LensCrafters 2015 Annual Report Download - page 78

Report on corporate governance and ownership structure as of December 31, 2015 Page 38 of 45
characteristics, contents and procedures for updating the Register of people with access to confidential information.
This policy is available on the website www.luxottica.com, in the Company/Governance/Documents and Procedures
section.
Appointment of External Auditors
U.S. regulations in force provide that either the Audit Committee or the equivalent body under the specific rules of the
issuer’s home country must approve the services provided by external auditors to the Company and to its subsidiaries.
To this end, the Board of Directors approved the ‘Group Procedure for the Appointment of External Auditors’ back in
2005, in order to protect the independence of the external auditor, which is the fundamental guarantee of the reliability
of the accounting information regarding the appointing companies. This policy was last updated on July 26, 2012.
The parent company’s external auditor is the main auditor for the entire Luxottica Group.
The limitations on the appointment contained in this policy derive from current regulations in Italy and in the United
States, by virtue of the fact that the Company’s shares are listed both on the NYSE and the MTA, without prejudice to
any additional constraints imposed by any local laws applicable to the individual non-Italian subsidiary companies.
The policy is available on the website www.luxottica.com, in the Company/Governance/Documents and Procedures
section.
IV. MEETING OF STOCKHOLDERS
The Board of Directors determines the venue, date and time of each Meeting of Stockholders in order to facilitate the
participation of stockholders.
The Luxottica Directors and Auditors endeavor to attend the meetings, in particular the Directors who, by virtue of their
position, may contribute significantly to the discussion and report on the activities performed.
The Ordinary Meeting of Stockholders is called through a notice published by the thirtieth day prior to the date fixed for
the Meeting (or by the fortieth day, in the case of the appointment of company committees), on the Company website
and using the other methods prescribed by CONSOB in its Regulations. The notice of call, in compliance with legal
provisions, states the necessary instructions on how to participate in the General Meeting of Stockholders, including
information on the methods for finding the proxy forms, which can also be accessed through the Company website.
The Company/Governance/General Meeting section of the Company’s website contains the relevant information on
Meetings of Stockholders held during the most recent fiscal years, including the resolutions passed, the notices of call,
as well as the documentation concerning the items on the agenda.
Luxottica has adopted Regulations for Meetings of Stockholders to ensure the regular and functional management of the
Meeting of Stockholders and to ensure that each stockholder is allowed to express an opinion on the items being
discussed. The Regulations are available at the Company’s registered office and at the venues in which the Meetings of
Stockholders are held; the Regulation is also available to the public on the website www.luxottica.com, in the
Company/Governance/Documents and Procedures section.
Pursuant to article 12 of the by-laws, those stockholders for whom the Company has received notice by the relevant
intermediary pursuant to the centralized management system of the financial instruments, pursuant to the regulations