Hermès - Registration Document 2016

2016 REGISTRATION DOCUMENT

HERMÈS INTERNATIONAL

307

COMBINED GENERAL MEETING OF 6 JUNE 2017

STATUTORY AUDITORS’ REPORTS

8.4.3

STATUTORY AUDITORS’ SPECIAL REPORT ON RELATED-PARTY AGREEMENTS

AND COMMITMENTS

This is a free translation into English of the Statutory auditors’ report issued in the French language and is provided solely for the convenience

of English-speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional

auditing standards applicable in France.

General Meeting called to approve the financial statements for the

year ended 31 December 2016

To the shareholders,

In our capacity as Statutory Auditors for your Company, we present to you

our report on related-party agreements and commitments.

Our responsibility is to report to you, based on the information provi-

ded to us, on the main terms and conditions, and the grounds for the

Company’s best interest, of agreements and commitments that have

been disclosed to us or that wemay have identified as part of our engage-

ment, without commenting on their relevance or substance or identifying

any undisclosed agreements and commitments. Under the provisions of

Article R. 226-2 of the French Commercial Code (

Code de commerce

), it

is your responsibility to determine whether the agreements and commit-

ments are appropriate and should be approved.

Where applicable, it is also our responsibility to provide you with the

information required by Article R. 226-2 of the French Commercial Code

(

Code de commerce

) in relation to the implementation during the year

of agreements and commitments already approved by the General

Meeting.

We performed the procedures that we deemed necessary in accordance

with professional practice as per the French national auditing body,

Compagnie nationale des commissaires aux comptes

, relating to such

engagements. These procedures consisted in verifying that the informa-

tion given to us is consistent with the underlying documents.

Agreements and commitments to be submitted for the

approval of the General Meeting

Agreements and commitments authorised during the year

We hereby inform you that we have not been advised of any agreement or

commitment authorisedduring thepast financial year tobesubmitted for

the approval of the General Meeting in accordance with the provisions of

Article L. 226-10 of the French Commercial Code (

Code de commerce

Agreements and commitments already approved by the

General Meeting

Agreements and commitments approved in previous years

which were implemented during the year

In accordance with Article R. 226-2 of the French Commercial Code

(

Code de commerce

), we have been informed that the following agree-

ments and commitments, approved by the General Meeting in previous

years, remained in effect during the year.

Service agreement with Émile Hermès SARL

Person concerned

Émile Hermès SARL, Executive Chairman of Hermès International.

Nature, purpose and provisions

At its meetings of 23 March 2005 and 14 September 2005, the

Supervisory Board authorised your Company to enter into a service

agreement with Émile Hermès SARL for the provision of routine legal and

financial services. At its meeting of 1 September 2007, the Supervisory

Board authorised the signature of an amendment to add secretarial

services to this agreement. At its meetings of 25 January 2012 and

30 August 2012, the Supervisory Board authorised two amendments

to this agreement to alter the price of the secretarial services and to

exceptionally provide for share ownership monitoring.

In 2016, billing for services provided under the terms of this agreement

amounted to €214,702.

Design mission contract with the RDAI firm

Person concerned

Mrs Sandrine Brekke, owner of more than a 10% interest in RDAI and

member of the Executive Management Board of Émile Hermès SARL,

Executive Chairman of Hermès International.

Nature, purpose and provisions

At its meetings of 3 July 2015 and 20 November 2015, the Supervisory

Board authorised:

an agreement between Hermès International and the architectural

firm RDAI to undertake an assignment to design the office interior

located 10-12 rue d’Anjou in Paris, on several floors and including

procurement of furniture;

an amendment to that agreement commissioning RDAI to undertake

two studies, namely: (i) fitting out an additional level, and (ii) changing

the programming and placement of some spaces for the other levels.

In 2016, billing for services provided under the terms of this agreement

amounted to €8,200.

Grounds for the Company’s best interest

Hermès International has leased an office building located 10-12

rue d’Anjou in Paris. That building is intended to bring together in one

place all communication teams and will receive all the creators of the

Group and the press in perfect conditions. The RDAI firm was chosen

because it knows the architectural concept of the stores, since it created

the concept, and it was therefore best placed to develop this property

that will serve as a showcase for Group communication in line with the

Hermès brand image. The fees were package deals and correspond to

the market price.