HERMÈS - 2020 Universal registration document

3

CORPORATE GOVERNANCE ORGANISATION OF THE SUPERVISORY BOARD

in order to categorise Board members as independent under the s criteria set out above; to detail the business relationships with the Group during the year s and to confirm that these are not likely to create a potential conflict of interest. In particular, the Board identified no significant business relationships between its members and the Company.

On 31 December 2020, the CAG-CSR Committee examined the situation of each of its members in respect of the above criteria on a case-by-case basis, and deemed four of them to be “independent”: Mses Estelle Brachlianoff, Monique Cohen, Dominique Senequier and Mr Alexandre Viros. This analysis is carried out each year on the basis of a questionnaire sent to all Supervisory Board members (see § 3.3.6.5) in which they are asked to make a sworn statement:

The table below summarises the criteria satisfied for each member of the Supervisory Board:

Monique Cohen (Vice- Chairwoman)

Dominique Senequier (Vice- Chairwoman)

Pureza Cardoso (employee representative)

Éric de Seynes (Chairman)

Charles- Éric Bauer

Rémy Kroll (employee representative)

Dorothée Altmayer

Estelle Brachlianoff

Matthieu Dumas

Blaise Guerrand

Julie Guerrand

Olympia Guerrand

Renaud Momméja

Alexandre Viros

CRITERIA

√ √ √ √ √ √ √ √ √ √

√ √ √ √ √ √ √ √ √ √

√ √ √ √ √ √ √ √ √ √

√ √ √ √ √ √ √ √ √ √

Criterion 1 Criterion 2 Criterion 3 Criterion 4 Criterion 5 Criterion 6 Criterion 7 Criterion 8 Criterion 9

√ √

√ √

√ √

√ √ √ √ √ √ √ √

√ √

√ √

√ √

√ √

√ √ √ √ √ √ √ √

√ √

√ √ √

√ √ √

√ √ √

√ √ √

√ √ √

√

√ √ √

√

√

√

INDEPENDENT

n/a

n/a

√: not applicable. n/a:

represents an independence criterion satisfied.

3.3.5.2.2 Independence of the CAG-CSR Committee The proportion of independent members on the CAG-CSR Committee is two-thirds ( i.e. two out of three members), including its Chairwoman. This proportion is in line with the recommendations of the Afep-Medef Code, revised in January 2020 (Article 18.1). 3.3.5.2.3 Independence of the Audit and Risk Committee The proportion of independent members on the Audit and Risk Committee is 60% ( i.e. three out of five members), including its Chairwoman.

This proportion is slightly lower than the recommendation of the Afep-Medef Code, revised in January 2020 (Article 16.1). The Board considered however that it enabled the Committee to function properly. In its 2014 report, the HCGE considers “ that an Audit Committee with, for example, three independent members out of five remains compliant with the spirit of the Code, provided that the Chairman is an independent member ”, as is the case for this Company.

SUPERVISORY BOARD ETHICS

3.3.6

The full text of the Supervisory Board’s rules of procedure and the rules of procedure of the committees is made available at each update at https://finance.hermes.com/en/governing-bodies-rules-procedure-articles-association/.

SUPERVISORY BOARD RULES OF PROCEDURE

3.3.6.1

These rules of procedure are regularly reviewed to adapt to legal and regulatory changes and to take into account the recommendations of the Financial Markets Authority (AMF) and revisions to the Afep-Medef Code.

At its meeting of 18 March 2009, the Supervisory Board adopted its rules of procedure, which set out the terms governing the structure and functioning of Hermès International’s Supervisory Board and its committees, in addition to applicable legal and statutory provisions. Their purpose is to enhance the quality of the Board’s work by promoting the application of good corporate governance principles and best practices, in the interests of ethics and greater effectiveness.

250 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL