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Dividend For Non-Italian Residents

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INFORMATION TO STOCKHOLDERS NOT RESIDING IN ITALY

At the Ordinary Stockholders’ Meeting of Luxottica Group S.p.A. (the Company) which will be held in Milan on October 29, 2009 on first call (or on October 30, 2009 on second call), the Board of Directors of the Company will submit to stockholders a proposal to adopt a resolution for the distribution of a cash dividend from part of the extraordinary reserve of the Company in the amount of Euro 0,22. per Ordinary Share, and therefore per American Depositary Share (“ADS”) (each American Depositary Share represents one Ordinary Share), payable out of profits from the tax year 2008 (it being however understood that the Company has extraordinary reserve formed with profits for the tax years up to 2007 in an amount exceeding the distribution of dividend that the holders of Ordinary Shares of the Company shall be requested to approve).

The Company will pay the dividend to all holders of Ordinary Shares of record on November 25, 2009, and to all holders of ADSs of record on November 25, 2009. In order to be a ADS holder of record on November 25 2009 and thus be entitled to such dividend, you must have purchased the Ordinary Shares or theADSs on or before November 20, 2009. 

The dividend will be paid on November 26, 2009, in Euro, by Monte Titoli S.p.A., authorized intermediary, to all depository banks of the stockholders. For the holders of ADSs, the dividend will be paid to Deutsche Bank Trust Company Americas, as depositary of the Ordinary Shares and the issuer of the ADSs, through Deutsche Bank S.p.A., as custodian under the Deposit Agreement. Deutsche Bank Trust Company Americas anticipates that dividends will be payable to all the ADSs holders commencing from and after December 4, 2009, upon satisfaction of the documentation requirements referred to below, at the US Dollar/Euro exchange rate in effect on November 27, 2009.

Dividends paid to beneficial owners who are not Italian residents and do not have a permanent establishment in Italy to which the Ordinary Shares or ADSs are effectively connected, are generally subject to a 27.0 percent substitute tax rate. Accordingly, the amount of the dividends paid to both: (i) holders of Ordinary Shares who are not Italian residents; and (ii) Deutsche Bank Trust Company Americas, as depositary of the Ordinary Shares and the issuer of the ADSs, through Deutsche Bank S.p.A., as custodian under the Deposit Agreement, will be subject to such Italian substitute tax. Therefore, the amount of the dividends that the holders of ADS or holders of Ordinary Shares not residing in Italy will initially receive will be net of such substitute tax.

All non-Italian resident owners of ADSs will be given the opportunity to submit to Deutsche Bank Trust Company Americas, in accordance with the procedure set forth by it, the documentation attesting (i) their residence for tax purposes in countries which have entered into tax treaties with Italy, pursuant to which reduced tax rates might become directly applicable, or (ii) their status as  companies or entities subject to corporation tax and resident in States that are members of the European Union or participants to the European Economic Area and are included in the Italian White list, as such entitled to reduced tax rate of 1.375% on distributions of profits of the tax years ending after the tax year in course on December 31, 2007, or (iii) their status as pensions funds established in an EU Member State or an European Economic Area (EEA) country included in the Italian White List as such entitled to reduced tax rate of 11% on profits distributed starting from July 29, 2009.

Concurrently with the delivery of the Proxy Statement, the Depositary has mailed to all ADS holders a document and necessary forms setting forth the detailed procedure to be used by ADS holders for the purposes of obtaining reduced/NIL tax on dividends provided for by the Italian law or the applicable tax treaties. You can download those documents also here:

 

Deutsche Bank Trust Company Americas Reclaim Notice and Forms

 

As soon as the required documentation is delivered by Deutsche Bank Trust Company Americas to Deutsche Bank S.p.A., such bank shall endeavor to effect repayment of the entire 27.0 percent withheld or the balance between the 27.0 percent withheld at the time of payment and the rate actually applicable to the ADS holder under a tax treaty or under the Italian domestic legislation, as the case maybe. By way of example, Italy and United States (as well as many other countries) are parties to a tax treaty pursuant to which the rate of the tax applicable to dividends paid by an Italian resident company to a U.S. resident entitled to the benefits under the treaty may in certain cases be reduced to 15.0 percent. Therefore, U.S. resident ADS holders entitled to the 15.0 percent rate provided by the currently applicable Italy-United States tax treaty have the opportunity of being repaid a further 12.0 percent of the gross dividend, that is the difference between the 27.0 percent withheld at the time of payment of the dividend and the 15.0 percent substitute tax provided for by the Italy – U.S. tax treaty.

Please note that in order for ADS holder to take advantage of the accelerated tax refund (Quick Refund), the certification by the respective Tax Authority must be dated before November 26, 2009(the dividend payment date in Euro) and it should be received by Deutsche Bank Trust Company Americas on or before December 14, 2009 or directly by Deutsche Bank S.p.A on or before December 21, 2009.   

The Company recommends to all ADS holders who are interested in taking advantage of such an opportunity, to request more detailed information as to the exact procedure to be followed from Deutsche Bank Trust Company Americas (ADR Department, telephone +1-800-876-0959; fax +1-866-888-1120, attn.Gina Seroda) or directly from the Company’s headquarters in Italy (telephone 39.02.86334718; fax +39.02.86334092).

ADS holders are further advised that, once the amounts withheld are paid to the Italian Tax Authorities, the ADS holders who are entitled to a reduced tax rate may only apply to the Italian Tax Authorities to receive the reimbursement of the excess tax applied to the dividends received from the Company. Such procedure customarily takes years before the reimbursement is actually made. Therefore the above-mentioned procedure, for direct application of the reduced withholding rate was established by Luxottica Group in the best interest of its shareholders.



Last update: 28 SEPTEMBER 2011

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