HERMÈS - 2018 Registration document

Corporate Governance

Supervisory Board’s report on corporate governance

s s the Hermès Group code of business conduct (Hermès Group guidelines); s s ethical charter of the Hermès Group; s s presentations of Hermès International and Émile Hermès SARL; s s the annotated Articles of Association. This master file is updated on a regular basis. Supervisory Board meetings The procedures for calling meetings and the rules governing quorumand majority aredescribed in the Articles of Association (Article19) and in the Supervisory Board’s rules of procedure. The Supervisory Board meets at least twice per year in accordance with the Articles of Association. The Supervisory Board met nine times in 2018. The Statutory Auditors and the Works council representatives are syste- matically invited to attend all Supervisory Board meetings. Furthermore, as in previous years, the Chairman of the Supervisory Board was invited to attend all meetings of the Executive Management Board of Émile Hermès SARL. To ensure that Supervisory Board meetings are held in due and pro- per form, a file containing background documents related to issues on the agenda is sent to each Board member before every meeting, and since 2011, at least 48 hours beforehand whenever possible. Persons who are not Board members, in particular members of the Executive Committee and of the Liaison Committee, may be invited to attend Board meetings at the Chairman’s discretion, in order to provide any informa- tion that members of the Board might require to reach a full understan- ding of matters on the agenda and that are technical in nature or require special expertise. Minutes are drawn up at the end of each meeting and sent to all Board members, who are invited to comment. Any comments are discussed at the next Supervisory Board meeting, which approves the final text of the minutes of the previous meeting. The “Herboard” collaborative platform Since 2016 the Supervisory Board has made use of a secure paperless collaborative Board management platform hosted in France by Oodrive and customised for Hermès. Dubbed “Herboard” at Hermès, the platform is accessible from a web browser or via a tablet application and can be used to: s s organise meetings (plan meetings, send meeting invitations, track attendance); s s provide highly secure and paperless Board documents relating to Board and committee meetings and to the Supervisory Board’s mas- ter file in real time ( via a username, password and confirmation code sent via SMS); s s manage document permissions and track document use; s s circulate minutes and reports.

Following the implementation of Herboard, an iPad® is given to Supervisory Board members who request one. Training for Supervisory Board members – Integration programme Supervisory Board members can make use of the Company’s group membership of IFA (“ Institut Français des Administrateurs ”), and the- reby take advantage of all of its services and training. Ms Julie Guerrand became a certified company Board member (receiving the ASC France Certificate) in 2013 and Mr Matthieu Dumas in 2015. Other Board members will likely be taking part in this company governance certifi- cation programme carried out by IFA in partnership with Sciences Po. In 2014 the CAG-CSR Committee set up an integration and training pro- gramme for new Board members, which entails: s s receiving anewSupervisory Boardmember integration kit of legal and governance documents containing: • • the Supervisory Board’s master file (see pages 178 and 179), • • the “20 years in the stock market” booklet (2013), • • the Supervisory Board’s dashboard for the current year, • • the schedule of Supervisory Board meetings for the next three years, • • the IFA Director handbook (2014); s s joining the three-day in-house “Mosaic” immersion training session with employees; s s being briefed on the Company’s ownership structure and Active Partner (Émile Hermès SARL); s s “catching up” on site visits (see page 181) since 2011 (if necessary); s s taking part in IFA training (if necessary); s s being briefed on the new Hermès product collections. Expense reimbursements Supervisory Board members are reimbursed for travel, accommodation and restaurant expenses incurred to attend the Supervisory Board mee- tings, upon presentation of substantiating documents or receipts. These reimbursements are capped (see rules of procedure, page 209) and based on the rules applicable to Group employees. Directors’ fees and compensation Information relating to directors’ fees and compensation of the Supervisory Board is presented on page 202. Group activity and finance In 2018 the Supervisory Board was informed of the Group’s activities at each of its meetings and in particular: s s was givenapresentationby theExecutiveManagement on theannual and interim consolidated financial statements and parent company financial statements; 3.1.4.9 Activities of the Supervisory Board

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2018 REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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