B Communication — Declaration of Voting Results & Voting Rights Announcements 2014

Aug 11, 2014

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

F O R M 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2014

B COMMUNICATIONS LTD.

(Name of Registrant)

2 Dov Friedman Street, Ramat Gan 52503, Israel

(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F T Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No T

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- __________

B COMMUNICATIONS LTD.

The following exhibit is attached:

99.1 B Communications Announces Results of General Meeting of Shareholders held on August 11, 2014.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. B COMMUNICATIONS LTD. (Registrant)

By: /s/ Doron Turgeman Doron Turgeman Chief Executive Officer

Date: August 11, 2014

EXHIBIT INDEX

EXHIBIT NO. DESCRIPTION

99.1 B Communications Announces Results of General Meeting of Shareholders held on August 11, 2014.

EXHIBIT 99.1

B Communications Ltd. (the “Company”) advises that the 2014 Annual General Meeting of the Company (the “Meeting”) was held on August 11, 2014 at 2 Dov Friedman Street, Ramat Gan 5250301, Israel.

The following resolutions were passed at the Meeting:

• § To elect three directors (Or Elovitch, Shaul Elovitch and Benny Gabbay), to hold office until our next annual general meeting of shareholders. In additon Mr. Benny Gabbay terms of service were approved.

• § To ratify and approve the reappointment of Somekh Chaikin, registered public accounting firm, a member of KPMG International, as our independent registered public accountants for the year ending December 31, 2014, and to authorize our Board of Directors and our Audit Committee (under their authority in accordance with the Israeli Companies Law), to fix the compensation of such independent registered public accountants in accordance with the volume and nature of their services.

• § In addition, our auditor’s report and consolidated financial statements for the year ended December 31, 2013 were reviewed and discussed at the Meeting.