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B Communication AGM Information 2015

May 12, 2015

6676_rns_2015-05-12_54fe50c8-e8ba-47f0-94f1-a5160393787c.pdf

AGM Information

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Exhibit 99.2

B COMMUNICATIONS LTD.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned hereby appoints Itzik Tadmor, attorney of the undersigned, for and in the name(s) of the undersigned, with power of substitution and revocation to vote any and all ordinary shares, par value NIS 0.1 per share, of B Communications Ltd. (the “Company”), which the undersigned would be entitled to vote as fully as the undersigned could if personally present at the Annual General Meeting of Shareholders of the Company to be held on June 18, 2015 at 10:00 a.m. (Israel time) at the offices of the Company, 2 Dov Friedman Street, Ramat Gan 5250301, Israel and at any adjournment or adjournments thereof, and hereby revoking any prior proxies to vote said shares, upon the following items of business more fully described in the Notice of and Proxy Statement for such Annual General Meeting, or the Proxy Statement, (receipt of which is hereby acknowledged):

THIS PROXY WILL BE VOTED AS SPECIFIED ON THE REVERSE. IN THE ABSENCE OF SUCH SPECIFICATION, THE SHARES REPRESENTED BY THIS PROXY CARD WILL BE VOTED FOR THE ELECTION OF THE DIRECTORS NAMED IN ITEM 1 AND FOR ITEMS 2 AND 3 SET FORTH ON THE REVERSE. ON ANY OTHER BUSINESS THAT MAY PROPERLY COME BEFORE THE MEETING, THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE JUDGMENT OF THE PERSON NAMED ABOVE AS PROXY.

VOTES WILL NOT BE COUNTED UNLESS “YES” OR “NO” HAS BEEN SPECIFIED AS TO WHETHER THE HOLDINGS IN OUR COMPANY OR THE VOTE REQUIRES THE APPROVAL OF THE PRIME MINISTER OF ISRAEL AND ISRAELI MINISTER OF COMMUNICATIONS (AS DESCRIBED IN THE PROXY STATEMENT). IN ADDITION, VOTES CAST FOR ITEM 2 WILL NOT BE COUNTED UNLESS “YES” OR “NO” HAS BEEN SPECIFIED AS TO WHETHER THE SHAREHOLDER HAS A PERSONAL INTEREST (AS DEFINED IN THE PROXY STATEMENT) WITH RESPECT TO THE PROPOSAL.

(Continued and to be signed on the reverse side)

ANNUAL GENERAL MEETING OF SHAREHOLDERS OF

B COMMUNICATIONS LTD.

June 18, 2015

GO GREEN

e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.amstock.com to enjoy online access.

Please sign, date and mail your proxy card in the envelope provided as soon as possible.

Please detach along perforated line and mail in the envelope provided.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” THE ELECTION OF THE DIRECTORS NAMED IN ITEM 1 AND “FOR” ITEMS 2 AND 3. PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE ⌧

Pursuant to Israeli law, in order to ensure specific majority requirements we are required 1. To re-elect four directors for terms expiring at the Company’s 2016 Annual General Meeting of to ask you if you have a personal interest with respect to Item 2 (as described in Item 2 in Shareholders. the Proxy Statement).

Pursuant to Israeli law, in order to ensure specific majority requirements we are requiredto ask you if you have a personal interest with respect to Item 2 (as described in Item 2 inthe Proxy Statement). 1.To re-elect four directors for terms expiring at the Company’s 2016 Annual General Meeting ofShareholders.
NOMINEES:FORAGAINSTABSTAINSHAUL ELOVITCHoooOR ELOVITCHoooBENNY GABBAYooo2. To approve the payment of a special one-time bonusto the Company’s chief executive officer.ooo
ARE YOU A CONTROLLING SHAREHOLDER OR DOYOU HAVE A PERSONAL INTEREST WITH RESPECTTO THE PROPOSAL FOR THE PAYMENT OF ASPECIAL ONE-TIME BONUS TO THE COMPANY’S CHIEF EXECUTIVE OFFICER?(PLEASE NOTE: IF YOU DO NOT MARK EITHER YESOR NO, YOUR SHARES WILL NOT BE VOTED FORPROPOSAL 2.)YES oNO o FORAGAINSTABSTAIN3. To ratify and approve the reappointment of SomekhChaikin, registered public accounting firm, a member ofKPMG International, as the Company’s independentregistered public accountants for the year endingDecember 31, 2015, and to authorize the Board ofDirectors to delegate to the Audit Committee theauthority to fix the compensation of such independentregistered public accountants in accordance with thevolume and nature of their services.oo oYES NO4. Do your holdings in the Company or vote on theProposals above require the approval of the PrimeMinisterofIsraelandIsraeliMinisterofCommunications pursuant to the Communications Lawand Communications Order, as defined in the ProxyStatement?ooTo change the address on your account, please check the box at right andindicate your new address in the address space above. Please note thatchanges to the registered name(s) on the account may not be submitted viathis method.o
Signature of ShareholderDate:Signature of ShareholderDate:

Note: Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.