HERMÈS - 2020 Universal registration document
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COMBINED GENERAL MEETING OF 4 MAY 2021 STATUTORY AUDITORS’ REPORTS
STATUTORY AUDITORS’ REPORT ON THE ISSUANCE OF SHARES AND/OR ANY OTHER SECURITIES GIVING ACCESS TO THE SHARE CAPITAL RESERVED FOR THE MEMBERS OF A COMPANY OR GROUP SAVINGS PLAN WITH PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED (TWENTY-FIRST RESOLUTION) This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. 8.4.7
General Meeting of 4 May 2021 - Twenty-first resolution
It is the responsibility of the Executive Management to prepare a report in accordance with Articles R. 225-113 and R.225-114 of the French Commercial Code ( Code de commerce ). It is our responsibility to give our opinion on the fairness of the quantitative information drawn from the financial statements, on the proposed cancellation of preemptive subscription rights and on certain other information concerning issues, as given in this report. We have carried out the procedures we considered necessary for this task in accordance with the professional standards of the French National Institute of Statutory Auditors ( Compagnie nationale des commissaires aux comptes ) regarding this assignment. These procedures consisted in verifying the content of the Executive Management report on this operation and the methods used to determine the issue price of shares and/or securities giving access to the share capital to be issued. Subject to subsequent review of the terms and conditions of any capital increase that may be decided, we have no matters to report on the methods used to determine the issue price of shares and/or securities giving access to the share capital to be issued, as provided in the Executive Management report. As the definitive conditions under which the capital increase will be carried out have not been set, we do not express an opinion on them and, consequently, on the proposal that is made to you to cancel preemptive subscription rights. In accordance with Article R. 225-116 of the French Commercial Code ( Code de commerce ), we will prepare an additional report, where applicable, when this delegation is used by your Executive Management.
To the General Meeting of Hermès International, In our capacity as Statutory Auditors of your company and pursuant to the mission provided for by Articles L. 228-92 and L. 225-135 et seq. of the French Commercial Code ( Code de commerce ), we hereby present to you our report on the proposed delegation of authority to the Executive Management to decide, on one or more occasions, on a capital increase through the issue of shares and/or securities giving access to the share capital with preemptive subscription rights cancelled, 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 companies, French or foreign, which are related to it under the conditions of 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 ), within the limit of 1% of the share capital at the date of this meeting and which will be deducted from the overall ceiling provided for in the nineteenth resolution, an operation on which you are asked to make a decision. This capital increase is submitted for your approval in accordance with the provisions of Articles L. 225-129-6 of the French Commercial Code ( Code de commerce ) and L. 3332-18 et seq. of the French Labour Code ( Code du travail ). On the basis of its report, your Executive Management asks that you delegate to it for a period of 26 months, the authority to decide on one or more capital increases and to cancel your preemptive subscription rights to the shares and/or securities giving access to the share capital to be issued. Where applicable, it will be responsible for setting the final issue conditions for this transaction.
Neuilly-sur-Seine, 5 March 2021
The Statutory Auditors
PricewaterhouseCoopers Audit
Didier Kling & Associés Member of Grant Thornton
Olivier Auberty
Vincent Frambourt
Guillaume Giné
504 2020 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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