HERMÈS - 2020 Universal registration document

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COMBINED GENERAL MEETING OF 4 MAY 2021 EXPLANATORY STATEMENTS AND DRAFT RESOLUTIONS

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

Explanatory statement The mechanism applicable to sociétés en commandite par actions (Partnerships limited by shares) governing Corporate officers' compensation, introduced by Order No. 2019-1234 of 27 November 2019, is described in detail in the 2020 Universal Registration Document (chapter 3 “Corporate governance”, § 3.7). 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 presented in the 2020 Universal Registration Document (chapter 3 “Corporate governance”, § 3.7.1.1 to 3.7.1.3). In the eleventh and twelfth resolutions, we ask that you approve the following compensation policies ( ex-ante votes):

Resolution

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 the 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 II of Article L. 22-10-76 of the French Commercial Code ( Code de commerce ), approves the compensation policy for Executive Chairmen, as set out in the 2020 Universal Registration Document (chapter 3, § 3.7.1.1 and 3.7.1.2).

Twelfth resolution: Approval of the compensation policy for Supervisory Board members ( ex-ante vote) The General Meeting, voting under the conditions of quorum and majority required for Ordinary General Meetings, having reviewed the Supervisory Board’s corporate governance report, pursuant to II of Article L. 22-10-76 of the French Commercial Code ( Code de commerce ), approves the compensation policy for Supervisory Board members, as presented in the 2020 Universal Registration Document (chapter 3 “Corporate governance”, § 3.7.1.1 and 3.7.1.3).

478 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL