EssilorLuxottica : Documento di Registrazione Universale 2020. Il contenuto è disponibile solo in inglese.

2020

Universal

Registration

Document

Contents

1	Presentation	5
of EssilorLuxottica

1.1 A global leader in the eyecare

	and eyewear industry	7
1.2	Company History	12
1.3	The eyecare and eyewear industry	16
1.4	Mission	18
1.5	Activities	19
1.6	Simplified organizational chart	37
1.7	The Company in 2020	38
1.8	Risk factors AFR	47

1.9 Main characteristics of the risk management and internal control systems implemented by the Company for the preparation

and processing of accounting and financial

	information AFR	72
2	Report on Corporate
Governance	77
	2.1 Information on Corporate Governance AFR	79

2.2 Special procedures for shareholder

participation in Shareholders' Meetings AFR	101
2.3 Compensation of corporate officers	105

2.4 Appendix: Summary table of recommendations of the AFEP-MEDEF Code that have

not been applied	143
2.5 Appendix: List of offices and responsibilities	146

2.6 Statutory Auditors' report on related-party

agreements

162

3	statementsFinancial	165

3.1 Comments on the Group's earnings

	and financial position AFR	167
3.2	Trend information AFR	175
3.3	Consolidated Financial Statements AFR	177

3.4 Statutory Auditors' report on the consolidated

financial statements AFR

240

3.5 Fees paid to the Statutory Auditors

and the members of their network AFR	244
3.6 Financial statements of EssilorLuxottica AFR	245

3.7 Other information related to the financial

statement of EssilorLuxottica

264

3.8 Statutory Auditors' report on the financial

statements AFR

266

4	Social, environmental and societal
information AFR	271
	4.1	EssilorLuxottica Mission	272
	4.2	EssilorLuxottica's approach
		to Sustainable Development	276
	4.3	Management of Sustainable Development	280

4.4 Fundamental sustainability pillars to support

EssilorLuxottica's Mission

283

4.5 Next steps for EssilorLuxottica's sustainability

program	302
4.6 Methodology note and correspondence table	303

4.7 Report by one of the Statutory Auditor, appointed as an independent third party, on the

consolidated non-financial statement included
in the management report	307

5	Information about the Company, its
share capital and stock ownership	311
	5.1	The Company		313
	5.2	Share capital	AFR	316
	5.3	Shareholding	AFR	320
	5.4	Employee shareholding AFR	323
	5.5	Dividend distribution policy	329
	5.6	Key stock market data	330
	5.7	Historical data	332

6	Additional information
on the Universal Registration	343
Document

6.1	Persons responsible AFR	345
6.2	Statutory Auditors	346
6.3	Publicly available documents	346
6.4	Cross-reference tables	347

The Registration Documents and releases cited as well as this Universal Registration Document are available at:

• Investors / Pubblications and Downloads www.essilorluxottica.com

* Includes the Report on the compensation policy of Executive Corporate Officers subject to the approval of shareholders at the Shareholders' Meeting on May 21, 2021.

The information from the Annual Financial Report is clearly identified in the table of contents by the symbol AFR

Document d'enregistrement universel 2020

Incluant le Rapport financier annuel

2020

Universal

Registration

Document

Including

the Annual

Financial Report

This document is a non-certified translation into English of the Universal Registration Document issued in French and filed on March 26, 2021 with the Autorité des Marchés Financiers (AMF), as competent authority under Regulation (EU) 2017/1129, without prior approval pursuant to article 9 of said Regulation.

The Universal Registration Document may be used for the purposes of an offer to the public of securities or the admission of securities to trading on a regulated market if completed by a securities note and, if applicable, a summary and any amendments to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129.

Message from the Chairman and Vice-Chairman

Dear Shareholders,

When we wrote to you last March, the world looked very different for all of us. What makes our 2020 report so meaningful is that

it highlights EssilorLuxottica's leadership in an environment that none of us had ever seen before. Fresh off the heels of our combination, we led the industry through a pandemic and did so while staying true to our strategic vision and protecting our people.

Today, we celebrate our success as a combined business, but also as a champion for all global business. It was our distinct dream to create a company deeply rooted in excellence and without geographic boundaries.

We are proud to say that we completed a critical stage of our combination during the interim period of the past three years. While it was not without challenges, we

LEONARDO DEL VECCHIOsuccessfully laid the foundation for a new company, bringing us all closer together with a common vision. As we enter into the next stage of integration, our management team will use its strength, experience and determination to bring this vision into reality.

This past year, EssilorLuxottica created value for all stakeholders through its open business model. We achieved our goal to combine lenses and frames, leveraging

a powerful supply chain and delivering a complete pair to consumers who want the best of vision and style. We reached great milestones while remaining consistent with our mission to help people "see more, be more and live life to its fullest". Perhaps our proudest achievement has been expanding our Employee Share Ownership in Essilor and Luxottica to reach more than 60,000 employees around the world.

For helping to guide us steadily through these unchartered waters, we offer our most sincere gratitude to the outgoing Board

of Directors. Our incoming Board, which includes candidates who stand out for their vast experience, extensive business acumen and established reputations, is ready to continue to serve the Company's mission while leading EssilorLuxottica into an exciting new phase. In order to ensure continuity and steadfast leadership in EssilorLuxottica's amazing journey, we intend to propose to the new Board to confirm Francesco Milleri and Paul du Saillant as CEO and Deputy CEO respectively.

Looking ahead, we have strong ambitions for 2021 and beyond. We are precisely in the right position to lead the reinvention of an entire industry in the age of wearables, artificial intelligence, rapidly changing consumer and patient behaviors, sustainability and other forces of science and nature. Our wonderfully entrepreneurial and people-driven company has all that we need to propel eyewear and eyecare into an exciting new universe.

Celebrating 60 years of business for Luxottica and over a century and a half for Essilor, we will continue to be the company that our people, partners, investors and consumers are proud to work with. With our incredible managers at the helm, the next chapter of EssilorLuxottica's story will be led with great passion and purpose.

HUBERT SAGNIÈRES

2 2020 Universal Registration Document EssilorLuxottica

With future growth in mind, we enhanced our e-commerceplatforms and got closer to customers and consumers during the pandemic. Our online business reached a record high in 2020, totaling €1.2 billion in revenues and growing by approximately 40% year over year.

We also made great strides on the integration front, activating many workstreams across the business that are already showing results. Our progress, which gives us confidence that we will meet the synergy targets we promised to the market, has also brought the two teams closer together professionally and culturally. Our employees are more invested in the future of the Company than ever - with the expansion of our employee shareholding, almost one out of every two employees now hold a financial stake in EssilorLuxottica.

In a challenging year, we maintained our philanthropic work in underserved regions around the world through our support of Vision For Life, Essilor Vision Foundation and OneSight. Since 2013, we have created sustainable access to vision care for over 420 million people in developing communities and we have corrected and protected the vision of nearly 40 million people to date.

We continued our efforts to reduce the Group's environmental impact across the value chain, investing in renewable energy and gradually introducing sustainable development criteria for new products. We are now setting long-term,measurable sustainability goals and look forward to sharing those with you.

At all levels of the Company, there is a palpable sense of confidence in where we are today and the direction we are heading, thanks to our highly engaged workforce and a clear roadmap to achieving our goals in 2021.

Thank you for being on this exciting journey with us.

Message from the Chief Executive Officer and Deputy Chief Executive Officer

Dear Shareholders,

We are extremely proud to be delivering this report to you, outlining EssilorLuxottica's achievements in 2020. During a difficult year for all our

stakeholders, our newly combined Company lived up to its promise as an industry leader by taking care of our 140,000 employees around the world, supporting our customers through hardship and meeting the changing needs of consumers, all while continuing to invest in the future of vision care.

In 2020, we focused on leveraging the assets of both Essilor and Luxottica while preserving cash to not only allow the Company and the industry to push through the pandemic, but to blaze a trail for decades to come. By combining the most advanced lens technology with the most iconic frames and by weaving together a robust supply chain with strong roots in every region, we are just beginning to show the world what EssilorLuxottica can do.

Product innovation and digital transformation remained at the heart of our strategy and of our Mission of helping people "see more, be more and live life to its fullest". We launched new technologies like the Stellest lens, designed to lead the fight against myopia, and announced a partnership with Facebook that will define the next generation of smart glasses. EssilorLuxottica's brands further strengthened their position in the market. Loyalty to our brands is higher than ever and partnerships with cultural icons, star athletes and millennial influencers reinforced this. The relationships we are building with consumers are the kind that will last a lifetime. As part of our digital acceleration, we also continued to enhance the consumer journey online, in-store and in the exam lane with telehealth options.

FRANCESCO MILLERI

PAUL DU SAILLANT

2020 Universal Registration Document EssilorLuxottica

3

CHAPTER

1

PRESENTATION

OF ESSILORLUXOTTICA

1.1	A GLOBAL LEADER IN THE EYECARE		1.7	THE COMPANY IN 2020	38
	AND EYEWEAR INDUSTRY	7	1.7.1	Significant events and COVID-19	38
1.1.1	Overview of the Group	7	1.7.2	Fourth quarter and full year 2020 revenue	40
1.1.2	Vision care and eyewear brands	8	1.7.3	Acquisitions and partnerships	46
1.1.3	Key figures	11	1.7.4	Investments made in 2020 and planned for
				2021	46
1.2	COMPANY HISTORY	12
1.2.1	History of Essilor	13	1.8	RISK FACTORS	47
1.2.2	History of Luxottica	14	1.8.1	Introduction	47
			1.8.2	Risk factors summary	47

1.3 THE EYECARE AND EYEWEAR

	INDUSTRY	16	1.9	MAIN CHARACTERISTICS OF THE RISK
				MANAGEMENT AND INTERNAL
1.4	MISSION	18		CONTROL SYSTEMS IMPLEMENTED BY
				THE COMPANY FOR THE PREPARATION
1.5	ACTIVITIES	19		AND PROCESSING OF ACCOUNTING
	AND FINANCIAL INFORMATION	72
1.5.1	Essilor activities	19
1.9.1	The Company risk management process	72
1.5.2	Luxottica activities	29
1.9.2	The Company's internal control objectives	72
1.6	SIMPLIFIED ORGANIZATIONAL CHART	37	1.9.3	Organization of internal controls	72
1.9.4	Internal Audit department	74

2020 Universal Registration Document • EssilorLuxottica

5

Presentation of EssilorLuxottica

IN BRIEF

EssilorLuxottica is a global leader in the design, manufacture and distribution of ophthalmic lenses, frames and sunglasses.

Formed in 2018, its mission is to help people around the world to see more, be more and live life to its fullest by addressing their evolving vision needs and personal style aspirations.

The Company brings together the complementary expertise of two industry pioneers, one in advanced lens technology and the other in the craftsmanship of iconic eyewear, to set new industry standards for vision care and eyewear as well as the consumer experience around it.

Influential eyewear brands including Ray-Ban and Oakley, lens technology brands including Varilux and Transitions, and world-class retail brands including Sunglass Hut and LensCrafters are part of the EssilorLuxottica portfolio.

In 2020, EssilorLuxottica had more than 140,000 employees and consolidated revenue of €14.4 billion.

The EssilorLuxottica share trades on the Euronext Paris market and is included in the Euro Stoxx 50 and CAC 40 indices. Codes and symbols: ISIN: FR0000121667; Reuters: ESLX.PA; Bloomberg: EL:FP.

REVENUE

€14.4bn

EMPLOYEES

Over 140,000

COUNTRIES

Over 150

PATENTS AND DESIGNS

Over 11,000

MAJOR BRANDS

Over 100

STORES

Approximately 11,000

• 2020 Universal Registration Document • EssilorLuxottica

Presentation of EssilorLuxottica

A global leader in the eyecare and eyewear industry

1.1	A global leader in the eyecare and eyewear industry	1

1.1.1 Overview of the Group

EssilorLuxottica is a global leader in the design, manufacture and distribution of ophthalmic lenses, frames and sunglasses. The Company brings together the complementary expertise of two industry pioneers, one in advanced lens technologies and the other in the craftsmanship of iconic eyewear, to create a vertically-integrated business that is uniquely positioned to address the world's evolving vision needs and the global demand of a growing eyecare and eyewear industry.

A growing eyecare and eyewear industry

Across the world, 7.7 billion people are in need of sunglasses, among which 6.2 billion are not equipped yet (1) and 4.7 billion people are in need of vision correction (1), among which 2.7 billion suffer from uncorrected poor vision (1).

The global eyecare and eyewear industry represents a value estimated at over €100 billion (2) in retail price terms, with a long-term growth trend of around 3% per year (2). The industry is comprised of five segments: spectacle lenses, contact lenses, spectacle frames, sunglasses and readers. The growth patterns of each segment are relatively homogeneous, with the exception of the contact lenses category which is projected to grow faster than the rest.

BREAKDOWN OF THE GLOBAL EYECARE AND EYEWEAR INDUSTRY IN 2020 (in percentage terms) (2)

3
Readers
14
Sunglasses
40
Spectacle
Lenses
27
Spectacle
Frames
16

Contact Lenses

A unique global footprint

With a worldwide presence across all stages of the value chain, EssilorLuxottica has more than 140,000 employees committed to providing vision care and eyewear products that meet the individual needs and style aspirations of each consumer. The unique business model and relentless pursuit of operational excellence ensures that consumers everywhere have access to products that have been rigorously tested to meet internationally recognized standards, from the simplest pair of glasses to the most sophisticated custom-made lenses and branded eyewear.

A deeply rooted commitment to innovative vision care and eyewear solutions

By investing heavily in R&D for cutting edge lens and frame technology, as well as reimagining the design, form and function of eyewear, EssilorLuxottica constantly sets new industry standards for vision care and eyewear and the consumer experience around it. Beyond the products we make, our Company and our people are deeply committed to elevating the importance of vision as both a basic human right and a key lever for global development.

1. Source: EssilorLuxottica, Vision Impact Institute, Eyelliance: Eyeglasses for Global Development: Bridging the Visual Divide.
2. Source: EssilorLuxottica, Euromonitor.

2020 Universal Registration Document • EssilorLuxottica

7

Presentation of EssilorLuxottica

A global leader in the eyecare and eyewear industry

1.1.2 Vision care and eyewear brands

EssilorLuxottica is home to some of the most loved and widely recognized vision care and eyewear brands in the world. With a portfolio of proprietary and licensed brands that cover a wide variety of market segments, the Company taps into the needs and desires of consumers, innovates on everything from design to service, and ultimately delivers products and experiences that stand out in the industry.

Lens technologies

EssilorLuxottica's innovation in lens technology has led to the creation of lens brands that rank among the highest in terms of consumer satisfaction.

Today, it has an unparalleled portfolio of proprietary brands, including Varilux, Transitions, Crizal, Ray-Ban, Oakley, Eyezen, Xperio and Barberini. The Company has also successfully partnered with leading companies such as Nikon to distribute specific technologies that enable each consumer's needs to be fully addressed. These brands make an important contribution to educating consumers about the importance of eyecare.

EssilorLuxottica also has a long history of designing equipment and solutions used by opticians, optometrists and ophthalmologists around the world. This includes lens surfacing and coating equipment and instruments for refraction, diagnostic and imaging, measurement, edging and mounting tools as well as sales support services.

Eyewear brands

The vision and inventiveness of EssilorLuxottica has helped eyewear become a category of its own over the past few decades, evolving from a necessary device that improves vision to a desirable fashion accessory which enables self-expression and enhances self- confidence. A relentless pursuit of excellence down to the smallest detail, along with ongoing investment in R&D, new technologies, equipment, materials and processes, has earned us a reputation as a product and branding trailblazer.

The Company has an outstanding portfolio of proprietary eyewear brands, including Ray-Ban, Oakley, Costa, Vogue Eyewear, Persol, Oliver Peoples, Alain Mikli, Arnette, and Bolon and prestigious licensed brands including Giorgio Armani, Burberry, Bulgari, Chanel, Coach, Dolce&Gabbana, Ferrari, Michael Kors, Miu Miu, Prada, Ralph Lauren, Starck Eyes, Tiffany & Co., Tory Burch, Valentino and Versace.

• 2020 Universal Registration Document • EssilorLuxottica