HERMÈS - 2020 Universal registration document

CORPORATE GOVERNANCE SPECIALISED COMMITTEES

CAG-CSR COMMITTEE

3.5.2

COMPOSITION AT 31 DECEMBER 2020

3.5.2.1

Its rules of procedure provide that the CAG-CSR Committee is composed of at least three members of the Supervisory Board with expertise in or carrying out professional activities in the areas in which the Committee performs its duties. The CAG-CSR Committee does not include any Executive Corporate Officers. It is chaired by Ms Dominique Senequier, Vice-Chairwoman of the Board, who is independent.

At least half of its members must, at the time of their appointment and for the entire term of their office, be qualified as independent under the Supervisory Board’s rules of procedure. This is currently the case.

Changes in the composition of the CAG-CSR Committee are presented § 3.5.1.1.

3

At 31 December 2020, the CAG-CSR Committee was composed of the following three members, including two women and one man:

Expiry of term of office on the Board

Length of service on the Committee 1

2020 DATA

Personal details

Independence Date of appointment

Attendance

Dominique Senequier (F) (Chairwoman) Nationality: French Age 67 years 1 - 21/08/1953 Estelle Brachlianoff (F) Nationality: French 48 years 1 – 26/07/1972 Matthieu Dumas (M) Nationality: French 48 years 1 - 06/12/1972

3 MEMBERS - 6 MEETINGS -- 67% INDEPENDENCE -- 67% WOMEN



04/06/2013

2022 GM

7 years

100.00%



04/06/2019

2022 GM

1 year

66.67%

03/06/2008

2021 GM 12 years

100.00%

AVERAGE ATTENDANCE 88.89% 2

The ages and length of service indicated are determined in number of full years at 31 December 2020. (1) This figure reflects the average attendance of the members of the CAG-CSR Committee in office as at 31 December 2020, and does not take into account (2) members who left the Committee during the year.

RULES OF PROCEDURE

OPERATION

3.5.2.2

3.5.2.3

The Chairman of the Supervisory Board can be invited to certain CAG-CSR Committee meetings in order to hear his or her opinion in matters of appointments or governance, which was not the case in 2020. The Executive Vice-President of Governance and Organisational Development, and the Group Director of Human Resources, systematically participate in the meetings of the CAG-CSR Committee. The Group sustainable development Director participates at least twice a year for subjects relating to CSR. The Director of Corporate law and Stock exchange regulations and Compliance Officer, and Supervisory Board Secretary reports to the Chairwoman. At the first Supervisory Board meeting following a meeting of the CAG-CSR Committee, the Chairwoman gives an oral report on the Committee’s work to the members of the Board, a summary of which is then included in the minutes of the Board meeting. The main areas of expertise and experience of the members of the CAG-CSR Committee are presented in the information concerning them (see § 3.3.7).

On 24 March 2010, the Supervisory Board adopted rules of procedure which specify the rules governing the composition, powers and operating procedures of the CAG-CSR Committee. 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. The full text of the CAG-CSR Committee’s rules of procedure is made available at each update at https://finance.hermes.com/en/ governing-bodies-rules-procedure-articles-association/. The CAG-CSR Committee’s rules of procedure were not updated in 2020. The main provisions of the CAG-CSR Committee’s rules of procedure are set out in chapter 3 of the Universal Registration Document.

2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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