HERMÈS - 2019 Universal Registration Document

8

COMBINED GENERAL MEETING OF 24 APRIL 2020 STATUTORY AUDITORS’ REPORTS

STATUTORY AUDITORS’ SPECIAL REPORT ON RELATED-PARTY AGREEMENTS 8.4.3 This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.

General Meeting for the approval of the financial statements for the year ended 31 December 2019 To the General Meeting of Hermès International, In our capacity as Statutory Auditors of your company, we hereby report to you on related-party agreements. It is our duty to inform you, based on the information made available to us, of the features and the essential terms of the agreements of which we have been advised or that we have discovered during our assignment and the reasons justifying their interest to the company, though we are not obliged to comment on their usefulness or their value or to seek out other agreements. It is your responsibility, pursuant to the provisions of Article R. 226-2 of the French Commercial Code ( Code de commerce ), to consider the value of the conclusion of these agreements with a view to their approval. It is also our duty, where appropriate, to inform you of the information provided for by Article R. 226-2 of the French Commercial Code ( Code de commerce ) regarding the performance, over the financial year ended, of the agreements previously approved by the General Meeting. We have carried out the procedures we considered necessary for this task in accordance with the professional standards of the French National Institute of Statutory Auditors ( Compagnie Nationale des Commissaires aux Comptes ) regarding this assignment. These procedures consisted in verifying that the information provided to us was consistent with the data in the documents from which it was drawn. Agreements submitted for the approval of the General Meeting Agreements and commitments authorised and concluded during the financial year ended We hereby inform you that we have not been advised of any agreement or commitment authorized and entered into during the financial year ended to be submitted for the approval of the General Meeting, pursuant to the provisions of Article L. 226-10 of the French Commercial Code ( Code de commerce ). Agreements approved in previous years a) performance of which continued during the financial year ended In accordance with Article R. 226-2 of the French Commercial Code ( Code de commerce ), we have been informed that performance of the following agreements, approved by the General Meeting in previous years, continued during the financial year ended. 1) Service provision agreement with Émile Hermès SARL Person concerned Emile Hermès SARL, Executive Chairman of Hermès International. Agreements already approved by the General Meeting

between your company and Émile Hermès SARL covering day-to-day matters of a legal and financial nature. On 1 September 2007, your Supervisory Board authorised the signing of a rider to this agreement, adding the duties of secretariat. In its meetings of 25 January 2012 and 30 August 2012, your Supervisory Board authorised the signing of two riders to this agreement, changing the price of the secretarial services and adding an exceptional assignment of monitoring shareholding. 2) Service provision agreement with Studio des Fleurs Person concerned Mr Frédéric Dumas, member of the Executive Management Board of Emile Hermès Sarl, Executive Chairman of Hermès International. Nature, purpose and conditions On 20 March 2018, your Supervisory Board authorised a contract between Hermès International and Studio des Fleurs relating to the provision of services for shots and retouches for e-commerce product pack shots. Reason justifying the benefits for the Company Studio des Fleurs has accepted the following points, which were fundamental for Hermès International: obligations of Studio des Fleurs: compliance with very precise s specifications, duty of advice, monitoring of performance, quality control, criteria for monitoring performance indicators; no guaranteed minimum order; s fixed three-year term followed by indefinite duration; s long prior notice for termination (18 months); s no exclusivity; s undertaking by Studio des Fleurs to take the necessary steps to s preserve its economic independence (notably by broadening and diversifying its customer base) vis-à-vis the Hermès Group; confidentiality and prohibition on using Hermès as a reference; s no revision of rates before the expiry of three years, and then revision s possible but capped. For 2019, invoicing for these services amounted to €3,204,681. 3) Service provision agreement with MOCE Person concerned Mr Charles-Eric Bauer, majority shareholder of MOCE and member of the Supervisory Board of Hermès International. Nature, purpose and conditions On 6 June 2017, your Supervisory Board authorised the signing of a contract between Hermès International and MOCE (“EatMe” brand) for fast food services at Hermès International’s site at 12, Rue d’Anjou (75008). Reason justifying the benefits for the Company Hermès International invited bids from a number of providers of fast food catering services in the context of a consultation. MOCE was selected on account of its commercial offering. This company did not propose any fixed charges and planned to develop the space in harmony with the building. For financial year 2019, invoicing for these services amounted to €62,567. For 2019, invoicing for these services amounted to €234,612.

Nature, purpose and conditions

By resolutions of your Supervisory Board on 23 March 2005 and 14 September 2005, a service provision agreement was entered into

2019 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

440

Made with FlippingBook - Online catalogs