HERMÈS - 2020 Universal registration document

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CORPORATE GOVERNANCE SPECIALISED COMMITTEES

In 2020, as in the previous year, the CAG-CSR Committee used a dashboard to plan and prepare its work in a balanced way over the year.

The CAG-CSR Committee uses the “Herboard” secure digital platform (see § 3.4.2.4). Minutes of CAG-CSR Committee meetings are drawn up at the end of each meeting and sent to all members of the Committee, who are invited to comment. Any observations are discussed at the Committee meeting, which approves the final text of the minutes of the previous meeting.

MAIN DUTIES AND WORK CARRIED OUT IN 2020

3.5.2.4

The CAG-CSR Committee studies and prepares certain proceedings of the Supervisory Board and submits its opinions, proposals or recommendations to the Board.

Without prejudice to the powers of the Supervisory Board, which it does not replace, the main duties of the CAG-CSR Committee and the work carried out in 2020 are as follows:

Purpose of duties

Main duties and work carried out in 2020

conduct a periodic self-assessment of its operation. s

General

Compensation of the Executive Chairmen and the Supervisory Board evaluate the achievement of the indicators comprising the CSR criterion for the Executive Chairmen’s variable s compensation; check the compliance of the actual compensation of the Executive Chairmen with the Articles of Association s and the compensation policy established by the Active Partner and review the press release to be published on the financial website; make any proposals on the compensation policy for members of the Supervisory Board and committees; s assist the Supervisory Board in determining the conditions and performance criteria to be applied to awarding options s to subscribe for or purchase shares, performance-based shares and/or additional pensions to the Executive Chairmen [n/a in 2020] ; review the explanatory statements to the resolutions of the General Meeting on Senior Executive compensation s (Say on Pay). Compensation of the Group Executive Committee and Senior Executives be consulted and prepare the recommendations of the Supervisory Board to the Executive Management on the terms s of compensation (fixed compensation for 2020, actual bonus for 2019 and target bonus for 2020) of the members of the Executive Committee; approve the compensation arrangements (fixed compensation for 2020, actual bonus for 2019 and target bonus s for 2020) of the Executive Corporate Officers of the French subsidiaries paid for their office; review proposals for share subscription or purchase plans and granting free share awards to Senior Executives to enable s the Supervisory Board to determine the aggregate or individual number of options or shares allotted and the terms and conditions of allotment [n/a in 2020] . Group compensation policy review proposals for share subscription or purchase plans and granting free share awards to employees and draw up s recommendations thereon to Executive Management [n/a in 2020] ; examine the achievement of the performance conditions and its consequences on the number of free shares actually s awarded to beneficiaries; carry out specific tasks entrusted to it by the management or supervisory bodies of the Hermès Group’s main French s subsidiaries [n/a in 2020] ; organise a selection procedure in conjunction with the Executive Chairmen for future independent members of the Board s and carry out its own research on potential candidates; prepare the Board’s proposals to the Active Partner concerning the composition of the Supervisory Board after having s examined all the elements it must take into account in its deliberation: compliance with the diversity policy applied to the Board, research and assessment of possible candidates, opportunity for reappointments; ensure the existence of a succession plan for the Executive Chairmen (prepared by the Active Partner) and the Chairman s of the Supervisory Board and conduct an annual review. be informed of the publication of the Hermès International gender equality index; s be informed of the Company’s policy with regard to gender equality and equal pay. s

Compensation

Appointments

284 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL