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2016 REGISTRATION DOCUMENT
HERMÈS INTERNATIONAL
292
COMBINED GENERAL MEETING OF 6 JUNE 2017
8
PURPOSE AND DRAFT RESOLUTIONS
TWELFTH AND THIRTEENTH RESOLUTIONS:
APPOINTMENT OF NEW SUPERVISORY BOARD MEMBERS
Purpose
For the twelfth and thirteenth resolutions, the Active Partner asks you to appoint as members of the Supervisory Board Ms Dorothée Altmayer
and Ms Olympia Guerrand.
In application of the principle that the Supervisory Board should be renewed in stages by thirds in article 18.2 of the by-laws, the Supervisory
Board drew lots to determine the term of appointment of the newly proposed members. The results were as follows:
s
one year for Ms Olympia Guerrand ;
s
three years for Ms Dorothée Altmayer.
Information about the persons whose appointment is subject to your approval is listed on page 107.
Twelfth resolution:
Appointment of Ms Dorothée Altmayer as a new member
of the Supervisory Board for a term of three years
On a proposal from the Active Partner, the General Meeting, acting
under the quorum and majority requirements applicable to Ordinary
General Meetings, appoints Ms Dorothée Altmayer as a member of the
Supervisory Board for a term of three years.
In application of article 18.2 of the by-laws, to ensure the renewal of
one third of the Supervisory Board each year and based on lots drawn
at the Supervisory Board meeting of 21 March 2017, his/her term of
appointment for three years will end at the end of the Annual Ordinary
General Meeting held in 2020 to approve the financial statements for
the year ended31December 2019.MsDorothéeAltmayer has indicated
that she is prepared to accept this appointment and that she does not
exercise any function, and that she is not legally prohibited from doing
so, in any manner whatsoever.
Thirteenth resolution:
Appointment of Ms Olympia Guerrand as a new member
of the Supervisory Board for a term of one year
On a proposal from the Active Partner, the General Meeting, acting
under the quorum and majority requirements applicable to Ordinary
General Meetings, appoints Ms Olympia Guerrand as a member of the
Supervisory Board for a term of one year.
In application of article 18.2 of the by-laws, to ensure the renewal of one
third of the Supervisory Board each year and based on lots drawn at the
Supervisory Board meeting of 21 March 2017, his/her term of appoint-
ment for one year will end at the end of the Annual Ordinary General
Meeting held in 2018 to approve the financial statements for the year
ended 31December 2017. Ms OlympiaGuerrand has indicated that she
is prepared to accept this appointment and that she does not exercise
any function, and that she is not legally prohibited from doing so, in any
manner whatsoever.
FOURTEENTH RESOLUTION:
INCREASE IN TOTAL AMOUNT OF DIRECTORS’ FEES
Purpose
For the fourteenth resolution, we ask you to raise the directors’ fees and the compensation of the Supervisory Board to €600,000 to take into
account the appointment of the new Board members proposed in the twelfth and thirteenth resolutions.
This amount would be valid for each open financial year as of 1 January 2017 and until decided otherwise.
Fourteenth resolution:
Increase in the total amount of the directors’ fees
and Supervisory Board compensation
The General Meeting, acting under the quorum and majority require-
ments applicable to Ordinary General Meetings, sets at €600,000
the total directors’ fees and compensation that may be awarded to the
Supervisory Board members and to the members of the committees
created within it, for each open financial year as of 1 January 2017 and
until decided otherwise.