LUX » Topics » APPOINTMENT OF THE BOARD OF STATUTORY AUDITORS AND DETERMINATION OF THEIR COMPENSATION

This excerpt taken from the LUX 6-K filed Mar 31, 2009.

APPOINTMENT OF THE BOARD OF STATUTORY AUDITORS AND DETERMINATION OF THEIR COMPENSATION

        A list for the appointment of statutory auditors can be presented only by those stockholders who, at the time of the presentation of the list, alone or jointly with other presenting stockholders, hold an interest at least equal to 1% of the share capital of the Company, as established by Consob pursuant to article 147ter subparagraph 1 legislative decree 58/98.

        The list presented by Delfin S.a.r.l. included:

    (i)
    information related to its identity, indicating the percentage of its shareholding and giving evidence of the lawful title of its shareholding; and

    (ii)
    information on the personal and professional qualifications of each candidate as well as a declaration by the candidate confirming the existence of the qualifications required by law, the acceptance of the office together with the administration and control offices held in other companies.

        Such declarations as well as the letter from Delfin S.a.r.l. can be found on the Company's website at www.luxottica.com, Investor Relations, Corporate Governance section. For voting purposes, the list of Delfin S.a.r.l. has been designated as list "A".

        In its letter, Delfin S.a.r.l.:

i)
proposed the following candidates be appointed:

Regular Auditors

1.     Alberto Giussani born in Varese on August 23, 1946

        Mr Giussani received a degree in Economics from the Catholic University of Milano. He is registered in the Register of Chartered Accountants and is an authorized Italian Auditor. He is also a professor of International Accounting at the Catholic University of Milano and the Vice Chairman of the Technical Committee of OIC (Italian Accounting Standard Setter). Mr Giussani was a member of the equivalent body (Commissione Principi Contabili) since 1981. He has been a member of the Standard Advisory Council of the IASC Foundation from 2001 to 2008. From 1981 to 2007, Mr Giussani was a PricewaterhouseCoopers partner, where he held various other internal senior positions and was auditor in charge of various Italian companies, listed in Italy and in the USA. He is the Chairman of the Board of Auditors of Mediaset S.p.A. and a member of the Board of Auditors for Fastweb S.p.A., Credito Artigiano S.p.A. and Seat Pagine Gialle S.p.A. He is also member of the Board of Directors of Finanaziaria Casanova S.p.A. and Carlo Tassara S.p.A.

2.     Enrico Cervellera born in Milan on February 27, 1941

        Mr Cervellera received a degree in Business and Economics from the Università L. Bocconi in 1963 and a degree in jurisprudence from the Università Cattolica in 1968. He has been registered in the Register of Chartered Accountants since 1965 and has been an auditor under a Ministerial Decree since 1995. Between 1965 and 1983 he worked in the Tributary Bureau associated with Arthur Andersen. Since 1983 he has been working as a freelance professional in Milan, focusing mainly on corporate transactions (takeovers, transfers, mergers, etc.) and other financial consulting projects. Mr. Cervellera has been auditor of Luxottica Group S.p.A. since 2006. Mr Cervellera is Chairman of the Board of Auditors for Interpump Group S.p.A., Seat Pagine Gialle S.p.A., San Lorenzo S.p.A., Gruppo Lactalis Italia S.p.A., biG S.r.l, and Egidio Galbani S.p.A. and an auditor of Tamburi Investment Partners S.p.A. He is a member of the Board of Directors of Ferrero S.p.A.

5


3.     Giorgio Silva, born in Samarate (Varese) on May 3, 1945

        Mr. Silva holds a degree in Business and Economics at the Università Cattolica del Sacro Cuore in Milan, Italy. He is registered in the Register of Chartered Accountants of Busto Arsizio since 1975 and in the Register of Varese since 1989 and has been a Chartered Accountant since 1981 and an auditor since 1995 (Ministerial Decree 12/04/1995 published on the Official Gazette no. 31 bis of 21.4.1995). Mr. Silva was a manager in the fiscal section of Peat Marwick & Mitchell (now KPMG) in Milan from 1973 to 1976. In 1977 he joined the Studio Legale Tributario L. Biscozzi—A. Fantozzi, currently Studio Legale e Tributario Biscozzi Nobili of which he was a founding member. Mr Silva is a speaker at many conventions and is an author of several articles and publications on tributary matters. Mr. Silva has been auditor of Luxottica Group S.p.A. since 2006. He is Chairman of the Board of Auditors for Hewlett Packard Italiana S.r.l., Kedrios S.p.A., TSP- Tecnologie e Servizi per il Pubblico S.r.l., Actalis S.p.A., Fotospazio S.p.A. and an auditor for ENI S.p.A., RCS Mediagroup S.p.A., Alitalia Compagnia Aerea Italiana S.p.A., Air One S.p.A., Air One City Liner S.p.A., Air One Technic S.p.A., CAI Second S.p.A., European Avia Service S.p.A., Bolton Alimentari S.p.A. and SIA-SSB S.p.A.

Alternate Auditors

1.     Mario Magenes, born in Milano on April 7, 1945

        Mr Magenes received his Degree in Jurisprudence from the Università degli Studi in Milan and has been an auditor since 1995. He was the promoting partner of IAM International Advising & Managing S.r.l. a company established at the end of 2004. Between 1999 and 2004, he was in charge of the Management of Administration, Fiscal and Consolidated Balance in RCS Mediagroup S.p.A. Prior to that, he held several administrative roles over a 25-year period in Fiat S.p.A., where he eventually became Manager of Administration, Balance and Fiscal Planning and in Fiatimpresit S.p.a., a sub-holding for the Civil Engineering and Territory Section. He is alternate auditor of Luxottica Group S.p.A. since 2006. Mr Magenes is presently auditor of Parmalat S.p.A., Aedes S.p.A., Aedes Servizi S.p.A., Eurofly Service S.p.A., City Italia S.p.A., Idea Progetto S.p.A., Sistemi Ambientali S.p.A. in liquidazione, Verim S.r.l., IAM Treding S.r.l. as well as Chairman of the Board of Auditors for Fibe S.p.A., Fibe Campania S.p.A., Bocoge Costruzioni Generali S.p.A., Gestione Napoli S.p.A. in Liquidazione, Investimenti e Sviluppo Holding S.p.A.

2.     Francesco Nobili born in Milan on October 29, 1962

        Mr Nobili received his degree in Business Economics with distinction in 1987 from the Università Commerciale Luigi Bocconi in Milan, Italy. He has been registered in the Register of Chartered Accountants of Milan since 1988. He has also been registered in the Register of Auditors since 1995. After working as auditor for Arthur Andersen for several years, he took an auditor position in 1990 at Studio Biscozzi Nobili, where be became a partner in 1995. He is the author of several publications and often speaks at conventions on tributary matters. Currently, he is a Visiting Professor at the University of Castellanza. He is alternate auditor of Luxottica Group S.p.A. since 2006. Mr Nobili is the Chairman of the Board of Auditors for e-Box S.r.l., Sixty Italy Retail S.r.l., Sugar S.r.l., Vismara S.r.l. and Sugarmusic S.p.A. and an auditor for Agenzia Giornalistica Radiotelevisiva S.r.l., Ariete S.p.A., Channel News Radio S.r.l., New Mood S.p.A., Ceccato Aria Compressa S.p.A., RCS Digital S.p.A., Riva Acciaio S.p.A., Riva Fire S.p.A., RMC Italia S.r.l, Heinz Italia S.p.A., Fire S.p.A, Rocca S.p.A., Spig, S.p.A., Veneto S.p.A., Trovocasa S.r.l., Trovolavoro S.r.l., Automobili.com S.r.l. and Imos S.p.A.

ii)
proposed for approval by the ordinary meeting an annual compensation of EUR 105,000 for the Chairman of the Board of Statutory Auditors for the entire three-year term and an annual compensation of EUR 70,000 for each regular auditor, for the entire three-year term.

6


        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

    LUXOTTICA GROUP S.p.A.
        

 
Date: March 31, 2009

 

By: /s/ Enrico Cavatorta

ENRICO CAVATORTA
CHIEF FINANCIAL OFFICER


Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki