LensCrafters 2015 Annual Report Download - page 77

Report on corporate governance and ownership structure as of December 31, 2015 Page 37 of 45
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
drawn up in accordance with art.123-ter of the Italian Consolidated Financial Law.
This Procedure was last updated on February 16, 2015.
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 art. 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 16, 2015.
The 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 Managers with strategic responsibilities
(pursuant to art. 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 5,000 euros at the end of the year and,
subsequently, the transactions that do not reach a total equivalent value of a further 5,000 euros 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.
Procedure for Handling Privileged Information
On March 27, 2006, in compliance with articles 114, 115-bis of the Italian Consolidated Financial Law and of articles
152-bis et seq. of the Regulations for Issuers, as well as the regulations contained in the Code of Conduct, the Board of
Directors adopted a Procedure for handling privileged information (pursuant to article 181 of the Italian Consolidated
Financial Law), in order to ensure that the disclosure thereof is timely, thorough and adequate. This Procedure was last
updated on February 16, 2015.
The following persons are required to comply with the confidentiality of such documents and information: (i) Directors;
(ii) Statutory Auditors; (iii) any manager in Luxottica and in the companies belonging to the Group; and (iv) any other
employees of Luxottica and of the companies belonging to the Group who, by virtue of their function or position,
become aware of information and/or acquire information classified as confidential information.
The Procedure also requires the identification of the persons responsible for external relations, their expected behavior,
the operational procedures and related obligations to comply with the same. The Policy also indicates the