HERMÈS - 2019 Universal Registration Document
COMBINED GENERAL MEETING OF 24 APRIL 2020 STATUTORY AUDITORS’ REPORTS
STATUTORY AUDITORS’ REPORT ON THE AUTHORISATION TO GRANT STOCK OPTIONS (EIGHTEENTH RESOLUTION) This is a free translation into English of the Statutory Auditors’ report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. 8.4.6
To the Shareholders,
those already granted under previous authorisations, s those that have not been definitively allocated at the end of the s vesting period provided for in Article L. 225-197-1, paragraph 6 of the French Commercial Code ( Code de commerce ), those that are no longer subject to the retention requirement provided s for in Article L. 225-197-1, paragraph 7 of the French Commercial Code ( Code de commerce ). It is the responsibility of the Executive Management to draw up a report on the reasons behind the granting of stock options, and on the methods put forward to set the purchase price. It is our responsibility to issue an opinion on the methods proposed for setting the purchase price of the shares. We have carried out the procedures we considered necessary for this task in accordance with the professional standards of the French National Institute of Statutory Auditors ( Compagnie Nationale des Commissaires aux Comptes ) regarding this assignment. These procedures specifically consisted of checking that the methods proposed to set the purchase price of the shares are specified in the Executive Management’s report and that these comply with the provisions of the legislation and regulations. We have no comment to make on the methods proposed for setting the purchase price of the shares.
In our capacity as Statutory Auditors of your company, and pursuant to the mission provided for by Articles L. 225-177 and R. 225-144 of the French Commercial Code ( Code de commerce ), we present our report on the authorisation to grant stock options in favour of the employees and Corporate Officers of Hermès International and of those companies or groups related to it pursuant to the conditions referred to in Article L. 225-180 of the French Commercial Code ( Code de commerce ), being an operation on which you are asked to make a decision. The Executive Management proposes that, on the basis of its report, you authorise it, for a period of thirty-eight months as of the date of this Meeting, to grant stock options on one or more occasions. The total number of options that can be granted under this authorisation may not be such that the number of stock options granted under this resolution and the number of free shares granted under the nineteenth resolution represent more than 2% of the Company's number of ordinary shares when the options are granted, without taking into account:
Neuilly-sur-Seine, 4 March 2020 The Statutory Auditors
PricewaterhouseCoopers Audit
Didier Kling & Associés Member of Grant Thornton
Olivier Auberty
Vincent Frambourt
Guillaume Giné
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