Hermès // 2021 Universal Registration Document

3

CORPORATE GOUVERNANCE ORGANISATION OF THE SUPERVISORY BOARD

The compensation policy for members of the Supervisory Board established by the Board is described in § 3.8.1.3. This policy includes a variable component proportional to attendance at meetings, which is currently 64.54% for the Supervisory Board and 60.00% for the specialised committees (see table in § 3.8.1.3.4). Barring an unforeseen obstacle or exceptional circumstances (and in particular the Covid-19 crisis), remote participation by telecommunication means should remain exceptional but is remunerated under the same conditions.

During financial year 2021, seven meetings of the Supervisory Board, six meetings of the Audit and Risk Committee and six meetings of the CAG-CSR Committee were held, with the regular attendance of almost all members, as shown in the table below: seven of the 14 members attended all Board meetings. Each absence was the subject of a precise and detailed justification by the relevant Board members.

Attendance at Supervisory Board meetings

Attendance at Audit and Risk Committee meetings

Attendance at CAG-CSR Committee meetings

2021

Total number of meetings Overall attendance rate Éric de Seynes (Chairman)

7

6

6

91.84% 100.00% 100.00% 71.43% 85.71% 100.00% 85.71% 100.00% 85.71% 100.00% 100.00% 85.71% 85.71% 85.71% 100.00%

93.33%

88.89%

n/a

n/a n/a

Monique Cohen (Vice-Chairwoman) Dominique Senequier (Vice-Chairwoman)

100.00%

n/a n/a

100.00%

Dorothée Altmayer Charles-Éric Bauer Estelle Brachlianoff Matthieu Dumas Blaise Guerrand Julie Guerrand Olympia Guerrand

n/a n/a

100.00% 66.67%

66.67%

Pureza Cardoso (employee representative)

n/a n/a n/a n/a n/a n/a

n/a

100.00%

n/a n/a n/a n/a n/a

Rémy Kroll (employee representative)

Renaud Momméja Alexandre Viros

100.00% 100.00%

n/a Attendance calculated by establishing the ratio between the number of actual attendance or attendance using telecommunication and the number of meetings applicable to each member. n/a: not applicable

MEASURES TAKEN TO ENSURE A BALANCE OF POWERS WITHIN THE BOARD AND AVOID POTENTIAL CONFLICTS OF INTEREST

form an opinion. This opinion is then submitted to the Supervisory Board and, if the Board decides to follow it, is then notified to the person concerned by the Chairman of the Board. The Board’s decision is recorded in the minutes of the meeting. The Supervisory Board member concerned shall refrain from attending the discussions and from voting on the corresponding deliberation and any decisions on the matters in question. More specifically, the member concerned shall inform the Chairman of the Supervisory Board of their intention to accept a new corporate office or any involvement in the specialised committees of a corporate body, or any new position, such that the Supervisory Board, upon the proposal of the CAG-CSR Committee, may decide on the compatibility of such an appointment with the term of office as a member of the Company’s Supervisory Board. At the end of their term of office, members of the Supervisory Board must respect a minimum period of three years before seeking and/or accepting the exercise of a term of office in a company conducting activities that compete with those of the Group and/or in a company in which the Group holds a significant investment.

3.4.7.5

The governance of the Company is by nature dissociated (see § 3.2.3), which guarantees a strict separation of executive powers and control powers. The Supervisory Board comprises at least one-third independent members (see § 3.4.3.2). The Audit and Risk Committee is three-fifths independent members and the CAG-CSR Committee two-thirds. In accordance with Article 2.2.2.4 of the Supervisory Board’s rules of procedure, each member of the Supervisory Board shall at all times maintain his or her independence of thought, analysis, judgment and action and shall endeavour to this end to avoid any conflicts of interest. Each member shall inform the Supervisory Board of any conflicts of interest in which they might be involved. In the event of a potential conflict of interest, the member concerned must immediately notify the Chairman of the Supervisory Board, who then informs the CAG-CSR Committee so that, based on an analysis of the situation declared, it can

254 2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL