LensCrafters 2013 Annual Report Download - page 83

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SECTION III – SUMMARY OF THE MOST RELEVANT CORPORATE EVENTS
SUBSEQUENT TO THE CLOSING OF FISCAL YEAR 2013
Below is a summary of the most significant events that occurred after the closing of fiscal
year 2013 up to the date of this Report. The most significant events have already been
described in the paragraphs above.
After closing the 2013 fiscal year, the Board of Directors:
(a) approved the annual report concerning the organizational and accounting corporate
structure of Luxottica Group, prescribed by paragraph 3 of Article 2381 of the Civil
Code and Principle 1.c.1. of the Code of Conduct, identifying strategically important
subsidiaries;
(b) on the basis of the answers to a specific questionnaire, assessed the size, composition
and performance of the Board itself and of the Committee acknowledging the
adequacy of the composition of the Board, of the Committee and their respective
performances;
(c) evaluated whether the requirements for independence existed, based on the
information available and the information provided by the non-executive Directors by
virtue of the provisions of the Italian Consolidated Financial Law and of the Code of
Conduct, determining Roger Abravanel, Mario Cattaneo, Claudio Costamagna,
Elisabetta Magistretti, Marco Mangiagalli, Anna Puccio and Marco Reboa to be
independent directors;
(d) verified that the present composition of the Board of Directors is compliant with the
criteria established with respect to the maximum number of posts to be held in other
companies;
(e) decided to allocate specific funds to be made available to the Committees, as well as
to the Board of Statutory Auditors in its capacity as Audit Committee and to the
Supervisory Board in order to provide them with adequate financial resources to
perform their respective tasks;
(f) evaluated the adequacy of the internal control and risk management system as
described in the report in point a) above and by the report of the Control and Risk
Committee and of the Internal Audit;
(g) approved the audit plan for 2014, which had already been approved by the Control
and Risk Committee;
(h) on the proposal of the Human Resources Committee, approved the remuneration
policy.
In accordance with the provisions of the Code of Conduct, the Board of Statutory Auditors
assessed the evaluation made by the Directors on their independence and has verified