NETANYA, Israel, Nov. 25, 2021 /PRNewswire/ -- Cellcom Israel Ltd.
(NYSE: CEL) announced today that an Annual General Meeting of
Shareholders (the "Meeting") of Cellcom Israel Ltd. (the "Company")
will be held on Thursday, December 30,
2021, at 17:00 p.m.
(Israel time), at the offices of
the Company, 10 Hagavish Street, Netanya, Israel. The record date for the Meeting is
Thursday, December 2, 2021.
The agenda of the Meeting is as follows:
- consideration of our audited financial statements for the year
ended December 31, 2020;
- appointment of Keselman & Keselman, a member of
PricewaterhouseCoopers International Limited, as our independent
auditors;
- reappointment of Doron Cohen
(Chairman), Gustavo Traiber
(independent director), Eran Shenar,
Michael Joseph Salkind and Baruch
Itzhak as directors of the Company;
- reappointment of Shmuel Hauser
and Varda Liberman as external
directors of the Company;
- approval of changes to the Company's Articles of
Association;
- approval of changes to the Company's Compensation Policy;
and
- appointment of the Company's Chairman as Acting CEO.
Quorum
Two or more shareholders holding in the aggregate at least
one-third of the outstanding voting power in the Company, present
in person or by proxy and entitled to vote, will constitute a
quorum at the
Meeting.
Voting Requirements
Item 1 will not involve a vote.
Items 2, 3 and 5 require a simple majority of all votes of the
shareholders present in the General Meeting who are allowed to vote
and who voted in it, not taking into account abstaining votes.
Item 4 requires a simple majority of all votes of the
shareholders present in the General Meeting who are allowed to vote
and who voted in it, provided one of the following is fulfilled:
[a] included in the majority of votes in the General Meeting are a
majority of all votes of shareholders who are not controlling
shareholders of the Company or interested parties in approving the
appointment, except for a personal interest that is not a result of
a relationship with the controlling shareholder, who participate in
the vote (abstaining votes are not taken into account); or - [b]
the total number of opposing votes from among the shareholders set
forth in paragraph [a] does not exceed two percent (2%) of all the
Company's voting rights.
Items 6 and 7 require a simple majority of all votes of the
shareholders present in the General Meeting who are allowed to vote
and who voted in it, provided one of the following is fulfilled:
[a] included in the majority of votes in the General Meeting are a
majority of all votes of shareholders who are not controlling
shareholders of the Company or interested parties in approving the
Compensation Policy or approving the appointment of the Company's
Chairman as Acting CEO, as the case may be, who participate in the
vote (abstaining votes are not taken into account); or - [b] the
total number of opposing votes from among the shareholders set
forth in paragraph [a] does not exceed two percent (2%) of all the
Company's voting rights.
Voting Instructions
Following the voluntary delisting of the Company's shares from
the New York Stock Exchange, the Company will no longer mail proxy
statements to its shareholders. Instead, on November 26, 2021, the Company will file an
English version of its notice of 2021 annual general meeting,
together with a form of voting card, with the Securities Exchange
Commission, which is available here:
https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001385145&owner=exclude&count=40&hidefilings=0
Section 2.10 of the notice contains voting instructions for
shareholders whose shares are not held via a member of the TASE
Clearinghouse (for trading on the Tel Aviv Stock Exchange) but
instead via a member of the Depositary Trust Company (DTC) or
Shareholders who are registered directly with the Company's U.S.
transfer agent, American Stock Transfer & Trust Company.
About Cellcom Israel
Cellcom Israel Ltd., established in 1994, is a leading Israeli
communications group, providing a wide range of communications
services. Cellcom Israel is the largest Israeli cellular provider,
providing its cellular subscribers with a broad range of services
including cellular telephony, roaming services, text and multimedia
messaging, advanced cellular and data services and other
value-added services in the areas of mobile office, data protection
etc., based on Cellcom Israel's technologically advanced
infrastructure. The Company operates advanced networks enabling
high-speed broadband and advanced multimedia services. Cellcom
Israel offers nationwide customer service including telephone
customer service, retail stores, and service and sale centers.
Cellcom Israel further provides OTT TV services, internet
infrastructure and connectivity services and international calling
services, as well as landline telephone services in Israel.
Company Contact
Shai
Amsalem
Chief Financial Officer
investors@cellcom.co.il
Tel: +972-52-998-4774
Investor Relations Contact
Elad Levy
Investor Relations Manager
investors@cellcom.co.il
Tel: +972-52-998-4774
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SOURCE Cellcom Israel Ltd.