HERMÈS - 2018 Registration document

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Corporate Governance

Supervisory Board’s report on corporate governance

SUMMARY OF COMPENSATION AND BENEFITS POTENTIALLY OWING TO THE EXECUTIVE CHAIRMAN, MR AXEL DUMAS, (A NATURAL PERSON) IN THE EVENT OF HIS DEPARTURE Method of determination at 31/12/2018 Voluntary departure (excluding retirement) Forced departure Retirement

Severance payment

n/a

Subject to applicable performance conditions: 24 months of compensation (fixed and variable)

n/a n/a

Non-competition payment

n/a n/a

n/a n/a

Supplementary defined-benefit retirement (Article 39 of the French General Tax Code (CGI), Article. L. 137-11 of the French Social Security Code (CSS))

Annual pension amount: Number of years of seniority * (0.9% to 1.5%) * average yearly compensation for the last three years The pension will be limited to 8PASS

Supplementary defined-contribution pension plan (Article 83 of the French General Tax Code)

The annual amount of the pension will be determined by conversion to savings pension established on the date of liquidation of retirement entitlements.

n/a: not applicable.

Press releases on the compensation of the Executive Chairmen All compensation elements that are potential or acquired by the Executive Chairmen are made public immediately after the meeting of the Executive Management Board that decided them, by a press release published on the Company’s financial website https://finance.hermes.com. The table below summarises the press releases relative to the elements of compensation of the Executive Chairmen published over the last two financial years:

Date of publication

Releases

2018 23 March 2018 2017 24 March 2017

Potential or actual elements of compensation for Executive Chairmen

Potential or actual elements of compensation for Executive Chairmen

buting and allocating the fixed, variable and exceptional components of compensation for Executive Corporate Officers ( ex-ante vote), and subsequent approval of the amounts of compensation paid or allocated under these principles ( ex-post vote) to Executive and non-Executive Corporate Officers, do not apply to sociétés en commandite par actions (partnerships limitedby shares) under Article L. 226-1of the sameCode, which explicitly rules them out. In 2018, as in 2017 and 2016, the Company complied with the recom- mendations of the AFEP-MEDEF Corporate Governance Code by asking the General Meeting to vote on the compensation of its Executive Chairmen ( ex-post ) (see 2017 Registration document – statement of reasons page 329).

Compensation policy guidelines for the Chairman of the Supervisory Board (non- Executive Corporate Officer)

3.1.5.2

The principles and criteria for determining, distributing and allocating the fixed, variable and exceptional components of overall compensation and benefits of any kind payable to the Chairman of the Supervisory Board – a non-Executive Corporate Officer, for performing his duties, under the AFEP-MEDEF Code, are presented below. The Chairman of the Supervisory Board is entitled to fixed annual com- pensation of €140,000. This is deducted from the total amount of direc- tors’ fees and compensation awarded to the Supervisory Board by the General Meeting. He is not entitled to any variable compensation as he attends all Supervisory Board meetings.

Compensation paid in 2018 (subject to the General Meetings’s ex-post vote)

3.1.5.4

2018 compensation (not subject to the General Meetings’s ex-ante vote since inapplicable)

3.1.5.3

All the elements of compensation paid in 2018 to Executive Chairmen, on which shareholders have an advisory vote, are shown in the descrip- tion of the resolutions referred to the General Meeting of 4 June 2019 (pages 372 to 377). The compensation paid to the Chairman of the Supervisory Board is shown in table 3 on page 196.

The provisions of law No. 2016-1691 on transparency, anti-corruption and modernisation of the economy, of 9 December 2016 (the “Sapin 2 law”), including Articles L. 225-37-2 and L. 225-82-2 of the French Commercial Code, concerning the approval at the General Meeting of Shareholders of the principles and criteria for determining, distri-

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2018 REGISTRATION DOCUMENT HERMÈS INTERNATIONAL