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Tower Semiconductor Ltd. — AGM Information 2015
Aug 6, 2015
7095_rns_2015-08-06_7d186096-46a7-4ca8-8dd0-7be806c69e94.htm
AGM Information
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C460����� ����������� ��"�2PublicTOWER SEMICONDUCTOR LTD5136Corporation no: 520041997Stock Exchange/Market: NASDAQ309670P.O.B 619 , Migdal Haemek 23105 , ,Tel: 04-6506611 , 04-6506670 Fax: 04-6547788E.mail address: [email protected] via MAGNA: 06/08/2015 Time of broadcast: 08:08 07:41:50
Reference: 2015-02-090594
| 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: 06/08/2015it was decided on convening of meeting annual meeting _________ ,that will be held on the day Thursday on the date : 10/09/2015 time: 10:00
| at address: | at the offices of the Company, Shaul Amor Street, Ramat Gavriel Industrial Park, Migdal Haemek 23105 |
2. Details of security in the Stock Exchange that entitles the holder thereof to participate in the meetingSecurity number 1082379Security name �"� 1 �"�Security 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: 11/08/2015
3. On the Agenda - Items/Decisions to be raised at the meeting11The item/decision and its particulars:To elect Mr. Amir Elstein to serve as a member of the Board of Directors of the Company until the next annual meeting of shareholders or until its respective successors is duly elected.
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
22The item/decision and its particulars:To elect Mr. Kalman Kaufman to serve as a member of the Board of Directors of the Company until the next annual meeting of shareholders or until its respective successors is duly elected.
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
33The item/decision and its particulars:To elect Ms. Dana Gross to serve as a member of the Board of Directors of the Company until the next annual meeting of shareholders or until its respective successors is duly elected.
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
44The item/decision and its particulars:To elect Mr. Rami Guzman to serve as a member of the Board of Directors of the Company until the next annual meeting of shareholders or until its respective successors is duly elected
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
55The item/decision and its particulars:To elect Mr. Sagi Kabla to serve as a member of the Board of Directors of the Company until the next annual meeting of shareholders or until its respective successors is duly elected
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
66The item/decision and its particulars:To appoint Mr. Amir Elstein as the Chairman of the Board of Directors to serve until the next annual meeting of the shareholders or until his successor shall be duly appointed.
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
77The item/decision and its particulars:To appoint Brightman Almagor & Co. (a member of Deloitte Touche Tohmatsu International) as the independent public accountant of the Company for the year ending December 31, 2015 and for the period commencing January 1, 2016 and until the next annual shareholders' meeting, and the authorization of the Audit Committee of the Board of Directors to determine the remuneration of such auditor in accordance with the volume and nature of its services.
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 meeting
Items brought for one of the following: Voting
| Majority required simple majority | _________ |
Attachment of report of convening meeting: Proxy_Statement_sep10_final_isa.pdf
4. AttachedYes wording of the voting letterNo position notificationProxy_Card_Sep_10_15_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 aboveCompany offices at Shaul Amor Street, Ramat Gavriel Industrial Park, Migdal Haemek 23105, Israel, Attention: Associate General Counsel,
| 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: : Back-Frimer Dina , Position of Signatory in the reporting corporation: Associate General Counsel , Name of Employer Company: . |
| Shaul Amor Telephone: 04-6506436 , Facsimile: 04-6547788 , E-mail: [email protected] 1 |