HERMÈS - 2020 Universal registration document

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

the share capital at the aforementioned discounts, or to deduct the equivalent value of these shares from the total amount of the contributions, or to combine these two possibilities, on these decisions alone, after each capital increase, charge the s costs of the capital increases against the amount of the related premiums and deduct from this amount the sums necessary to increase the legal reserve to one-tenth of the new share capital, carry out all acts and formalities for the purpose of conducting and s recording the capital increase or increases carried out pursuant to this authorisation, in particular amending the Articles of Association accordingly, and, more generally, to do everything necessary; resolves that this delegation of authority granted to the Executive 8) 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 eighteenth resolution (capital increase reserved for members of a company or group savings plan). Twenty-second 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 preemptive subscription rights cancelled, through a public offering to a restricted circle of investors or qualified investors (private placement) referred to in Article L. 411-2, 1 of the French Monetary and Financial Code ( Code monétaire et financier ) 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. 225-135, L. 225-136 et seq., L. 22-10-49, L. 22-10-51, L. 22-10-52, and L. 228-91 to L. 228-93 and R. 225-119 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 with preemptive subscription rights cancelled and by an offering referred to in Article L. 411-2, 1 of the French Monetary and Financial Code ( Code monétaire et financier ), 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, 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 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 these issues may also be carried out: following the 3) issue, by one of the companies in which the Company directly or indirectly holds, at the time of the issue, more than half of the share capital, securities giving access to Company shares or securities referred to in b) and c) of paragraph 1 above, in accordance with the terms and conditions provided for in Article L. 228-93 of the French Commercial Code (Code de commerce) . The issuance by said companies of the aforementioned securities shall automatically entail, in favour of the holders of these securities, the waiver by the shareholders of the Company of their preemptive subscription rights to the ordinary shares or securities referred to in b) and c) of paragraph 1 above to which the securities thus issued by these companies will give entitlement, as well as to shares in the Company yet to be issued, to which the securities referred to in b) and c) of paragraph 1 above would give entitlement; resolves to waive, under this delegation, the preemptive subscription 4) rights of shareholders to the securities to be issued; 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 the limit provided for by the regulations applicable on the date of issue (to date, less than 20% of the share capital per year) (individual limit), with capital increases carried out pursuant to this delegation being 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, or the equivalent value in the event of an issue in foreign currency or in units of account set with reference to several currencies, an amount to which will be added, where applicable, the nominal amount of additional shares to be issued to preserve the rights of holders of securities giving entitlement to shares, in accordance with legal and regulatory provisions or, where applicable, contractual stipulations providing for other cases of adjustment; resolves that the maximum nominal amount of debt securities that 6) may be issued under this delegation may not exceed one billion euros (€1,000 million) (individual limit), or the equivalent of this amount in the event of an issue in foreign currency or in units of account set with reference to several currencies, this amount being increased, where applicable, by any redemption premium above par, and the amount of issues carried out in accordance with this delegation being deducted from the common limit referred to in paragraph 6 of the nineteenth resolution (issue of securities with maintenance of preemptive subscription rights) submitted to this meeting, with the

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2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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