Governing bodies - Rules of procedure - Articles of Association

The Supervisory Board

The Supervisory Board exercises ongoing control over company management. For this purpose, it has the same powers as the Statutory Auditors. The Supervisory Board determines the proposed earnings appropriation for the financial year to be submitted to the Annual General Meeting. The Active Partner must consult the Supervisory Board before making any decisions pertaining to strategic options, to consolidated operating and investment budgets or to recommendations to the General Meeting with respect to the distribution of share premiums, reserves and retained earnings. The Supervisory Board also submits to the Active Partner its considered recommendations on the appointment or possible revocation of the powers of the Executive Chairmen.

Composition of the Supervisory Board

  • Éric de Seynes - Chairman
  • Monique Cohen - Vice-Chairwoman
  • Dominique Senequier - Vice-Chairwoman
  • Dorothée Altmayer
  • Charles-Éric Bauer
  • Estelle Brachlianoff
  • Matthieu Dumas
  • Blaise Guerrand
  • Julie Guerrand
  • Olympia Guerrand
  • Renaud Momméja
  • Alexandre Viros
  • Pureza Cardoso - Employee representative member
  • Rémy Kroll - Employee representative member

Supervisory Board rules of procedure

These rules of procedure define the terms and conditions of organisation and operation of the Supervisory Board of Hermès International and its Committees.

Their purpose is to enhance the quality of the Board’s work by promoting the application of good corporate governance principles and practices, in the interests of ethics and greater effectiveness.

Download our Supervisory board rules of procedure as of 29 May 2020

Stock market ethics Code (summary)

The purpose of this code is to describe the measures in place within the Hermès Group to prevent the market abuse of Hermès International securities.

Download our Stock market ethics code as of 22 November 2019 (summary)

Supervisory Board's report on corporate governance

On the corporate governance principles applied by the Company, on the composition of the Board and the application of the principle of the balanced representation of women and men within the Supervisory Board, on the conditions for the preparation and organisation of the Supervisory Board’s work and on the internal control and risk management procedures instituted by the Company. This report is embedded in the 2019 Universel Registration Document on page 194.

Download our 2019 Universel Registration Document

Supervisory Board’s report to the General Meeting of 24 April 2020

On the Supervisory Board's completion of the assignment during the financial year ending on 31 December 2019. This report is embedded in the 2019 Universel Registration Document on page 437.

Donwload our 2019 Universel Registration Document

Audit and Risk Committee

Presentation

The Audit and Risk Committee ascertains that the consolidated financial statements fairly and accurately reflect the Group’s financial position.

Composition

  • Monique Cohen - Chairwoman
  • Charles-Éric Bauer
  • Estelle Brachlianoff
  • Renaud Momméja
  • Alexandre Viros

Rules of procedure

These rules of procedure define the composition, missions and methods of organisation and operation of the Audit and Risk Committee of Hermès International, which acts under the collective and exclusive responsibility of the Supervisory Board.Their purpose is to contribute to the quality of the work of the Audit and Risk Committee by favouring the application of corporate governance principles and best practices for ethical reasons and to improve efficiency.

Download our Rules of procedure of the Audit and Risk Committee

The Compensation, Appointments, Governance and CSR Committee

Présentation

The role of the Compensation, Appointments, Governance and CSR Committee ("CAG-CSR Committee") is to ascertain that the remuneration of the Executive Chairmen complies with the provisions of the Articles of Association and the decisions made by the Active Partner. The CAG-CSR Committee also participates in drawing up proposed appointments of corporate executive officers and is responsible for monitoring corporate governance and CSR matters.

Composition

  • Dominique Senequier - Chairwoman
  • Estelle Brachlianoff
  • Matthieu Dumas

Rules of procedure

These rules of procedure define the composition, missions and methods of organisation and operation of the CAG-CSR Committee of Hermès International, which acts under the collective and exclusive responsibility of the Supervisory Board.Their purpose is to contribute to the quality of the work of the CAG-CSR Committee by favouring the application of corporate governance principles and best practices for ethical reasons and to improve efficiency.

Download our Rules of procedure of the CAG-CSR Committee

The Active Partner

Émile Hermès SARL, represented par its Management Board

Presentation

The Active Partner is jointly and severally liable for all the Company’s debts, for an indefinite period of time. The Active Partner has the authority to appoint or revoke the powers of the Executive Chairmen, after receiving the considered recommendation of the Supervisory Board. The Active Partner makes all decisions pertaining to the Group’s strategic options, consolidated operating and investment budgets, and recommendations 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 Executive Management on any matter of general 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 net worth.

Composition of the Emile Hermès Sarl Management Board

  • Henri-Louis Bauer - Executive Manager and Chairman
  • Frédéric Dumas - Vice-Chairman
  • Pascale Mussard - Vice-Chairman
  • Sandrine Brekke
  • Capucine Bruet
  • Alice Charbin
  • Édouard Guerrand
  • Laurent E. Momméja
  • Jean-Baptiste Puech
  • Guillaume de Seynes