Hermès - Registration Document 2016

CORPORATE GOVERNANCE

REPORT FROM THE CHAIRMAN OF THE SUPERVISORY BOARD ON THE CORPORATE GOVERNANCE PRINCIPLES

Attendance The Supervisory Board’s rules of procedure (Art. 1.1.3.8.) notes that the members of the Supervisory Board shall regularly and diligently take part in the meetings of the Supervisory Board and the specialised com- mittees of which they are members.

The principles governing the allocation of directors’ fees and compensa- tion adopted by the Board include a variable component proportional to attendance at meetings equal to 63.6% for the Supervisory Board and 60% for the specialised committees. In 2016, the Supervisory Board met seven times, with the regular pre- sence of almost all of its members, as shown in the table below:

Attendance at Supervisory Board meetings

Attendance at Compensation, Appointments and Governance Committee meetings

Attendance at Audit Committee meetings

2016

Average attendance

90.54% 100.00% 100.00% 100.00% 100.00% 85.71% 100.00% 100.00% 85.71% 100.00% 33.33% 71.43% 85.71% 100.00%

100.00%

90.00%

Éric de Seynes (Chairman)

n/a n/a

n/a

Monique Cohen (Vice-Chairman) Dominique Senequier (Vice-Chairman)

100.00%

3

100.00%

n/a n/a

Frédéric Afriat (employee representative) (from 08/11/2016)

n/a n/a

Charles-Éric Bauer Matthieu Dumas Blaise Guerrand

83.33%

100.00%

n/a n/a n/a

n/a n/a n/a n/a n/a

Julie Guerrand

Sharon MacBeath (from 31/05/2016)

100.00%

Denis Marmonier (employee representative) (until 30/06/2016)

n/a

Renaud Momméja Robert Peugeot

100.00% 66.67% 100.00%

100.00%

Florence Woerth (until 31 May 2016)

n/a

n/a: not applicable.

Management of conflicts of interest – Service contracts providing for benefits Since 2010, the Company has sent out an annual questionnaire to all Supervisory Board members, asking them to indicate any potential conflicts of interest that may exist due to their office as member of the Supervisory Board of Hermès International. The content of this question- naire develops all possible situations, with precise examples, inviting the members of the Board to declare all situations which could represent a potential conflict of interest. This questionnaire contained even greater detail and was more comprehensive in 2016. During the examination of the business relationships between amember of the Supervisory Board and the Group, the criteria used by the Board to determine whether significant personal affairs exist which might affect the independence of a member of the Supervisory Board are criteria that are both quantitative and qualitative, particularly including the sum of actual revenues and analysis of the nature of existing relationships. The analysis of each of these situations, at the beginning of 2017, by the Compensation, Appointments and Governance Committee, concluded that none of themwere of such a nature to constitute a conflict of interest for the persons concerned and that none of the independent members of the Board had, directly or indirectly, significant business relationships with the Company or its Group.

Moreover, the latest version of the Supervisory Board’s rules of proce- dure (Art. 1.1.3.6.) indicates that a Supervisory Board member must strive toavoidany conflict that couldexist between theirmoral ormaterial interests, and those of the Company. They shall inform the Supervisory Board of any conflicts of interest in which they might be involved. In cases where a conflict of interest cannot be avoided, they shall refrain from taking part in any discussions or decisions related to the matters concerned. No service contract exists between the Supervisory Boardmembers and the Company, or any of its subsidiaries, that would result in benefits being granted pursuant to such a contract. Plurality of offices The offices of members of the Supervisory Board are not taken into account for the calculation of plurality of offices, Articles L. 225-21 and L. 225-77 of the French Commercial Code (Code de commerce) being expressly excluded from the provisions applicable to partnerships limited by shares. The analysis of the individual situation of each of the Supervisory Board members and of the Executive Chairmen in view of the rules on the plura- lity of offices, indicated that no Supervisory Board member or Executive Chairman holds multiple offices, both with regard to the legal rules and the principles set out in Article 18.4 of the AFEP-MEDEF Corporate Governance Code revised in November 2016 (not holding more than four other corporate offices in companies outside of the Group, with the exception of companies for which the main activity is the acquisition and management of equity interests).

2016 REGISTRATION DOCUMENT HERMÈS INTERNATIONAL

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