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2016 REGISTRATION DOCUMENT

HERMÈS INTERNATIONAL

281

COMBINED GENERAL MEETING OF 6 JUNE 2017

8

AGENDA

8.1.2

EXTRAORDINARY BUSINESS

8.1.2.1

Presentation of reports to be submitted to the

Extraordinary General Meeting

Executive Management’s report

s

On resolutions relating to extraordinary business.

Supervisory Board’s report

Statutory Auditors’ report

s

On the capital decrease by cancellation of treasury shares

(seventeenth resolution).

s

On the issue of shares and/or other transferable securitieswithmain-

tenance and/or cancellation of the preferential subscription rights

(nineteenth and twentieth resolutions).

s

On the issuance of shares and/or other securities convertible into

equity securities reserved for members of a company or group

savings plan (twenty-first resolution).

s

On the issue of shares and/or other transferable securi-

ties with cancellation of the preferential subscription rights

(twenty-second resolution).

s

On the issue of shares and/or other transferable securities conver-

tible into or exchangeable for equity securities to remunerate contri-

butions in kind (twenty-third resolution).

8.1.2.2

Vote on resolutions relating to extraordinary

business

Seventeenth resolution

Authorisation granted to Executive Management for the effect of redu-

cing the share capital by cancellation of all or part of the treasury shares

held by the Company (Article L. 225-209 of the French Commercial Code

(Code de commerce))

- General Cancellation Programme.

Eighteenth resolution

Delegation of authority to the Executive Management to increase the

share capital by capitalisation of reserves, profits and/or share pre-

miums, allocation of free shares, and/or increasing the par value of

existing shares.

Nineteenth resolution

Delegation of authority to be granted to the Executive Management to

decide to issue shares and/or any other securities carrying rights to the

share capital with the continuation of preferential subscription rights.

Twentieth resolution

Delegation of authority to be granted to the Executive Management to

decide to issue shares and/or any other securities carrying rights to the

share capital with the elimination of preferential subscription rights but

with the ability to establish a priority period through a public offering.

Twenty-first resolution

Delegation of authority to be granted to the Executive Management to

decide to increase the share capital through the issue of shares and/

or securities carrying rights to the share capital, reserved for members

of a company or group savings plan, with the elimination of preferential

subscription rights.

Twenty-second resolution

Delegation of authority to be granted to the Executive Management to

decide to issue shares and/or any other securities carrying rights to the

share capital, with the elimination of preferential subscription rights, by

privateplacement referred to inArticleL. 411-2, II of theFrenchMonetary

and Financial Code

(Code monétaire et financier).

Twenty-third resolution

Delegation of authority to be granted to the Executive Management to

decide to issue shares and/or securities carrying rights to the share

capital, with the elimination of preferential subscription rights, in order

to pay for contributions in kind granted to the Company applying to equity

securities or securities carrying rights to the share capital.

Twenty-fourth resolution

Delegation of authority to carry out the formalities related to the General

Meeting.