HERMÈS - 2020 Universal registration document

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

Twenty-fourth resolution: Delegation of authority to be granted to the Executive Management to decide on one or more operation(s) in view of a merger by absorption, spin-off or partial contribution of assets subject to the legal regime for spin-offs (Article L. 236-9, II of the French Commercial Code ( Code de commerce )) The General Meeting, acting under the quorum and majority requirements for Extraordinary General Meetings, having reviewed the Executive Management report and the Supervisory Board report, prepared in accordance with Articles L. 236-9, L. 236-16 and L. 236-22 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, pursuant to the provisions of Article L. 236-9, II of the French Commercial Code (Code de commerce ). its authority to decide, on one or more occasions, at its sole decision, on one or more operation(s) in view of a merger by absorption, spin-off or partial contribution of assets subject to the legal regime for spin-offs in the context of operations in which the Company is the absorbing company or the company benefiting from the contributions; notes, as necessary, that, in accordance with the fourth paragraph 2) of II of Article L. 236-9, one or more shareholders of the Company together holding at least 5% of the share capital, may take legal action within 20 days from the last published legal notice pursuant to Article R. 236-2 of the French Commercial Code ( Code de commerce ) or, where applicable, from the last publication provided for by Article R. 236-2-1 of the same Code, to request the appointment of a legal representative to convene the General Meeting of the Company so that it may approve the merger, spin-off, partial contribution of assets subject to the legal regime for spin-offs, or their draft proposal; confirms that, pursuant to Article L. 233-32 of the French Commercial 3) Code (Code de commerce) , this delegation may be implemented during a public offering on the shares of the Company; delegates all powers to the Executive Management to implement this 4) delegation; resolves that this delegation of authority granted to the Executive 5) Management is valid for a period of 26 months from the date of this meeting.

Twenty-fifth resolution: Delegation of authority to be granted to the Executive Management to decide on an increase in the share capital by issuing shares in the event of use of the delegation of authority granted to the Executive Management to decide on one or more operation(s) involving a merger by absorption, spin-off or partial contribution of assets subject to the legal regime for spin-offs (Article L. 236-9, II of the French Commercial Code ( Code de commerce )) The General Meeting, acting under the quorum and majority requirements for Extraordinary General Meetings, having reviewed the Executive Management report and the Supervisory Board report, prepared in accordance with Articles L. 236-9, L. 225-129 to L. 225-129-5, and L. 22-10-49 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, its authority to decide to increase the share capital by issuing shares in the event of one or more operation(s) in view of a merger by absorption, spin-off or partial contribution of assets decided by the Executive Management pursuant to the twenty-fourth resolution (operations in view of a merger by absorption, spin-off or partial contribution of assets) submitted to this meeting necessitating a capital increase; resolves that the maximum nominal amount of capital increases that 2) may be carried out immediately and/or in future under this delegation may not exceed 40% of the share capital at the date of this meeting, it being specified that this limit is set without taking into account the nominal amount of shares to be issued to preserve the rights of the holders of securities or other rights giving access to the Company’s share capital, in accordance with the applicable legal and regulatory provisions and, where applicable, contractual stipulations providing for other cases of adjustment; resolves that the nominal amount that may be issued under this 3) resolution will 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 any issue of preference shares and securities giving 4) access to preference shares is expressly excluded; confirms that, pursuant to Article L. 233-32 of the French Commercial 5) 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 6) Management is valid for a period of 26 months from the date of this meeting.

494 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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