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Luxottica Group, S.p.A. (LUX)
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LUX » Topics » Section 1.04. Articles of Incorporation and By-Laws of the Surviving Corporation .

This excerpt taken from the LUX 6-K filed Jun 25, 2007.

Section 1.04.          Articles of Incorporation and By-Laws of the Surviving Corporation.

(a)       At the Effective Time, the amended and restated articles of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated to read in its entirety as set forth in Exhibit A and, as so amended and restated, shall be the articles of incorporation of the Surviving Corporation, until thereafter amended in accordance with the provisions thereof and hereof and applicable law.

(b)      At the Effective Time, the by-laws of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated to read in their entirety as set forth in Exhibit B and, as so amended and restated, shall be the by-laws of the Surviving Corporation, until thereafter amended in accordance with the provisions thereof and hereof and applicable law.

Section 1.05.          Directors.  Subject to applicable law, the directors of Merger Sub immediately prior to the Effective Time shall be the initial directors of the Surviving Corporation and shall hold office until their respective successors are duly elected and qualified, or their

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