Exhibit 3.10.1
Repertoire n. 82.061 Collection n.26.643
DEED OF INCORPORATION OF LIMITED LIABILITY COMPANIES
R E P U B B L I C A I T A L I A N A
- 8 September 2021 -
On the eighth day of September two thousand twenty-one.
In Florence, via Tornabuoni n. 2.
In front of me dr. Francesco STEIDL, Notary in Florence,
member of the Notarial College of the Districts of
Florence Pistoia and Prato
the gentlemen have appeared
- Francesco PERGOLINI, clerk, born in Florence (FI) on
11 October 1970, resident in Sesto Fiorentino (FI),
via Cagliari n. 10 int. 2, tax code declared PRG FNC
70R11 D612I;
- Dr. Michele Norsa, born in Lecco (LC) on August 12th
1948 domiciled if infra for the office, which declares
to intervene in this Act in his capacity as Deputy
Chairman of the Board of Directors and Legal
representative of the company, incorporated in Italy,
“SALVATORE FERRAGAMO S.P.A.” , based in Florence (FI), via
Tornabuoni n. 2, with share capital of € 16,879,000.00
(sixteen million, eight hundred and seventy-nine thousand zero point zero),
fully paid, tax code, VAT number and number
registration in the Register of Companies of Florence
02175200480, R.E.A. number FI-464724, by virtue of the powers
assigned by resolution of the Council of
Administration on July 20 , 2021, which in extract
authentic is attached to this act under A) omitted the
reading for dispensation had by the participants.
Said applicants, of Italian nationality, of which
personal identity I notary I am sure, they ask me to
receive this act with which it is agreed and stipulated
the following.
ART. 1) CONSENT
It is established by “SALVATORE FERRAGAMO S.P.A.” a company in
single-person limited liability under the name
social “PARFUMS ITALIA SRL”.
ART. 2) HEADQUARTERS
The company’s headquarters are located in Florence (FI).
For the sole purposes of Article 111b of the Civil Code, the
parties declare that the address where the seat of the
company is in via Maggio n. 7.
ART. 3) DURATION
The company will last between the day of its
legal constitution and the day thirty-one December
two thousand hundred, and can be extended or in advance
dissolved by resolution of the shareholders’ meeting .
ART. 4) ADMINISTRATIVE BODY
Until further determination of the shareholders, the company will be
managed and administered by a Sole Director, which lasts
in office for an indefinite period, in the person of Mr
Francesco PERGOLINI, as constituted above, who,
present, accepts declaring that at his own expense not
there are grounds for ineligibility or forfeiture provided for
by law.
ART. 5) SOCIAL CAPITAL
The share capital is fixed at € 10,000.00 (ten thousand
zero point zero) and is fully subscribed to and
paid in cash by the sole shareholder today as
immediately indicated below.
Mr. Francesco PERGOLINI, in his capacity as
Sole Director, as appointed and constituted above,
declares to receive and take into custody the sum
representing the entire share capital and undertakes to
open a bank account in the name of the company a
once the same has been registered in the competent
Register of Companies and to pay the aforementioned amount on
said account.
Pursuant to Article 2464, paragraph 4, of the Italian Civil Code, copy of the means
payment of cash contributions is attached to the
this Act (B), omitted reading for dispensation had
by the comparants.
ART. 6) RULES RELATING TO THE FUNCTIONING OF THE COMPANY AND
COMPANY OBJECT
The rules relating to the operation of the company are
established in the articles of association, which are approved
by the sole member in the text annexed to this act
sub C), after reading by me given to the participants.
It is also attached sub D), and for a better its
comprehension by those who do not understand the language
Italian, the text of the statute with translation in front in
English language made by me notary, which I understand the
English language, omitted reading for dispensation had by the
comparenti.
The object of the company is to carry out its activities
related to the wholesale marketing of fragrances
and cosmetics and anything else provided for in Article 4 of the Statute
social as attached above.
ART. 7) FIRST FINANCIAL YEAR
The first financial year will close on December 31st
2021.
ART. 8) PRIVACY
Pursuant to Reg. EU no. 2016/679 (general regulation on
data protection), the applicants, received the due
information on purpose, conservation, timing, rights
of the interested party, recipients and destinations, by virtue of the
function and legal obligations related to their
use, in the awareness of the importance of the service,
authorize the notary public as a public official and
your office to the processing of sensitive personal data
made explicit in this act; consent is given in time
indefinite as it is connected to a notarial deed having
validity not limited in time.
ART. 9) ANTI-MONEY LAUNDERING LEGISLATION
The participants, each to the extent to which it is their responsibility and
under their respective personal responsibility, aware
the criminal relevance of their conduct pursuant to
of Article 55 of Legislative Decree no. 231 of 2007, declare:
- to be aware that the information and others
data provided during the investigation and stipulation
of this deed will be used by the notary public to the
purposes of the obligations provided for by the aforementioned d.lgs.;
- that such information and data are up to date.
ART. 10) EXPENSES
The expenses and competences inherent and consequential to the present
deed, amounting approximately to € 2,000.00
(two thousand comma zero zero), are the responsibility of the company.
Of this Act I have read to the appearing parts that
they approve and confirm it.
Written by a person of my trust and completed by me a notary
on a sheet for three pages.
Signed at twelve and twenty o’clock.
To the original signed: Michele Norsa - Francesco Pergolini -
Francesco Steidl Notary
[signature and seal]