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Formula Systems Announces Extraordinary General Meeting Of Shareholders For Approval Of Compensation Policy

OR YEHUDA, Israel, October 24, 2013 /PRNewswire/ --

Formula Systems (1985) Ltd. (NASDAQ: FORTY) today announced that it will hold an Extraordinary General Meeting of Shareholders on Wednesday, November 27, 2013. The record date for shareholders entitled to vote at the meeting is October 28, 2013.

The sole agenda item for the meeting is the approval of a compensation policy for the directors and other office holders of Formula, in accordance with the requirements of the Israeli Companies Law, 5759-1999.

Approval of the above proposal requires the affirmative vote of the holders of a majority of the voting power represented at the meeting in person or by proxy and voting on the proposal, and is furthermore subject to satisfaction of one of the following, additional voting requirements:

  • the majority voted in favor of the compensation policy must include a majority of the shares held by non-controlling shareholders who do not have a personal interest in the approval of the policy that are voted at the meeting, excluding abstentions; or
  • the total number of shares held by non-controlling, disinterested shareholders (as described in the previous bullet-point) voted against the compensation policy must not exceed two percent (2%) of the aggregate voting rights in Formula.

The presence (in person or by proxy) of any two or more shareholders holding, in the aggregate, at least 25% of the voting rights in Formula constitute a quorum for purposes of the meeting. In the absence of the requisite quorum of shareholders at the meeting, the meeting will be adjourned to the same day in the next week, at the same time and place, unless otherwise determined at the meeting in accordance with Formula's articles of association. At such adjourned meeting, if a quorum is again not present within 30 minutes of the scheduled time for the meeting, the presence of at least two shareholders in person or by proxy (regardless of the voting power represented by their shares) will constitute a quorum.

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