HERMÈS - 2018 Registration document
Corporate Governance
Supervisory Board’s report on corporate governance
TABLE 9.2 (COMPILED IN ACCORDANCE WITH ARTICLE L. 225—197-4 OF THE FRENCH COMMERCIAL CODE AND AMF POSITION- RECOMMENDATION NO. 2014-14)
Total number of shares awarded
Free shares awarded to the first 10 employees (not Corporate Officers)
Date of plans
Shares awarded during the year to the 10 employees of the issuer and any entity included in this scope for whom the number of shares thus granted is the highest (overall information)
n/a
n/a: not applicable.
TABLE 10 Table summarising the multi-year variable compensation of each Executive Chairman (Executive Corporate Officers) Name of the Executive Corporate Officer
Mr Axel Dumas
n/a n/a
Émile Hermès SARL
3
n/a: not applicable.
TABLE 11
Compensation relative to a non-competition clause
Compensation or benefits due or liable to be due because of termination or change of duties 1
Senior Executives (natural persons)
Supplementary pension plan
Employment contract
Mr Axel Dumas, Executive Chairman Date of start of term of office: 05/06/2013 Date of end of term of office: open-ended
no 2
yes
yes
no
(1) The details of these commitments are shown on pages 373 and 374. (2) Since 05/06/2013.
nation, distribution and allocation of fixed, variable and exceptional por- tions of compensation for Executive Corporate Officers (ex-ante vote), and subsequent approval of the components of compensation paid or allocated under these principles (ex-post vote) to Executive and non-Exe- cutive Corporate Officers, do not apply to sociétés en commandite par actions (partnerships limited by shares) under Article L. 226-1 of the same Code, which explicitly waives them.
2019 Compensation policy (not subject to the General Meeting’s ex-ante vote since inapplicable)
3.1.5.6
The provisions of law No. 2016-1691 of 9 December 2016 on trans- parency, anti-corruption and the modernisation of the economy (known as the “Sapin II law”), in particular Articles L. 225-37-2 and L. 225- 82-2 of the French Commercial Code, concerning the approval at the Shareholders’ General Meeting of the principles and criteria for determi-
2019 compensation in respect of 2018 At itsmeeting on 18March 2019, the ÉmileHermès SARL ExecutiveManagement Board decided to set the Executive Chairmen’s 2019 compensation as follows:
Fixed compensation (additional compensation) Gross annual amount
Variable compensation (Statutory compensation) Gross annual amount
Total Gross annual amount
Émile Hermès SARL
€551,850 €1,623,378
€830,083 €1,780,045
€1,381,933 €3,403,423
Mr Axel DUMAS
The Executive Management Board wished the principle of variability contained in the aforementioned provisions of the Articles of Association to be applied strictly to the compensation of the Executive Chairmen. As such, in accordance with these principles, it was decided to modify the compensation of the Executive Chairmen in 2019 by strictly applying the variation observed between 2017 and 2018 on the two objective
quantifiable criteriausedas a reference for ExecutiveChairman compen- sation for many years (Article 17 of the Articles of Association), namely the Company’s consolidated net income before tax (variable compen- sation) and consolidated revenue (fixed compensation or + 10.37% on the previous year).
2018 REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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