Ellomay Capital Ltd.

Foreign Filer Report • Nov 24, 2009

6-K 1 zk97571.htm Created by EDGAR Ease Plus (EDGAR Ease+) Project: \Backup\EDGAR Filing\Ellomay Capital Ltd\97571\a97571.eep Control Number: 97571 Rev Number: 1 Client Name: Ellomay Capital Ltd Project Name: 6-K Firm Name: Zadok-Keinan Ltd 6-K MARKER FORMAT-SHEET="Scotch Rule Top-TNR" FSL="Workstation"

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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FORM 6-K

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

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For the month of November 2009 Commission File Number: 000-26498

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Ellomay Capital Ltd. (Translation of registrant’s name into English)

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9 Rothschild St., Tel Aviv 66881, Israel (Address of principal executive office)

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

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Form 20-F x Form 40-F o

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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): ____

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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): ____

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

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Yes o No x

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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THIS FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE REGISTRANT’S REGISTRATION STATEMENTS ON FORM F-3 (NOS. 333-144171, 333-115826, 333-114428, 333-47842 AND 333-92493) AND FORM S-8 (NOS. 333-102288 AND 333-92491), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

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On November 24, 2009, Ellomay Capital Ltd. (the “Company”) issued a press release announcing that the annual meeting of shareholders will be held on Wednesday, December 30, 2009. The text of the press release is attached hereto as Exhibit 1. The text of the notice of the annual meeting of shareholders and proxy statement is attached hereto as Exhibit 2. A form of the proxy card is attached hereto as Exhibit 3.

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Shareholders wishing to express their position on an agenda item for the annual meeting may do so by submitting a written statement to the Company’s offices at the above address no later than December 10, 2009.

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The following documents are attached hereto and incorporated herein by reference:

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Exhibit 1. Press Release dated November 24, 2009.

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Exhibit 2. Notice of the annual general meeting of the shareholders and proxy statement.

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Exhibit 3. Form of proxy card.

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Signatures

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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.

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Ellomay Capital Ltd. By: /s/ Ran Fridrich —————————————— Ran Fridrich Director and Interim Chief Executive Officer

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Dated: November 24, 2009

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