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Israel Company Law
Interpretation of the law
Foundation of a Company
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The Registrar of Companies
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Powers and the Liability for Acts
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Principal Organs
Liability of Company for Acts of Organs
Liability of Individuals in an Organ
Avoidance of Unauthorized Acts
The General Meeting
Powers of the General Meeting
Annual General Meeting and
Special General Meeting
Convening and Direction of
General Meeting
General Meeting of a Private Company
Quorum at General Meeting and Chairman of General Meeting
Voting at General Meeting
Voting by Voting Paper and Statement of Position
Minutes of the Meeting
Defects in Convening Meetings
The Board of Directors
Powers of the Board of Directors
Chairman of Board of Directors
Convening of Meetings of Board of Directors
Meetings of the Board of Directors and their Direction
Voting at the Board of Directors
Minutes of Meetings of the Board of Directors
Defects in Convening Meetings of the Board of Directors
Committees of the Board of Directors
Audit Committee
The General Manager
Administration of the Company
Register of Shareholders and Substantial Shareholders
The Registers
Register of Shareholders
Registration of Share Warrant
Register of Shareholders and Shareholders Outside Israel
Reports of Private Companies
Reporting by Public Company
Internal Auditor in a
Public Company
Appointment of Auditor
Ending of Auditor’s
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Fees Payable to Auditor
Powers, Duties
and Responsibilities of Auditor
Financial Reports
The Shareholder
The Shareholder and the Share Certificate
Rights and Obligations of Shareholders
Derivative and Class actions
Derivative Action and Derivative Defense
Representative Action
Office Holders in a Company
Directors’ Appointment and Term of Office
Term of Office of Director and Termination thereof
Restrictions on Appointment and Termination of Office
Corporation as a Director
Substitute Director
External Director
Appointment and Dismissal
of Other Office Holders
Duties of Office Holders
Duty of Care
Fiduciary duty
Exemption, Indemnification and Insurance
Rights of Director
Transactions with Interested ies
Capital of the Company
Securities and Transactions Therein
Freedom to Diversify
Registered Share Capital
Issue of Securities
Transfer of Securities
Preservation and Distribution of Capital
Permitted Distribution
Prohibited Distribution
Redeemable Securities
Acquisition of Companies
Special Tender Offer
Forced Sale of Shares
Purchase of Shares of the Minority by Holder of Control
Power to Purchase the Shares of Opposing
in a Private Company
General Provisions
Alteration of Class of Corporation
Foreign Companies
Compromise or Arrangement
and Monetary Sanctions
Monetary Sanctions
A Public Company
Traded Outside Israel

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: Register of Shareholders


130. (a) The following shall be entered in the register of shareholders:

(1) in respect of shares registered under a person’s name –

(i) the name, identity number and address of the shareholder, as notified to the company;

(ii) the amount of shares and class of shares held by each shareholder, indicating their nominal value, if any, and if any amount of the

consideration fixed for a share is not yet paid, the amount unpaid;

(iii) the date of allotment of the shares or the dates of their transfer to shareholders, as the case may be;

(iv) where the shares are marked with serial numbers, the company shall note next to the name of each shareholder the numbers of the shares registered in such person’s name;

(2) in respect of bearer shares –

(i) indication of the fact of the allotment of bearer shares, the date of their allotment and the number of shares allotted;

(ii) the numbering of the bearer share and of the share warrant;

(3) in respect of dormant shares, as defined in section 308, their number and the date on which they became dormant.

(b) A company shall preserve all the matters noted on the register of shareholders as provided in subsection (a).

Contents of register of shareholders

131. A shareholder who is a trustee shall be registered on the register of shareholders, with a reference to the trusteeship, and such person shall be considered 1a shareholder for the purposes of this Law.

Registration of trustee on register of shareholders

132. (a) Where a company’s shares are listed for trading on a stock exchange in Israel, a nominee company may be entered on the register of shareholders, in addition to what is provided in section 130(a)(1), however a nominee company shall not be considered as a shareholder in the company, and the shares in its name shall be owned by those entitled to them as provided in section 177(1).

(b) A shareholder by virtue of an entitlement under section 177(1) may be entered on the register of shareholders in place of the registration of those shares listed under the name of the nominee company, and the number of shares listed under the name of the nominee company shall be altered accordingly.

Nominee company

133. (a) The register of shareholders shall be prima facie evidence of the correctness of its contents.

(b) In the event of a discrepancy between what is entered in the register of shareholders and a share certificate, the evidentiary weight of the register of shareholders shall prevail over that of the share certificate.

Register of shareholders as evidence

134. Where a person is registered on the register of shareholders without being so entitled, or where a person is not registered on the register despite being so entitled, or where the registration is not complete or accurate, and the company refuses to correct that which requires correcting, the court may, on the application of the party affected, or of any shareholder in the company, award such relief as it sees fit in the circumstances of the case, including the amendment of the register.

Amendment of registration

Article C: Registration of Share Warrant


135. Where a share warrant is issued in place of a share registered under a person’s name, the share shall be registered, as set out in section 130(a)(2), and the name of the shareholder shall be removed from the register of shareholders.

Issue of share warrant

136. A shareholder in lawful possession of a share warrant may return the warrant to the company for the purpose of its cancellation and conversion into a share registered under his name; upon cancellation, the name of the shareholder shall be noted on the register of shareholders, noting the number of shares registered under his name, as provided in section 130(a)(1), provided that the articles of association do not contain a provision prohibiting the cancellation of share warrants.

Cancellation of share warrant

Article D: Register of Substantial Shareholders and Additional Register of Shareholders Outside Israel >>

Register of Substantial Shareholders and Additional Register of Shareholders Outside Israel

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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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