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Israel Company Law
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Chairman of Board of Directors
Convening of Meetings of Board of Directors
Meetings of the Board of Directors and their Direction
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Financial Reports
The Shareholder
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Rights and Obligations of Shareholders
Derivative and Class actions
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Office Holders in a Company
Directors’ Appointment and Term of Office
Term of Office of Director and Termination thereof
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Corporation as a Director
Substitute Director
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of Other Office Holders
Duties of Office Holders
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Securities and Transactions Therein
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A Public Company
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Regulations
 

Israel Company Law 1999

 

Miss Sahara Ozer, will attend to you (in English)
at Phone No. +972 3 546 88 88

 

In case of emergency, call Gabriel Hanner
at his cellular: +972 50 552 33 33

 

Companies Law 1999

Article B: Chairman of Board of Directors

 

94. (a) The board of directors of a public company shall elect one of their number to act as chairman of the board of directors, unless another method of appointment is prescribed in the articles of association.

(b) A private company shall not be obliged to appoint a chairman of the board of directors; where no chairman is appointed to the board of directors of a private company, each of the directors shall be entitled to convene the board of directors and determine its agenda, unless otherwise provided in the articles of association.

Election of chairman of board of directors

95. (a) The general manager of a public company may only serve as chairman of its board of directors in accordance with the provisions of section 121(c).

(b) The chairman of the board of directors of a public company shall only be granted the powers of the general manager in accordance with the provisions of section 121(c).

(c) The provisions of subsection (a) shall cease to apply three months from the date on which a company becomes a public company.

Limitation on election of chairman of the board of directors

96. (a) The chairman of the board of directors shall direct the meetings of the board of directors.

(b) Where the chairman of the board of directors is not present at the meeting, the board of directors shall elect another of its number to direct the meeting and to sign the minutes of the meeting, however, the person so elected shall not have an extra vote when voting on resolutions of the board of directors as provided in section 107, unless otherwise provided in the articles of association.

Management of meetings of board of directors

Article C: Convening of Meetings of Board of Directors

 

97. The board of directors shall be convened for meetings according to the needs of the company, at least once a year, and in the case of a public company, at least once every three months.

Meetings of board of directors
 

98. (a) The chairman of the board of directors may convene the board of directors at any time.

(b) The board of directors shall hold a meeting regarding a specified matter, on the demand of any one of the following:

(1) two directors, and in a company in which the board of directors numbers up to five directors, one director;

(2) one director, if a provision as aforesaid is laid down in the articles of association of the company, or if the provisions of section 257 are fulfilled.

(c) The chairman of the board of directors shall convene the board of directors in accordance with a demand as provided in subsection (b) or if the provisions of section 122(d) are fulfilled, relating to a notice or report by the general manager or relating to a notice by the company’s auditor pursuant to section 169.

(d) Where a meeting of the board of directors is not convened within fourteen days of the date of demand as provided in subsection (b), or of the date of notice or report of the general manager in respect which the provisions of section 122(d) are fulfilled, or of the date of notice by the auditor pursuant to section 169, each of the persons enumerated in subsections (b) and (c) may convene a meeting of the board of directors to discuss the matter specified in the demand, notice or report, as the case may be, unless the articles of association contain any other provision relating to the date of convening the meeting.

Convening of meetings of the board of directors
 

Article D: Meetings of the Board of Directors and their Direction >>

 

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Miss Sahara Ozer, will attend to you (in English)
at Phone No. +972 3 546 88 88

 

In case of emergency, call Gabriel Hanner
at his cellular: +972 50 552 33 33

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