Governance System

CORPORATE BOARDS

Luxottica Group’s governance system is based on a traditional management and control system with:

• shareholders who vote in ordinary and extraordinary meetings on, among other things, (i) the appointment and removal of directors and statutory auditors and their fees, (ii) the approval of financial statements and allocation of profits, and (iii) changes to the by-laws.
   
• a board of directors whose duty is to create shareholder value; from among its members it appoints a Control and Risk Committee, which also assists the board in its internal control functions, and a Human Resources Committee, which provides consulting and recommendations on compensation for top management positions and incentive plans and the composition of management structures for the main subsidiaries);

• a Board of Auditors, responsible for, among other things, overseeing compliance with the law and with the Company by-laws, its principles of governance and organizational model. The board of auditors also acts as an audit committee under the Sarbanes Oxley Act;

The Company’s accounts are audited by a firm of accountants registered with CONSOB and appointed by the Shareholders’ Meeting.

More information on Luxottica Group’s Corporate Governance are available in the Report on Corporate Governance