ESSILORLUXOTTICA SA 02/05/2007 Combined
11)Approve Company Financial Statements;2)Discharge of the Board
21)Presentation of the Group's Report and Financial Statements;2)Discharge of the Board
3Approval of the appropriation of income and of the dividend
4Approval of regulated related-party agreements
5Election of M. Maurice Marchand Tonel as Director for a period of 2 years in place of the seat previously held by Mrs Dominique Reiniche
6Election of Mme Aicha Mokdahi as Director for a period of 1 year in place of the seat previously held by Mr. Juan Boix
7Reappointment of M. Xavier Fontanet as Director for a period of 3 years
8Reappointment of M. Yves Chevillotte as Director for a period of 3 years
9Reappointment of M. Serge Zins as Director for a period of 3 years
10Election of Mme Bridget Cosgrave as Director for a period of 3 years
111)Reappoint of Pricewaterhouse Coopers Audit SA as Titular External Auditor for a period of 6 years;2)Elect Mr Etienne Boris Substitute External Auditor for a period of 6 years
121)Appoint of Mazars & Guérard as Titular External Auditor for a period of 6 years instead of Cabinet Dauge et Associés.;2)Elect Mr Jean Louis Simon Substitute External Auditor for a period of 6 years instead of Mr Jean-Pierre Guenard
13Approve buy-back of the company shares
14Approve potential reduction of the company 's capital
15Approve capital Increase for the employees
16Approve issuance of new stock option plans (new shares)
17Issue restricted shares for employees and managers
18Limit capital Increases for options or restricted shares plans to 3%
19Global authorization to issue with pre-emptive subscription right shares or other securities giving way to new capital
20Global allowance for the issuance of capital related securities without pre-emptive right
21"Green shoe" authorization
22Increase authorized capital by transfer of reserves
23Split Nominal Value by 2
24Delegation to issue shares and capital securities as consideration for contributions in kind made to the company
25Approval of the issuance of equity warrant during a tender offer
26Approve Compulsory Share Registration provision to 1% instead of 1.5%
27Limit Voting Rights (Article 24.3).
28Change by-laws in line with legal requirements in particular allowing for the members of the Board to attend the meetings by videoconference or telecommunication, including the identification of shareholders by registration at D-3, but reducing the minimum attendance at ordinary meeting to 20% of the capital in first call (no requirement on second call) and for extraordinary meetings to 25% on first call and 20% on second call (Articles 16, 21, 24.1, 24.4, 25, 26.2, 26.6.).
29Delegation of powers for the completion of formalities.