Hermès // 2022 UNIVERSAL REGISTRATION DOCUMENT

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COMBINED GENERAL MEETING OF20APRIL 2023 EXPLANATORY STATEMENTS AND DRAFT RESOLUTIONS

towards the common ceiling referred to in paragraph 6) of the twenty‑first resolution (issue of shares and/or securities with preemptive subscription rights maintained) submitted to this meeting, with the possibility that debt securities may be issued in euros, in foreign currency or in units of account set by reference to several currencies; 7) notes and decides as necessary that, where applicable, the aforementioned delegation automatically entails, in favour of the holders of securities giving future access to the Company’s shares that may be issued, waiver by shareholders of their preemptive subscription rights to the shares that may be issued upon presentation of these securities; 8) resolves that, in the event of an immediate or future issue of shares, (i) the issue price for each of the shares issued under this delegation will be at least equal to the minimum amount provided for by the laws and regulations in force at the time of the use of the delegation (to date, the weighted average of the prices of the last three trading sessions on the regulated market of Euronext Paris preceding the setting of the subscription price of the capital increase, possibly less a maximum discount of 10%), it being specified that for the public offerings defined in Article L.411‑2, 1° of the French Monetary and Financial Code ( Code monétaire et financier ), the price will also be determined in the same way, and that (ii) the issue price of the securities giving access to the share capital will be such that the amount received immediately by the Company, plus, where applicable, that likely to be received subsequently by it, will be, for each share issued as a result of the issuance of these other securities, at least equal to the minimum issue price defined in paragraph (i) above; 9) resolves that if the subscriptions of shareholders and the public have not absorbed the entire issue of securities, the Executive Management may use, in the order it determines, one and/or the other the following options: limit the issue to the amount of the subscriptions under the conditions provided for by the law in force at the time of use of this delegation, s freely distribute all or part of the unsubscribed shares among the persons of its choice; s 10) delegates the broadest of powers to the Executive Management for the purpose of implementing this delegation, and in particular: decide and determine the dates and terms of the issues as well as the form and characteristics of the securities to be created, determine the conditions and price of the issues, set the amounts to be issued, s determine the effective dividend date, with or without retroactive effect, of the securities to be issued and, where applicable, the conditions for their buyback, suspend, where applicable, the exercise of the share allocation rights attached to the securities to be issued within a period not exceeding three months, s

11) resolves that, in the event of the issue of debt securities, the Executive Management shall have full powers to determine their characteristics generally take all necessary measures, carry out all necessary formalities, enter into any agreements to successfully complete the planned issues, record the capital increase(s) resulting from any issue carried out by the use of this delegation and amend the corresponding Articles of Association; s and in particular to decide whether or not they are subordinated, and to set their interest rate, term and fixed or variable redemption price, with or without premium, the terms of amortisation according to market conditions, the conditions under which these securities will give entitlement to shares in the Company and modify, during the life of the securities concerned, the terms and conditions set out above, in compliance with applicable formalities; 12) resolves that the Executive Management may also charge the costs of issuing shares and securities to the amount of the premiums relating to the capital increases, deducting from these premiums the sums necessary to bring the legal reserve to one‑tenth of the amount of share capital resulting from these increases; 13) grants full powers to the Executive Management to request the admission to trading on a regulated market of the securities created under this resolution, wherever it so requests; 14) confirms that, pursuant to Article L.233‑32 of the French Commercial Code ( Code de commerce ), this delegation may be implemented during a public offering on the shares of the Company; 15) resolves that this delegation of authority granted to the Executive Management is valid for a period of 26 months from this meeting. This delegation cancels, for the remaining term and up to the unused portion, and replaces the delegation granted by the Combined General Meeting of 4May 2021 in its twentieth resolution (issue of securities with preemptive subscription rights cancelled). in the event of an issue of securities to compensate securities contributed as part of a public offering with an exchange component (OPE), draw up the list of securities likely to be tendered to the exchange, set the terms of the issue, the exchange parity and, where applicable, the amount of the cash balance to be paid without the pricing methods of paragraph 8 of this resolution being applied and determine the terms and conditions of the issue as part of a public exchange offer, an alternative purchase or exchange offer, a single offer proposing the purchase or exchange of the securities in question for a settlement in securities and in cash, or a public tender offer (takeover bid) or a principal exchange offer, together with a public exchange offering or a subsidiary takeover bid, or any other form of public offer in accordance with the law and regulations applicable to said public offering, s set the terms and conditions under which, where applicable, the maintenance of the rights of holders of securities giving future access to the share capital will be ensured, in accordance with legal and regulatory provisions, s

2022 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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