First Aviation Services Inc. Non-Employee Director Compensation Policy (Effective June 1, 2005)

Summary

This agreement outlines the compensation for non-employee directors of First Aviation Services Inc. Effective June 1, 2005, each non-employee director receives an annual fee of $25,000, paid quarterly in company stock. Additionally, they are paid $2,000 in cash for attending board or committee meetings, with certain exceptions and a cap for meetings on the same day. Directors are also reimbursed for actual expenses incurred while attending meetings.

EX-10.1 2 a4908875ex10_1.txt EXHIBIT 10.1 Exhibit 10.1 Compensation for Service of the Board of Directors of ----------------------------------------------------- First Aviation Services Inc. ---------------------------- Effective as of June 1, 2005. Each of the company's non-employee directors receives an annual fee of $25,000, paid in installments each quarter in shares of the company's common stock. In addition, each non-employee director receives $2,000 in cash for attendance at meetings of the board of directors or committees thereof, except for four regularly scheduled board meetings and the annual shareholder's meeting, but not more than $2,000 for all board and committee meetings that occur on the same day. Members of the board of directors are reimbursed for actual expenses of attendance at meetings. 5