Hermès // 2021 Universal Registration Document
COMBINED GENERAL MEETING OF 20 APRIL 2022 EXPLANATORY STATEMENTS AND DRAFT RESOLUTIONS
shares that the Executive Chairman/Chairmen must retain in registered form until the end of their duties, resolves that, in accordance with the Afep-Medef Corporate • Governance Code, to which the Company has adhered: the free shares awarded will be subject to demanding - performance conditions to be met over several years, defined at the time of their allocation, the maximum percentage of shares that may be allocated free of - charge to the Executive Chairmen under this resolution will be 0.05%, this sub-limit being deducted from the ceiling of 2% common to the delegations granted in the 18 th and 19 th resolutions, the beneficiary Executive Chairmen must make a formal - commitment not to use any risk hedging operations relating to their performance shares, and until the end of the share retention period; each year, the Executive Management will inform the General s Meeting of the allocations made under this resolution under the legal conditions, and in particular Article L. 225-197-4 of the French Commercial Code ( Code de commerce ).
confirms that, pursuant to Article L. 233-32 of the French Commercial 10) Code ( Code de commerce ), this delegation may be implemented during a public offering on the shares of the Company; more generally, gives the broadest of powers to the Executive 11) Management, with the option of subdelegation under the legal conditions, for the purpose of entering into all agreements, preparing all documents, carrying out all formalities and declarations to all bodies and, more generally, doing whatever is necessary: the period during which the Executive Management may make use of s this authorisation, on one or more occasions, is set at 38 months from the date of this meeting, in the event of allocation to one or more Executive Chairmen: s resolves that the Executive Management must ensure that the • Company meets one or more of the conditions provided for in Article L. 22-10-60 of the French Commercial Code ( Code de commerce ), and must take all measures to this effect, resolves that the Supervisory Board must ensure that the allocated • shares may not be sold prior to the termination of the duties of the Executive Chairman/Chairmen, or shall set a quantity of these
TWENTIETH RESOLUTION: POWERS
Explanatory statement The twentieth resolution is a standard resolution making it possible to undertake all legal filing and disclosure formalities required by law, following the General Meeting.
Twentieth resolution: Delegation of authority to carry out the formalities related to the General Meeting
The General Meeting, acting under the quorum and majority requirements for Extraordinary General Meetings, confers full powers on any bearer of an extract or copy of these minutes recording its resolutions, in order to carry out all legal publication or other formalities.
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2021 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL
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