B Communication — Declaration of Voting Results & Voting Rights Announcements 2015

Jun 18, 2015

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 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 June 2015

B COMMUNICATIONS LTD.

(Name of Registrant)

2 Dov Friedman Street, Ramat Gan 5250301, 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 ☑ Form 40-F ☐

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): ☐

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): ☐

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 ☐ No ☑

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

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B COMMUNICATIONS LTD.

The following exhibit is attached:

99.1 B Communications Announces Results of Annual General Meeting of Shareholders held on June 18, 2015.

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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: June 18, 2015

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EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION
99.1	B Communications Announces Results of Annual General Meeting of Shareholders held on June 18, 2015.

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EXHIBIT 99.1

B Communications Ltd. (the "Company") advises that the 2015 Annual General Meeting of the Company (the "Meeting") was held on June 18, 2015 at 2 Dov Friedman Street, Ramat Gan 5250301, Israel. The following resolutions were adopted at the Meeting:

1. To elect three directors, to hold office until the Company's next annual general meeting of shareholders (Shaul Elovitch, Benny Gabbay and Or Elovitch).
2. To approve the payment of a special one-time bonus to the Company's chief executive officer.
3. To ratify and approve the reappointment of Somekh Chaikin, registered public accounting firm, a member of KPMG International, as the Company's independent registered public accountants for the year ending December 31, 2015, and to authorize the Company's Board of Directors and the Company's 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, the auditor's report and audited consolidated financial statements of the Company for the year ended December 31, 2014 were presented at the Meeting.