LensCrafters 2013 Annual Report Download - page 79

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The procedure regulates the execution of major and minor transactions. Transactions with
and among subsidiary companies, associated companies, ordinary transactions, transactions
of an inferior amount (of an amount less than Euro 1 million or, with regard to the
remuneration of a member of a management or control body or managers with strategic
responsibilities, of an amount less than Euro 250,000) are excluded from the application of
the procedure.
The Board of Directors also reached the following decisions, among others, with regard to the
interested parties involved in each individual transaction, where possible each time that: (i)
the Human Resources Committee were to be involved and consulted regarding transactions
for the remuneration and economic benefits of the members of the management and control
bodies and managers in strategic roles and (ii) the Control and Risk Committee was to be
involved in and consulted about other transactions with related parties.
Further information on the application of the procedure with regard to remuneration and
assignment of benefits to the members of the management and control bodies and managers
in strategic roles are stated in the remuneration report.
The Procedure is available on the website www.luxottica.com, in the
Company/Governance/Documents and Procedures section.
Internal Dealing Procedure
On March 27, 2006, in order to implement internal dealing regulatory changes, as set forth in
Article 114, seventh paragraph, of the Italian Consolidated Financial Law and Articles 152-
sexies et seq. of the Regulations for Issuers, the Board of Directors approved the Internal
Dealing Procedure. This Procedure was last updated on February 27, 2014.
The Internal Dealing Procedure regulates in detail the behavioral and disclosure obligations
relating to transactions in Luxottica shares or American Depositary Receipts (ADRs)
completed by so-called “relevant parties”.
The relevant parties – namely directors, auditors of the Company and seven managers with
strategic functions (pursuant to Article 152 sexies letter c2 of the Regulations for Issuers) -
inform the Company, CONSOB and the public about any transactions involving the purchase,
sale, subscription or exchange of Luxottica shares or financial instruments connected to them.
Transactions with an overall value of less than Euro 5,000 at the end of the year and,
subsequently, the transactions that do not reach a total equivalent value of a further Euro
5,000 by the end of the year do not need to be reported.
The procedure provides for black-out periods during which the interested parties are not
allowed to trade any Luxottica securities.
The Procedure is available on the website www.luxottica.com, in the
Company/Governance/Documents and Procedures section.