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Camtek Ltd. — AGM Information 2015
Jun 16, 2015
6712_rns_2015-06-16_ac1754c8-b100-4a07-a750-f384d4db436c.htm
AGM Information
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C460קמטק בע"מ2PublicCAMTEK LTD5135Corporation no: 511235434Stock Exchange/Market: NASDAQ-NM2085670P.O.B 544 , Migdal Haemek 23150 , ,Tel: 04-6048100 , Fax: 04-6048300E.mail address: [email protected] via MAGNA: 16/06/2015 Time of broadcast: 21:09 20:40:49
Reference: 2015-02-049734
| Israel Securities Authority | Tel Aviv Stock Exchange | |||||
| www.isa.gov.il | www.tase.co.il |
_________Immediate Report of MeetingRegulation 36B (a) and (d) of the Securities Regulations (Periodic and Immediate Reports), 5730-1970
Explanation: This form is to be used only by companies which are subject to the Israeli Companies Law 5759-1999
| The corporation hereby gives notice of: | convening of meeting |
The reference number for the most recent notification of a meeting is _________ which was called for the date _________
| Reason for Postponement or Cancellation: | _________ | _________ |
Explanation: Please refer to the reference number of the most recent notification of the convening or deferral of the meeting
1. On the date: 16/06/2015it was decided on convening of meeting annual meeting _________ ,that will be held on the day Wednesday on the date : 05/08/2015 time: 10:00
| at address: | Company's offices at Ramat Gavriel Industrial Zone, Migdal Ha’Emek, Israel |
2. Details of security in the Stock Exchange that entitles the holder thereof to participate in the meetingSecurity number 1095264Security name קמטקSecurity type ShareExplanation: If a meeting concerning more than one security is required, a report on C460 will be made separately for every additional security. Reports that specify additional security numbers must be followed by an amending reportThe determining date for entitlement to participate and vote in the meeting: 30/06/2015
3. On the Agenda - Items/Decisions to be raised at the meeting11The item/decision and its particulars:To re-elect Messrs. Rafi Amit, Yotam Stern and Eran Bendoly to serve on the Board of Directors of the Company until the conclusion of the 2016 annual general meeting of shareholders
Approval of merger under section 320 (c ) of the Companies Law
appointment or dismissal of a director under section 59 and 230 of the Companies LawReference concerning the last report concerning the matter of a private placement (if it exists) _________
No Transaction between the company and the controlling shareholder under section 275 and 320 (f) of the Companies Law.Reference concerning the last report on the item (if it exists) _________
Amendment of disclosure
An unimportant change or a change that solely credits the company comparing to the previous version of the decision, as detailed at the last report.
No longer on the agenda
item was discussed at previous meetingApproval of merger under section 320 (c ) of the Companies Law
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
22The item/decision and its particulars:To re-elect Ms. Gabi Heller and Mr. Rafi Koriat to serve on the Board of Directors of the Company as external directors, for additional terms of three years each
Approval of merger under section 320 (c ) of the Companies Law
appointment/extension of office of outside director under sections 239 (b) or 245Reference concerning the last report concerning the matter of a private placement (if it exists) _________
No Transaction between the company and the controlling shareholder under section 275 and 320 (f) of the Companies Law.Reference concerning the last report on the item (if it exists) _________
Amendment of disclosure
An unimportant change or a change that solely credits the company comparing to the previous version of the decision, as detailed at the last report.
No longer on the agenda
item was discussed at previous meetingApproval of merger under section 320 (c ) of the Companies Law
Items brought for one of the following: Voting
| Majority required not a simpe majority | special majority with no personal interest |
33The item/decision and its particulars:approve amendments to the Company's Compensation Policy
Approval of merger under section 320 (c ) of the Companies Law
Approval of compensation policy according to paragraph 267i(a) of the Companies LawReference concerning the last report concerning the matter of a private placement (if it exists) _________
No Transaction between the company and the controlling shareholder under section 275 and 320 (f) of the Companies Law.Reference concerning the last report on the item (if it exists) _________
Amendment of disclosure
An unimportant change or a change that solely credits the company comparing to the previous version of the decision, as detailed at the last report.
No longer on the agenda
item was discussed at previous meetingApproval of merger under section 320 (c ) of the Companies Law
Items brought for one of the following: Voting
| Majority required not a simpe majority | special majority with no personal interest |
44The item/decision and its particulars:To approve employment structure and compensation for the Company's Chief Executive Officer – increase of time basis and annual base salary; grant of cash bonus for the year 2014; cash bonus plan for the years 2015, 2016 and 2017; and equity grant
Approval of merger under section 320 (c ) of the Companies Law
The terms of office and employment of the CEO according to 272(iii1)(1) of the Companies LawReference concerning the last report concerning the matter of a private placement (if it exists) _________
Yes Transaction between the company and the controlling shareholder under section 275 and 320 (f) of the Companies Law.Reference concerning the last report on the item (if it exists) _________
Amendment of disclosure
An unimportant change or a change that solely credits the company comparing to the previous version of the decision, as detailed at the last report.
No longer on the agenda
item was discussed at previous meetingApproval of merger under section 320 (c ) of the Companies Law
Items brought for one of the following: Voting
| Majority required not a simpe majority | special majority with no personal interest |
55The item/decision and its particulars:To re-appoint Somekh Chaikin, a member firm of KPMG International, and Raveh Ravid, as the Company’s joint independent auditors for the year 2015 and until the conclusion of the 2016 annual general meeting of shareholders, and to authorize the Company’s Board of Directors to set the annual compensation of the independent auditors, at the Audit Committee’s recommendation, in accordance with the volume and nature of their services
Approval of merger under section 320 (c ) of the Companies Law
Declaration: There is no field appropriate to the classificationReference concerning the last report concerning the matter of a private placement (if it exists) _________
No Transaction between the company and the controlling shareholder under section 275 and 320 (f) of the Companies Law.Reference concerning the last report on the item (if it exists) _________
Amendment of disclosure
An unimportant change or a change that solely credits the company comparing to the previous version of the decision, as detailed at the last report.
No longer on the agenda
item was discussed at previous meetingApproval of merger under section 320 (c ) of the Companies Law
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
Attachment of report of convening meeting: Edgarized_Proxy_Statement_isa.pdf
4. AttachedYes wording of the voting letterNo position notificationEdgarized_Proxy_Card_isa.pdf
No declaration of candidate to serve as director in corporation.No declaration of independent directorNo declaration of outside director_________
5. The place and the times at which it is possible to examine any proposed decision the wording of which was not presented in full in the specification of the agenda aboveon our website: http://www.camtek.co.il, through the EDGAR website of the SEC at www.sec.gov, through the Israeli Securities Authority's electronic filing system at: http://www.magna.isa.gov.il, or th
| References of previous documents relating to this matter(the reference does not constitute incorporation by reference): |
| Previous names of reporting entity: |
| Date of revision of form structure: 03/06/2015 |
| - - - |
| Name of the Signatory: : Blatt Zak Shelly , Position of Signatory in the reporting corporation: Legal Counsel , Name of Employer Company: Shibolet & Co. Advocates & Notaries . |
| Berkowitz St. Telephone: 03-7778333 , Facsimile: 03-7778444 , E-mail: [email protected] 2 |