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In accordance with the Companies Regulations (Notice of A General Meeting and a Class Meeting in a Public Company), 5760-2000, the Tel-Aviv Stock Exchange Ltd. (hereafter: “the Company”) hereby announces the convening of a special general meeting, on Thursday, June 29, 2023 at 15:00, at the offices of the Company at 2 Ahuzat Bayit St., Tel Aviv
On the agenda of the meeting: (a) discussion of the financial statements of the Company and the Board of Directors’ Report on the State of the Company’s Affairs, for the year ended December 31, 2022; (b) appointment of auditors and a report on their fees for 2022; (c) amendment to the Compensation Policy for the years 2023-2025; (d) appointment of a director and a chairman for the Board of Directors and approval of the terms of his employment - Prof. Yevgeny (Eugene) Kandel, all as set out in the report on the convening of the meeting published by the Company on May 23, 2023 (reference no.: 2023-01-055275) (hereafter: “the Immediate Report”).
The special general meeting will convene on Thursday, June 29, 2023, at 15:00. If adjourned, the meeting will take place on Thursday, July 6, 2023, at the same time. The record date for the entitlement of the shareholders to vote at the general meeting, as set out in Section 182 of the Companies Law, 5759-1999 (hereafter: “the Companies Law”) is Thursday, June 1, 2023 (hereafter: “the Record Date”).
The document appointing a voting proxy (hereafter: “the Letter of Appointment”) will be drawn up in writing and signed by the appointer and, if the appointer is a corporation, it will be signed in a manner that binds the corporation. The Letter of Appointment will be deposited at the offices of the Company at least 48 hours prior to the opening of the meeting or the adjourned meeting, as appropriate.
The formats of the voting ballot and the position papers, within their meaning in Section 88 of the Companies Law, are available at the websites of the Securities Authority and the Tel Aviv Stock Exchange Ltd., as follows: Distribution website of the Israel Securities Authority: magna.isa.gov.il (hereafter: “the Distribution Website”); Website of the Tel-Aviv Stock Exchange Ltd.: maya.tase.co.il.
Voting by ballot will be executed using the second part of the voting ballot that is attached to the Immediate Report. The voting ballot and the documents that have to be attached thereto (hereafter: “the Attached Documents”), as specified in the voting ballot, should be delivered to the Company’s offices up to 4 hours prior to the time of convening the meeting. For this purpose, the “time of delivery” is the time at which the Voting Ballot and the Attached Documents arrive at the Company’s offices. An unregistered shareholder (i.e., a person that shares are registered on his behalf with a Stock Exchange member and such shares are included in the shareholders’ register in the name of a Nominee Company), shall also be entitled to vote with an electronic voting ballot that will be transmitted to the Company via the electronic voting system not later than 6 hours prior to the time of the meeting. The final date for the submission of position papers to the Company is up to 10 days prior to the date of the meeting.
