Hermès // 2021 Universal Registration Document
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CORPORATE GOUVERNANCE ORGANISATION OF THE SUPERVISORY BOARD
During the second year of their office, Ms Pureza Cardoso and Mr Rémy Kroll attended the following training programme: internal training: discovery of the podium (see page 15); s internal training: visit to the Hermès Parfums production site in s Vaudreuil; internal training: presentation of the anti-counterfeiting system; s
Their term of office as members of the Supervisory Board is three years. Notwithstanding the rule contained in Article 18.1 of the Articles of Association, the members of the Supervisory Board representing employees are not required to be shareholders. They have a credit of 15 hours per meeting (plus meeting time) to carry out their duties. In accordance with Article L. 225-30-2 of the French Commercial Code ( Code de commerce ), the members of the Supervisory Board representing employees receive training adapted to the performance of their duties, at the expense of the Company. This training must ensure that they acquire and improve the knowledge and techniques required to carry out their duties. It mainly concerns the role and functioning of the Supervisory Board, the rights and obligations of the members of the Supervisory Board and their responsibilities, as well as the organisation and activities of the Group. This training period, which may not be less than 40 hours per year, is not deducted from the hours credited. A portion of this training time is carried out within the Group but most of it is carried out by an external training organisation (in particular the IFA). After obtaining the favourable opinion of the members concerned, the Supervisory Board determines the training programme for the year at the beginning of each year. The Supervisory Board is composed of members, one-third of whom are independent, with qualifications or a professional background enabling them to contribute effectively to the work of the Supervisory Board, as a collegiate body, in all its areas of activity and to the quality of the discussions. In accordance with the provisions of Article L. 22-10-10 (2) of the French Commercial Code ( Code de commerce ), we hereby report to you on the diversity policy applied to members of the Supervisory Board based on criteria such as age, gender or qualifications and professional experience, and provide a description of the objectives of this policy, its means of implementation and the results obtained in the financial year ended. Since 2011, the CAG-CSR Committee has been assigned the duty to advise the Supervisory Board of its recommendations as to the changes in the Board’s composition. The Supervisory Board has set itself objectives or principles in terms of optimal Board size, age limit, number of independent members and diversity (representation of women and men, nationalities, international experience, expertise, etc.), and gradually changed the composition of the Board to achieve this. 3.4.3 CHANGES IN THE COMPOSITION 3.4.3.1 OF THE SUPERVISORY BOARD SINCE 2011
IFA training: Being a Director of a family business; s IFA training: Civil and criminal liability of directors; s
IFA training: The Board and CSR; s IFA training: Posture of the director. s
3.4.2.7.2 Representative of the Social and Economic Committee (without voting rights) In accordance with the provisions of Article L. 2312-75 of the French Labour Code ( Code du travail ), a full member of the Social and Economic Committee (SEC) appointed by the latter attends all meetings of the Supervisory Board in an advisory capacity (meetings and site visits). The SEC has decided to set up a rotation in order to allow several representatives of the SEC to sit on it for one year each. The SEC representative receives the same documents as those provided to the members of the Supervisory Board and at the same time. During the meeting, he or she has the opportunity to take the floor and give opinions on the items on the agenda.
DIVERSITY POLICY APPLIED WITHIN THE SUPERVISORY BOARD
The work carried out has been presented in each subsequent registration document/universal registration document as follows:
Registration document
WORK CARRIED OUT SINCE 2011
from 2011 to 2013 in 2014 and 2015
2013 (part 2, pages 21 and 22)
2014 (part 2, page 19) 2015 (part 2, page 19)
in 2016 in 2017 in 2018 in 2019
2016 (page 113) 2017 (page 142)
2018 (page 171) Universal registration document
in 2020 in 2021
2019 (page 236) 2020 (page 243)
At the end of 2020, the Supervisory Board reviewed and approved the diversity policy applied to the members of the Supervisory Board, taking into account the changes in the composition of the Board in recent years, as set out in § 3.4.3.2. At the end of 2021, it reviewed the diversity policy applied within the Supervisory Board and considered that there was no need to change the composition of the Board for 2022.
244 2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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