Hermès - Registration Document 2016

3

CORPORATE GOVERNANCE

ADMINISTRATIVE, MANAGEMENT, OR SUPERVISORY BODIES

ADMINISTRATIVE, MANAGEMENT, OR SUPERVISORY BODIES

3.1

INFORMATION ON CORPORATE OFFICERS AND MEMBERS OF THE EXECUTIVE COMMITTEE

s support the development of Talents through targeted and ambitious initiatives to create conditions fostering their performance, motiva- tion and loyalty; s anticipate and manage possible changes (inter- and intra-subsidiary mobility) and succession plans to ensure the sustainability of the organisation and take Hermès into the future. This talent reviewcovers the succession of themembers of the Executive Committee. A summary and the action plans stemming from the 2016 talent review were presented to the Compensation, Appointments and Governance Committee of the Supervisory Board (CAG Committee). In addition, a succession plan has been drawn up for Executive Management. It was submitted in 2016 to the CAG Committee, which commended its quality and its appropriateness. It should be noted that the existence of two Executive Chairmen, one of which is a legal entity, guards against the Executive Management falling vacant unexpectedly. The CAG Committee has requested that the Talent Review be presented to it every two years and that the Executive Management Succession Plan be presented to it annually. In 2017, the CAG Committee plans to review the succession plan for the Chairman of the Supervisory Board.

3.1.1

Changes during financial year 2016 No changes took place in the Executive Management or the Executive Committee in 2016. Changes within the Supervisory Board are described on page 112. Succession plan for Senior Executives Every two years, a 360° Human Resources review known as the “Talent Review” is performed in each subsidiary to: s identify, inademanding and selectiveway, Talents capable of occupy- ing the highest responsibilities within the House;

Group management (role and composition)

3.1.1.1

The Active Partner and its Executive Management Board Role

Composition as at 31/12/2016

Active Partner

The Active Partner is jointly and severally liable for all theCompany’s debts, for an indefinite period of time. The Active Partner has the authority to appoint or revoke the powers of the Executive Chairman, after receiving the reasoned opinion of the Supervisory Board. The Active Partnermakes all decisions pertai- ning to the Group’s strategic options, consolidated operating and investment budgets, and recom- mendations to the General Meeting with respect to the distribution of share premiums, reserves and retained earnings, on the recommendation of the Supervisory Board. It may submit recommendations to the ExecutiveManagement on any matter of gene- ral interest to the Group. It authorises all company loans, sureties, endorsements and guarantees, any pledges of collateral and encumbrances on the Company’s property, as well as the creation of any company or acquisition of an interest whenever the investment amounts to more than 10% of the Group’s consolidated net worth.

Émile Hermès SARL represented by its Executive Management Board

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Executive Chairman, Chairman and Member of the Executive Management Board

Henri-Louis Bauer

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Vice-Chairman and member of the Executive Management Board

Philippe Dumas

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Vice-Chairman (since 20 June 2016, replacing Hubert Guerrand, who died on 25 May 2016) and member of the Executive Management Board

Pascale Mussard

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Other members of the Executive Management Board

Sandrine Brekke Frédéric Dumas Édouard Guerrand Laurent E. Momméja Jean-Baptiste Puech Guillaume de Seynes Agnès Harth

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2016 REGISTRATION DOCUMENT HERMÈS INTERNATIONAL