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Stratasys Announces Extraordinary General Meeting Of Shareholders

Stocks in this article: SSYS

Stratasys Ltd. (NASDAQ: SSYS) today announced that it will hold an Extraordinary General Meeting of Shareholders (the “Extraordinary Meeting”) on Thursday, September 12, 2013, at 10:00 a.m. U.S. Eastern Time, at the Law Offices of McLaughlin & Stern, LLP, 260 Madison Avenue, New York, New York. The record date for shareholders entitled to vote at the Extraordinary Meeting is Tuesday, August 13, 2013.

The agenda for the Extraordinary Meeting is to approve a compensation policy for the Company's directors and executive officers, in accordance with the requirements of the Israeli Companies Law 5759-1999 (the “Companies Law”). The Company’s shareholders may also transact such other business as may properly come before the Extraordinary Meeting or any postponement or adjournment thereof.

Approval of the proposal to approve the compensation policy requires the affirmative vote of the holders of a majority of the voting power represented at the Extraordinary Meeting in person or by proxy and voting thereon (excluding abstentions).

In addition, for the proposal to be approved under the Companies Law, the foregoing ordinary majority must also constitute a special majority that satisfies either of the following two conditions:

  • the majority voted in favor of the proposal includes a majority of the ordinary shares held by non-controlling shareholders who do not have a personal interest in the approval of the proposal (other than a personal interest not deriving from a relationship with a controlling shareholder) that are voted at the Extraordinary Meeting, excluding abstentions; or
  • the total number of ordinary shares held by non-controlling, disinterested shareholders (as described in the previous bullet-point) voted against the proposal does not exceed two percent (2%) of the aggregate voting rights in the Company.

Any two or more shareholders holding, in the aggregate, at least a majority of the voting rights in the Company constitutes a quorum for purposes of the Extraordinary Meeting. In the absence of the requisite quorum of shareholders at the Extraordinary Meeting, the Extraordinary Meeting will be adjourned to the same day in the next week, at the same time and place, unless otherwise determined at the Extraordinary Meeting in accordance with the Company’s Articles of Association.

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