Result of AGM
20 April 2009 - 4:00PM
UK Regulatory
TIDM80OA
RNS Number : 7990Q
Bank Hapoalim B.M.
19 April 2009
Head Office - Secretariat of the Bank
63 Yehuda Halevi St., Bank Hapoalim Bldg., Tel Aviv 65781
Tel: 03-5673800; Fax: 03-5674576
6th April, 2009
To :The London Stock Exchange
Ladies and Gentlemen
Re: Immediate Report regarding the results of the Annual General Meeting of
the Shareholders of the Bank, which convened on 6th April, 2009, as Required
under the Securities (Periodic and Immediate Reports ) Regulations, 5730-1970
("the Regulations")
Further to the immediate report of 1st March, 2009 which was relayed via Magna
the number of which is 061506- 01-2009 ("the Immediate Report"), we have the
honour to inform you that on Monday, 6th April, 2009, at 11:30 a.m., an annual
general meeting was held of the shareholders of Bank Hapoalim B.M. (hereinafter:
"the Annual General Meeting").
We have the honour to give hereby particulars of the resolutions of the Annual
General Meeting, which need to be reported under the aforesaid Regulations as
follows:
1. As to Item 2 on the agenda of the Annual General Meeting:
Re-election of the External Director (Ms. Nira Dror) for an Additional Period of
Three Years in accordance with the Companies Law, 5759-1999 (hereinafter: "the
Companies Law")
Resolved: To approve the re-election of the external director (Ms. Nira
Dror), for an additional period of three years, in accordance with the
provisions of the Companies Law.
The approval of the Bank of Israel for the re-election of Ms. Nira Dror to the
office of external director, according to the Companies Law, for an additional
period of three years, has been obtained.
Details of the results of the vote for the approval of the re-election of the
external director Ms. Nira Dror which was adopted by a special majority as
required under Section 239 of the Companies Law, are set forth in Annex A of
this report.
2. As to Item 3 on the agenda of the Annual General Meeting:
Reappointment of the Certified Public Accountants Ziv Haft, Certified Public
Accountants and Somekh Chaikin, Certified Public Accountants as auditors of the
Bank and the authorization of the Board of Directors to determine their
remuneration.
Resolved: To approve the reappointment of the Certified Public Accountants Ziv
Haft, Certified Public Accountants and Somekh Chaikin, Certified Public
Accountants as auditors of the Bank, until the convening of the next Annual
General Meeting, and to authorize the Board of Directors to determine their
remuneration.
Voting in favour of the proposal were 100% of shareholders participating in the
vote (not including those abstaining).
Yours faithfully,
Bank Hapoalim B.M.
Head Office
_____________________
____________________
Yoram Weissbrem
Sharona Tamir, Advocate
Secretary of the Bank
Deputy Secretary of the Bank
Annex A
The Resolution set forth in Item 2 on the agenda of the Annual General Meeting
for the re-election of the external director Ms. Nira Dror, in accordance with
Section 239 of the Companies Law, 5759-1999, for an additional period of three
years, was adopted by this Annual General Meeting by a simple majority of the
votes of the shareholders present when the vote was taken and who were entitled
to vote and voted in person or by their proxy, on condition that one of the
following was met:
(1) The count of the votes of the majority at the General Meeting included at
least one third of the votes of the shareholders who are not the controlling
parties of the Company or whoever on their behalf, who participate in the
voting; when counting all of the votes of the aforesaid shareholders, the votes
of those abstaining were not taken into account;
(2) The total number of the votes of those voting against among the
shareholders mentioned in sub-clause (1) above did not exceed one per cent. of
all the voting rights in the Company.
Following are the results of the voting at the Annual General Meeting for the
approval of the resolution set forth in Item 2 on the agenda of the Annual
General Meeting:
* Number of Shares Participating in the Voting 670,380,999 shares.
* Number of Shares Voting in Favour 670,347,699 shares - 99.995%.
* Number of Shares Voting Against 33,300 shares - 0.005%.
* Number of Shares Voting in Favour of Approving the Transaction of the Total
Number of Voters Who Have No Controlling Interest in the Company or Whoever on
Their Behalf, Who Participated in the Voting for the Approval of the Transaction
- 331,051,950 shares - 99.99%.
* Number of Shares Voting Against Approving the Transaction of the Total Number of
Voters Who Have No Controlling Interest in the Company or Whoever on Their
Behalf, Who Participated in the Voting for the Approval of the Transaction -
33,300 shares - 0.01%.
In view of the results set forth above, the proposal was adopted by a special
majority, as required under Section 239 of the Companies Law.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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