E-1
SIGNATURES			S-1
EX-21.1: SUBSIDIARIES
EX-23.1: CONSENT OF ERNST & YOUNG LLP
EX-31.1: CERTIFICATION
EX-31.2: CERTIFICATION
EX-32.1: CERTIFICATION
EX-32.2: CERTIFICATION
EX-99.1: OWNED AIRCRAFT PORTFOLIO AT DECEMBER 31, 2008

This excerpt taken from the AYR 10-Q filed Nov 17, 2008.

Table of Contents


			Page No.

Part I. — Financial Information
	Item 1.	Financial Statements
		Consolidated Balance Sheets as of December 31, 2007 and September 30, 2008		3
		Consolidated Statements of Income for the three and nine months ended September 30, 2007 and 2008		4
		Consolidated Statements of Cash Flows for the nine months ended September 30, 2007 (Restated) and September 30, 2008		5
		Notes to Unaudited Consolidated Financial Statements		6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		24
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk		50
	Item 4.	Controls and Procedures		52

Part II. — Other Information
	Item 1.	Legal Proceedings		54
	Item 1A.	Risk Factors		54
	Item 6.	Exhibits		81
		Signature		82
EX-31.1: CERTIFICATION
EX-31.2: CERTIFICATION
EX-32.1: CERTIFICATION
EX-32.2: CERTIFICATION
EX-99.1: OWNED AIRCRAFT PORTFOLIO

This excerpt taken from the AYR 10-Q filed Aug 8, 2008.

Table of Contents


			Page No.
Part I. — Financial Information
	Item 1.	Financial Statements
		Consolidated Balance Sheets as of December 31, 2007 and June 30, 2008		3
		Consolidated Statements of Income for the three and six months ended June 30, 2007 and 2008		4
		Consolidated Statements of Cash Flows for the six months ended June 30, 2007 and 2008		5
		Notes to Unaudited Consolidated Financial Statements		6
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		22
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk		48
	Item 4.	Controls and Procedures		50

Part II. — Other Information
	Item 1.	Legal Proceedings		51
	Item 1A.	Risk Factors		51
	Item 4.	Submission of Matters to a Vote of Security Holders		51
	Item 6.	Exhibits		52
		Signature		53
EX-31.1: CERTIFICATION
EX-31.2: CERTIFICATION
EX-32.1: CERTIFICATION
EX-32.2: CERTIFICATION
EX-99.1: OWNED AIRCRAFT PORTFOLIO

EXCERPTS ON THIS PAGE:

DEF 14A	Apr 3, 2009

10-K (2 sections)	Mar 2, 2009

10-Q	Nov 17, 2008

10-Q	Aug 8, 2008

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