HERMÈS - 2019 Universal Registration Document

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COMBINED GENERAL MEETING OF 24 APRIL 2020 PURPOSE AND DRAFT RESOLUTIONS

ELEVENTH AND TWELFTH RESOLUTIONS: COMPENSATION POLICIES FOR EXECUTIVE CHAIRMEN AND SUPERVISORY BOARD MEMBERS ( EX-ANTE VOTES).

Purpose The new framework applicable to sociétés en commandite par actions (partnerships limited by shares) governing Senior Executive compensation, introduced by Order No. 2019-1234 of 27 November 2019, is set out in detail in chapter 3 of this Universal registration document (chapter 3, section 3.5 “Compensation and benefits paid to Corporate Officers”, paragraph “System applicable from 2020”, page 254). This system provides that the Shareholders’ General Meeting votes each year on the compensation policies of the Corporate Officers (i.e. the Executive Chairmen and the Supervisory Board members). These are set out in chapter 3 of this Universal registration document (chapter 3, sections 3.5.1.1 to 3.5.1.3 on pages 254 et seq.). Through the 11 th and 12 th resolutions, we ask you to approve the following compensation policies ( ex-ante vote):

Resolutions

Corporate Officers concerned

Ex-ante vote 11 th (compensation policy) 12 th (compensation policy)

Executive Chairmen

Members of the Supervisory Board

Eleventh resolution: Approval of the compensation policy for Executive Chairmen ( ex-ante vote) The General Meeting, acting under the quorum and majority requirements for Ordinary General Meetings, having reviewed the Supervisory Board’s corporate governance report, pursuant to Article L. 226-8-1, II of the French Commercial Code ( Code de commerce ), approves the compensation policy for Executive Chairmen, as set out in the afore-mentioned report (chapter 3, section 3.5.1.1 and 3.5.1.2 of the 2019 Universal registration document).

Twelfth resolution: Approval of the compensation policy for Supervisory Board members ( ex-ante vote). The General Meeting, acting under the quorum and majority requirements for Ordinary General Meetings, having reviewed the Supervisory Board’s corporate governance report, pursuant to Article L. 226-8-1, II of the French Commercial Code ( Code de commerce ), approves the compensation policy for Supervisory Board members, as set out in the afore-mentioned report (chapter 3, section 3.5.1.1 and 3.5.1.3 of the 2019 Universal registration document).

2019 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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