Hermès // 2021 Universal Registration Document
CORPORATE GOUVERNANCE COMPENSATION AND BENEFITS OF CORPORATE OFFICERS
Variable component proportional to attendance at meetings
Fixed component
Maximum amounts attributable SUPERVISORY BOARD Chairman
Proportion
Maximum amounts attributable
Proportion
€140,000 €10,000 €10,000
100.00% 35.46% 35.46%
n/a
n/a
€140,000
100.00% 100.00% 100.00%
Vice-Chairwomen
€18,200 €18,200
64.54% €28,200 64.54% €28,200
Members
Employee representative members
n/a
n/a
n/a
n/a
€0
n/a
CAG-CSR COMMITTEE Chairwoman
€28,000 €5,200
100.00% 40.00%
n/a
0.00% €28,000 60.00% €13,000
100.00% 100.00%
Members
€7,800
AUDIT AND RISK COMMITTEE Chairwoman
€28,000 €5,200
100.00% 40.00%
n/a
0.00% €28,000 60.00% €13,000
100.00% 100.00%
Members
€7,800
3
n/a: not applicable
International), Supervisory Board members representing employees since 12 November 2019, have employment contracts with the Hermès Group, and as such receive compensation that has not been granted for the performance of their duties as Board members. Consequently, and for reasons of confidentiality, their salaries are not disclosed. No other member of the Supervisory Board, and in particular Mr Éric de Seynes, Chairman, is bound to the Company by an employment contract. Options to subscribe for or purchase shares No options to subscribe for or purchase shares were granted to Supervisory Board members in 2021, nor were any such options exercised by them. Allocation of free shares No free shares were allocated to members of the Supervisory Board during the financial year 2021.
The allocation principles include a fixed component (35.46% for the Board and 40.00% for the committees) and a variable component proportional to actual attendance at meetings (64.54% for the Board and 60.00% for the specialised committees). No additional compensation is paid to Board members who are not resident in France. Employment contracts The members of the Supervisory Board of a société en commandite par actions (partnership limited by shares) may be bound to the Company by an employment contract with no condition other than that resulting from the existence of a relationship of subordination with the Company and the recognition of effective employment. Ms Pureza Cardoso (craftswoman/trainer – Maroquinerie de Sayat) and Mr Rémy Kroll (Director of Special Sales and Recycling – Hermès 3.8.2 In accordance with the provisions of Article L. 22-10-77 of the French Commercial Code (Code de commerce), the corporate governance report must present all compensation and benefits of all kinds paid to Corporate Officers during the financial year or allocated in respect of their duties in 2021. The report must also: disclose any compensation paid or granted by a company in the s scope of consolidation; enable comparison between (i) the compensation of the Executive s Corporate Officers (i.e. the Executive Chairmen) and the non-Executive Chairman (i.e. the Chairman of the Supervisory Board) on the one hand, and (ii) the average and median compensation of the Company’s employees on the other hand. This section presents the aforementioned items, which will be subject to global and individual ex-post votes at the General Meeting of 20 April 2022 (see chapter 8 “Combined General Meeting of 20 April 2022”, § 8.2.1 – Explanatory statement to the seventh to tenth resolutions).
OVERVIEW OF COMPENSATION AND BENEFITS OF ALL KINDS FOR CORPORATE OFFICERS
COMPENSATION PAID TO THE EXECUTIVE CHAIRMEN OR GRANTED IN RESPECT OF THE 2021 FINANCIAL YEAR (EXECUTIVE CORPORATE OFFICERS) (ARTICLE L. 22-10-77 OF THE FRENCH COMMERCIAL CODE)
3.8.2.1
3.8.2.1.1 Compensation paid in 2021 All the fixed, variable and exceptional components comprising the total compensation and benefits of any kind paid during financial year 2021 to Mr Axel Dumas, on the one hand, and to Émile Hermès SAS, on the other hand, in respect of their duties as Executive Chairmen, are set out in chapter 8 “Combined General Meeting of 20 April 2022”, § 8.2.1 – Explanatory statement to the eighth and ninth resolutions. These elements are all consistent with the compensation policy for the Executive Chairmen presented in § 3.8.1.1 and § 3.8.1.2 above and approved by the General Meeting of 4 May 2021.
2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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