Hermès // CSR Extract 2023

CORPORATE GOVERNANCE SUPERVISORY BOARD REPORT ON CORPORATE GOVERNANCE

SUPERVISORY BOARD REPORT ON CORPORATE GOVERNANCE AFR

This chapter 3 “Corporate governance” incorporates in § 3.1 to 3.9 the Supervisory Board corporate governance report prepared pursuant to Article L. 22‑10‑78 of the French Commercial Code ( Code de commerce ) and in accordance with the recommendations of the French Financial Markets Authority (AMF). A cross‑reference table for the corporate governance report is presented in chapter 9 “Additional information”, § 9.5.3.

It was prepared with the assistance of the Chairman of the Supervisory Board, the CAG‑CSR Committee and the Secretary of the Board, on the basis of the work and procedures carried out by the functional departments concerned. It was approved by the Supervisory Board at its meeting of 8 February 2024.

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3.1 THE COMPANY’S CORPORATE GOVERNANCE CODE

3.1.1

CORPORATE GOVERNANCE PRINCIPLES APPLIED

3.1.2

PROVISIONS OF THE AFEP‑MEDEF CORPORATE GOVERNANCE CODE NOT APPLIED AND THOSE NEWLY COMPLIED WITH

The Supervisory Board officially adopted the Afep‑Medef recommendations on corporate governance in 2009, as it deemed these recommendations to be entirely in keeping with the Group’s corporate governance policy. This framework includes the Afep‑Medef Corporate Governance Code for listed companies, updated in December 2022, available on the Afep website (www.afep.com) or the Medef website (www.medef.com), and the application guide of the High Committee on Corporate Governance (HCGE), revised in June 2022, which explains the recommendations of this code. The positions and recommendations issued by the French Financial Markets Authority (AMF) are also taken into account: concerning corporate governance and the compensation of Executive Corporate Officers (AMF position‑recommendation - DOC‑2021‑02 and AMF recommendation - DOC‑2012‑02); s on Shareholders' General Meetings of listed companies (AMF recommendation DOC‑2012‑05). s With each revision of the Afep‑Medef Code, the CAG‑CSR Committee performs an exhaustive comparative analysis of the Company’s application of the Afep‑Medef Code’s recommendations, and reports to the Supervisory Board. These periodic reviews, as well as monitoring of market practices and analyses, make it possible to adapt the systems in force each year with the aim of constant improvement.

The table below lists the provisions of the Afep‑Medef Code not applied by the Company at the date of publication of this universal registration document, together with the corresponding explanations. We have also listed the changes made since the most recent update of the Afep‑Medef Code in December 2022 to ensure compliance therewith. The Afep‑Medef Code states as a preamble that its recommendations “most of them have been written with reference to public limited companies ( sociétés anonymes ) with a Board of Directors. Public limited companies with a Management Board and a Supervisory Board, as well as partnerships limited by shares ( sociétés en commandite par actions ) will therefore need to make the necessary adjustments”. A société en commandite par actions (partnerships limited by shares, SCA) is a flexible legal form and intended as such by the legislator. Furthermore, if some constants can be observed between the various large French SCAs, there is also a very diverse variety of organisation and functioning within the framework of the law. The Afep‑Medef Code also recognises the freedom of organisation of companies (Article 2.2): “The wide diversity of listed corporations does not allow formal and identical forms of organisation and operation to be imposed for all Boards of Directors. The organisation of the Board's work, and likewise its membership, must be suited to the shareholder make‑up, to the size and nature of each firm's activity, and to the particular circumstances facing it. Each Board is the best judge of this, and its foremost responsibility is to adopt the mode of organisation and operation that enable it to carry out its tasks in the best possible manner. "

2023 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL EXTRACT FROM 2023 UNIVERSAL REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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