LensCrafters 2007 Annual Report Download - page 94

ANNUAL REPORT ON
CORPORATE GOVERNANCE 2007 | 93 <
Control Model established by Legislative Decree No. 231/2001, which aims to prevent the risk of
potential misconduct by employees and consultants of the Company, with resulting administrative
liability as provided for by Legislative Decree No. 231/2001 (hereinafter the “Model”).
On July 27, 2006, the Board of Directors approved those supplements to the Model with the
purpose of including within the list of offenses market abuse and transnational organized crime.
In addition, the Board has begun preparing to update the Model, with the aim of including
provisions for offenses related to the health and safety of the workers and anti-money laundering,
which have recently become effective pursuant to Legislative Decree 231/2001.
The purpose of the Model is to set up a structured and organized set of procedures and control
activities to be carried out, mainly for prevention, that cannot be violated except by fraudulently
avoiding compliance with the provisions of the Model.
To this end, the Model serves the following purposes:
• to make all those operating in the name and on behalf of Luxottica aware of the need to
accurately comply with the Model, the violation of which will result in severe disciplinary
measures;
• to enforce the condemnation by the Company of any behavior inspired by a misunderstood
corporate interest which conflicts with the laws, regulations, or, more generally, with the
principles of fairness and transparency upon which its activity is based;
• to inform about the serious consequences that the Company (and therefore all its employees,
managers and top managers) may suffer from enforcement of the money penalties and
disqualifying sanctions as provided for by the Decree, and the possibility that such measures
may also be ordered as an interim measure; and
• to enable the Company to exercise constant control and careful supervision of the activities, so
as to be able to react promptly if potential risks arise, and, if needed, to enforce the disciplinary
measures set out by the Model.
The Model is available at www.luxottica.com in the section Investor Relations.
The Supervisory Body established by the Model is composed of the Director of the Internal
Auditing function (Mario Pacifico), Chairman; the Human Resources Director (Nicola Pelà); and a
member of the Board of Statutory Auditors (Giorgio Silva).
The Supervisory Body reports every six months to the Board of Directors, the Internal Control
Committee and the Board of Statutory Auditors concerning its activities.
On February 14, 2008, the Board of Directors allocated specific budgets in order to provide to the
Supervisory Body adequate financial resources to perform its duties throughout fiscal year 2008. An
equivalent resolution was made for fiscal year 2007. Please see Section III of this Report for more
details.
Sarbanes-Oxley Act. The compliance with the Sarbanes-Oxley Act (”SOX”) requirements, to which
Luxottica must adhere because it is listed on the New York Stock Exchange (NYSE), represents a
significant motivating factor for the Group in its continuous improvement of its internal control system.
In particular, in complying with SOX, Luxottica has not only intended to implement a regulation, but
to take a real opportunity to effectively improve its administrative and financial governance and the
quality of its internal control system so as to render it more systematic, constantly monitored, and
methodologically more defined and documented.
Luxottica is aware that the efforts made in defining an efficient internal control system, capable of
ensuring complete, accurate and correct financial information, do not represent a single activity,
but rather a dynamic process which must be renewed and adapted to the evolution of the
business environment, the socio-economic background, and the regulatory framework.