From the pact between Essilor e Dolphin, the holding company of the Del Vecchio family which controls 62,5% of Luxottica, the first indications arrive on the future structure of EssilorLuxottica, produced by maxi fusion between the two groups. The governance of the new global eyewear giant will be only for about three years from the constitution, then the members of the board will be indicated regardless of origin.
The first BoD, therefore, will initially have eight members appointed by Delfin-Luxottica and the same number chosen by Essilor. The agreement specifies that "at the expiry of the initial term of the integration, the appointment of new directors who will remain in office for three years will be proposed by the board of directors on the recommendation of the nomination and remuneration committee or of any shareholder of EssilorLuxottica, regardless of origin of the candidates, i.e. whether they are attributable to Luxottica or Essilor". The agreement between Essilor and Delfin also provides that the executive chairman of the board of directors of the new group, i.e. Leonardo Del Vecchio, will not be given the casting vote in the event of a tie vote in the resolutions of the board of directors.
The period during which joint governance will be in force will start from the date of execution of the agreement and for its term there are two options: 1) the approval of the 2019 budget if the date of execution falls within six months of the assembly of Essilor called to approve the transfer of the stake in Delfin (scheduled for May 11); 2) at the meeting on the 2020 accounts if the execution will occur starting from the sixth month following this meeting.
Opening today on shares on the Luxottica Stock Exchange it dropped 0,77%, to 51,30 euros.
