Hermès // 2022 UNIVERSAL REGISTRATION DOCUMENT

3

CORPORATE GOVERNANCE COMPENSATION AND BENEFITS OF CORPORATE OFFICERS

3.8.1.1.3 Measures to avoid or manage conflicts of interest (Article R.22‑10‑40, I‑2° of the French Commercial Code ( Code de commerce )) A number of measures have been implemented to prevent possible conflicts of interest: the maximum amount of variable compensation set by the Articles of Association (“statutory compensation”) of the Executive Chairmen is determined by the Articles of Association (Article 17); s the maximum amount of fixed (“additional”) compensation of the Executive Chairmen and its indexation were determined by the Ordinary General Meeting of 31May 2001; s since its creation on 24March 2010, the CAG‑CSR Committee of the Supervisory Board of Hermès International has been tasked each year with ensuring that compensation paid to the Executive Chairmen complies with the provisions of the Articles of Association and the decisions made by the Active Partner; s changes to the two components of the compensation of Executive Chairmen depend on objective and comprehensible quantifiable qualitative criteria unaltered for many years, that are public and predefined by nature, as described in §3.8.1.2; s The budget guidelines for wage increases during the annual salary review take account of inflation and changes in local wage markets. Particular attention is paid to gender equality and gaps in relation to the market (internal and external). Specific budgets may be provided if adjustments are necessary. The desire to reward both collective and individual performance can also be seen in the development of variable compensation at both individual and collective levels in recent years.

3.8.1.1.4 Pursuant to Article R.22‑10‑40, V of the French Commercial Code ( Code de commerce ), the compensation policy for Corporate Officers, together with the date and result of the last ex‑ante vote in the General Meeting, is disclosed on the Company’s financial website on the business day following the date of the vote. Pursuant to Article 27.1 of the Afep‑Medef Code updated in December 2022, all potential or vested compensation of the Executive Chairmen is disclosed on the Company’s financial website https:// finance.hermes.com/en/corporate‑officers immediately after the meeting of the Executive Management Board of Émile Hermès SAS, Active Partner, that approved it. when setting the actual amount of each Executive Chairman’s compensation set by the Articles of Association (“statutory compensation”), the Executive Management Board of Émile Hermès SAS uses the recommendations of the CAG‑CSR Committee and takes into account in its decision the performance achieved by the Group in respect of the prior financial year, the strategic challenges in respect of the Group’s medium- and long‑term development and the competitive environment in which it operates; s since 2020, the compensation policy for the Executive Chairmen has been subject to the advisory opinion of the Supervisory Board and the approval of the General Meeting, and the actual compensation of the Executive Chairmen is subject to a decision by the Supervisory Board. s Procedures for publishing the compensation of Corporate Officers

2022 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

332

Made with FlippingBook - professional solution for displaying marketing and sales documents online