HERMÈS - 2020 Universal registration document

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

resolves that the Executive Management may also charge the share 12) and securities issue costs against the amount of the premiums relating to the capital increases, deducting from these premiums the sums necessary to increase the legal reserve to one-tenth of the amount of capital resulting from these increases; grants full powers to the Executive Management to request the 13) 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 14) 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 15) 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 seventeenth resolution (issue of securities with preemptive subscription rights cancelled). Twenty-first resolution: Delegation of authority to be granted to the Executive Management to decide to increase the share capital by issuing shares and/or securities giving access to the share capital, reserved for members of a company or group savings plan, with preemptive subscription rights cancelled The General Meeting, acting under the quorum and majority requirements for Extraordinary General Meetings, having reviewed the Executive Management report, the Statutory Auditors’ special report, in accordance with the legal provisions, and in particular Articles L. 225-129 to L. 225-129-6, L. 22-10-49, and L. 225-138-1 of the French Commercial Code ( Code de commerce ): delegates to the Executive Management the authority to decide to 1) increase the share capital, on one or more occasions and at its sole discretion, where applicable in separate tranches, within the limit of one percent (1%) of the share capital at the date of this meeting (without prejudice to the consequences on the amount of the share capital of adjustments made to protect the holders of rights attached to securities giving access to the share capital), by the issue of shares and/or securities giving access to the Company’s share capital reserved for members of one or more company or group savings plans that may be set up within the group formed by the Company and the French or foreign companies that are related to it under the conditions Article L. 225-180 of the French Commercial Code (Code de commerce) and Article L. 3344-1 of the French Labour Code ( Code du travail ); resolves that the amount of the capital increases resulting from this 2) delegation shall be deducted from the common limit referred to in paragraph 4) of the nineteenth resolution (issue of securities with maintenance of preemptive subscription rights) submitted to this meeting; resolves that this delegation waives the preemptive subscription 3) rights of shareholders, in favour of said members of a company or group savings plan, to equity securities and securities to be issued

under this resolution, and waiver of their preemptive subscription rights to shares to which securities issued on the basis of this delegation may give entitlement; resolves, in application of Article L. 3332-19 of the French Labour 4) Code, that the discount to be applied may not exceed the maximum discount provided for by law on the date of the Executive Management’s decision ( i.e. to date, more than 30% lower than this admission price or this average, or more than 40% lower when the lock-up period provided for under the plan is greater than or equal to 10 years). Nevertheless, the meeting authorises the Executive Management to replace all or part of the discount by the allocation of free shares or securities giving access to the Company’s share capital, to reduce or not to grant a discount, and this within legal or regulatory limits; resolves that the Executive Management may proceed, under the 5) authorisation granted by the Combined General Meeting of 24 April 2020 in its nineteenth resolution (allocation of free shares) and/or any authorisation granted by a subsequent General Meeting, within the limits set by Article L. 3332-21 of the French Labour Code, with the allocation of free shares or securities giving access to the Company’s share capital as a matching contribution; confirms that, pursuant to Article L. 233-32 of the French Commercial 6) Code (Code de commerce) , this delegation may be implemented during a public offering on the shares of the Company; grants the broadest of powers to the Executive Management, with the 7) option to subdelegate, to implement this delegation and, in particular to: determine all the terms and conditions of the transaction(s) to be s carried out, set the terms and conditions of the issues to be carried out s pursuant to this authorisation, in particular deciding on the amounts proposed for subscription, draw up, under the applicable legal conditions, the list of s companies in which members of company savings plans may subscribe to shares or securities giving access to the share capital thus issued and, where applicable, benefit from free shares or securities giving access to the share capital, decide that subscriptions may be made directly or through s company mutual funds or other structures or entities permitted by applicable legal or regulatory provisions, determine the terms and conditions, in particular seniority, to be s met by beneficiaries of the capital increases, determine the issue price, dates, deadlines, terms and conditions for subscription, payment, delivery and dividend entitlement of shares or securities giving access to the Company’s share capital, in the event of a free allocation of shares or securities giving s access to the share capital, set the number of shares or securities giving access to the share capital to be issued, the number to be allocated to each beneficiary, and set the dates, deadlines, terms and conditions for the allocation of these shares or securities giving access to the share capital within the applicable legal and regulatory limits, and in particular to choose to either replace all or part of the allocation of these shares or securities giving access to

490 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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