HERMÈS - 2020 Universal registration document

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

Nineteenth resolution: Delegation of authority to be granted to the Executive Management to decide on the issue of shares and/or any other securities giving access to the share capital with maintenance of preemptive subscription rights The General Meeting, acting under the quorum and majority requirements for Extraordinary General Meetings, having reviewed the Executive Management report, the Supervisory Board’s report and the Statutory Auditors’ report, prepared in accordance with the law and the provisions of Articles L. 225-129 to L. 225-129-6, L. 22-10-49, L. 225-132 to L. 225-134 and L. 228-91 to L. 228-93 of the French Commercial Code ( Code de commerce ): delegates to the Executive Management, under the oversight of the 1) Supervisory Board of the Company and the Executive Management Board of the company Émile Hermès SARL, Active Partner, the authority to decide to increase the share capital, on one or more occasions, in the proportions and at the times that it sees fit, both in France and abroad and/or on the international market, either in euros, or in any other currency or monetary unit established with reference to several currencies, with maintenance of preemptive subscription rights, through the issue, free of charge or for consideration: a) of new ordinary shares of the Company, b) of securities governed by Articles L. 228-91 et seq. of the French Commercial Code (Code de commerce) , which are equity securities of the Company giving access, immediately and/or in future, to other equity securities of the Company and/or giving entitlement to the allotment of the Company’s debt securities, and/or c) of securities representing a debt obligation governed or not by Articles L. 228-91 et seq. of the French Commercial Code (Code de commerce) , giving access to or liable to give access to equity securities to be issued by the Company; these securities may, where appropriate, also give access to existing equity securities and/or debt securities of the Company; resolves that the subscription of the shares and other securities 2) referred to in paragraph 1) of this resolution may be made in cash, or by offsetting against liquid and due claims on the Company, or in part by incorporation of reserves, profits or premiums; resolves that the nominal amount of capital increases that may be 3) carried out immediately and/or in future under this delegation may not exceed 40% of the share capital at the date of this meeting (individual limit); resolves that the amount of capital increases that may be carried out 4) immediately and/or in future pursuant to the nineteenth resolution (issue of shares and/or securities with maintenance of preemptive subscription rights), twentieth resolution (issue of securities with preemptive subscription rights cancelled), twenty-first resolution (capital increase reserved for members of a company or group savings plan), twenty-second resolution (issue of securities by private placement), twenty-third resolution (issue of securities in order to compensate contributions in kind), and twenty-fifth resolution (capital increase in the event of merger by absorption, spin-off or partial contribution of assets subject to the legal regime for spin-offs),

corresponding shares will be sold; the sums resulting from such sale being allocated to the holders of rights under the conditions provided for by the legal and regulatory provisions; in the event that the Executive Management uses this delegation of 4) authority, delegates to the Executive Management the power to make any adjustments to take into account the impact of transactions on the Company’s share capital, in particular changes in the par value of the share, a capital increase by incorporation of reserves, the allocation of free shares, a stock-split or reverse stock-split, the distribution of reserves or any other assets, amortisation of the share capital, or any other transaction involving equity, and set the terms and conditions under which the rights of holders of securities giving access to the share capital, where applicable, will be preserved; resolves that the nominal amount of capital increases that may be 5) carried out immediately and/or in future under this delegation may not exceed 40% of the share capital at the date of this meeting, capital increases carried out under this delegation are not deducted from the limit referred to in paragraph 4) of the nineteenth resolution (issue of securities with maintenance of preemptive subscription rights) submitted to this meeting; grants the Executive Management the broadest of powers to 6) implement this delegation, and in particular to set the terms and conditions of the transactions and determine the dates and terms of the capital increases that may be carried out pursuant to this delegation, the terms of the issues and/or the amount by which the par value of existing shares will be increased, set the opening and closing dates for subscriptions, the dividend entitlement dates, the terms of payment of the shares, and record the completion of the capital increases and the number of shares that are actually subscribed, and more generally, to take all measures to ensure their successful completion, carry out all acts and formalities in order to make the corresponding capital increase(s) definitive and make the corresponding amendments to the Articles of Association, carry out, directly or through a representative, all operations and formalities related to capital increases at its sole decision and, if it deems appropriate, charge the costs of the capital increases against the amount of the premiums relating to these increases and deduct from this amount the sums necessary to increase the legal reserve to one-tenth of the new share capital after each increase; grants full powers to the Executive Management to request the 7) admission to trading on a regulated market of securities created under this resolution, wherever it may so advise; confirms that, pursuant to Article L. 233-32 of the French Commercial 8) Code (Code de commerce) , this delegation may be implemented during a public offering on the shares of the Company; resolves that this delegation of authority granted to the Executive 9) Management is valid for a period of 26 months from the date of this meeting. This delegation cancels and replaces, for the remaining term and the unused portion, the authorisation granted by the Combined General Meeting of 4 June 2019 in its fifteenth resolution (capital increase by incorporation of reserves).

486 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL