Summary Translation of Immediate Report

Transcription

1 Summary Translation of Immediate Report Bank le-israel B.M. Registration No Securities of the Corporation are listed on The Tel Aviv Stock Exchange Abbreviated Name: 34 Yehuda Halevi Street, Tel Aviv Phone: , ; Facsimile: Electronic Mail: T077 Public Transmission Date: 7 November 2013 Reference: To: Israel Securities Authority ( The Tel Aviv Stock Exchange ( Immediate Report regarding Status of Holdings of Interested Persons and Senior Officers Regulation 33(c) of the Securities (Periodic and Immediate Reports) Regulations, 1970) The following is the status report as of 31 August 2013: a. Interested Persons in the Corporation (including the CEO and Directors, and including any other employee holding five percent or more of the Corporation s issued share capital or of its voting rights): No. Name of Holder Name, Type and Series of Updated Number of Securities Capital Holding Voting Rights Holding (Fully Diluted) Capital Voting Rights 1. Shlomo Eliahu Holdings Ltd. 40,927, Migdal Insurance Holdings Ltd. profit sharing life insurance 32,825,

2 3. Migdal Insurance Holdings Ltd. nostro 1,520, Migdal Insurance Holdings Ltd. provident funds 24,132, Migdal Insurance Holdings Ltd. mutual funds 5,334, Migdal Insurance Holdings Ltd. profit sharing life insurance 7. Migdal Insurance Holdings Ltd. nostro 8. Migdal Insurance Holdings Ltd. provident funds 9. Migdal Insurance Holdings Ltd. mutual funds (Series 200) 159,541, (Series 200) 1,506, (Series 200) 43,530, (Series 200) 15,516,

3 10. Migdal Insurance Holdings Ltd. profit sharing life insurance 11. Migdal Insurance Holdings Ltd. nostro 12. Migdal Insurance Holdings Ltd. provident funds 13. Migdal Insurance Holdings Ltd. mutual funds (Series 201) 120,258, (Series 201) 5,939, (Series 201) 38,991, (Series 201) 808, Government of Israel on behalf of the State of Israel 88,830, Companies in the Psagot Investment House Ltd. Group ETF s 70,176, Companies in the Psagot Investment House Ltd. Group provident funds 26,191, Companies in the Psagot Investment House Ltd. Group - mutual funds 3,065, Companies in the Psagot Investment House Ltd. Group ETF s 19. Companies in the Psagot Investment House Ltd. Group provident funds (Series 200) 34,442, (Series 200) 44,929,

4 20. Companies in the Psagot Investment House Ltd. Group mutual funds 21. Companies in the Psagot Investment House Ltd. Group provident funds 22. Companies in the Psagot Investment House Ltd. Group mutual funds (Series 200) 4,446, (Series 201) 32,979, (Series 201) 4,317, Companies in the Meitav DS Investments Ltd. Group mutual funds 2,716, Companies in the Meitav DS Investments Ltd. Group provident funds 17,082, Companies in the Meitav DS Investments Ltd. Group ETF s 53,905, Companies in the Meitav DS Investments Ltd. Group investment portfolio management 1,527, Companies in the Meitav DS Investments Ltd. Group mutual funds 28. Companies in the Meitav DS Investments Ltd. Group provident funds (Series 200) 3,862, (Series 200) 1,462,

5 29. Companies in the Meitav DS Investments Ltd. Group ETF s 30. Companies in the Meitav DS Investments Ltd. Group mutual funds 31 Companies in the Meitav DS Investments Ltd. Group provident funds (Series 200) 28,002, (Series 201) 4,884, (Series 201) 2,077, Brodet David 10, Gans Arieh Nardi Yoav Guzman Rami 67, (Series 201) 28, Guzman Rami 37. Russak-Aminoach Rakefet 47, Total Holding Total Holding (Fully Diluted) Capital Voting Rights Capital Voting Rights b. Senior Officers of the Corporation (excluding the CEO and the Directors, and excluding any other employee holding five percent or more of the Corporation s issued share capital or of its voting rights): The following is the status of the of the Senior Officers in the Corporation: No. 38. Name of Holder Name, Type and Series of Updated Number of Securities Capital Holding Voting Rights Holding (Fully Diluted) Capital Voting Rights Altman Gideon 17,

6 Shlomo Michael Goldfarb 75, Nomi Sandhaus 3, Malach Itzhak 119, Tsiddon 42. Daniel 5, Aboulafia 43. Eyal Itzhak 32, Ber Hedva 3, Haber 45. Yaakov 5, Minz Yoel 35, Pergament 47. Shlomo 101, Cohen Dan 11, Rudnicki Yael (Ben- Moshe) 22, Meira Karni Pesia 3, Mordechay Sasson 38, Yishak Naor 2, Ron Fainaro Tamar Yassur 4, Notes: Total Holding Total Holding (Fully Diluted) Capital Voting Rights Capital Voting Rights Shlomo Eliahu Holdings Ltd. - Holder 1. a. 40,927,185 ordinary Bank shares of NIS 1 nominal value each are held by Shlomo Eliahu Holdings Ltd., subject to a letter of trust, as described in the Letter of Trust and Irrevocable Authorization (see the Immediate Report dated 21 October 2012 (Reference No.: ), which entered into effect on 29 October 2012 (see the Immediate Report dated 29 October 2012 (Reference No.: ) regarding the completion of a transaction for the purchase of control of Migdal Insurance Holdings Ltd. which is an insurer corporation and which has direct or indirect in the Bank and/or controls companies that have such ) and in consequence of which the Permit for Holding Means of Control issued by the Bank of Israel entered into effect. Note that in accordance with the provision of the said Permit (see the Immediate Report dated 24 October 2012 (Reference No.: ), the right to participate in the Bank s 6

7 general meetings, and the right to vote and to nominate candidates for service as directors of the Bank, and other rights that are conferred upon the holders by virtue of their of relevant means of control, excluding (a) the right to dividends that may be distributed, if such are distributed, by the bank, and (b) the right to consideration for the sale of the relevant means of control, will not be exercised by the holders or by the trustee during the first trust period, or during the second trust period if there is such. In light of the above, the voting rights of other shareholders at general meetings of the Bank will be affected and will be relatively greater in practice. b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3) and the controlling shareholder of Eliahu Insurance Company Ltd. ( Insurance ) is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). 2. Migdal Insurance & Financial Holdings Ltd. profit sharing life insurance accounts Holder Number 2 Type of Holder: Profit sharing life insurance accounts a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). c. Holdings of profit sharing life insurance accounts in a held company with activity material to the Bank: 7 Notes (Series C) ,981, Debentures (Series 176) , Notes (Series G) ,045, Notes (Series H) ,332, Notes (Series J) ,323,

8 (Series 300) ,399, (Series 301) ,348, Notes (Series L) ,775, Notes (Series M) ,892, Notes (Series N) ,540, Migdal Insurance & Financial Holdings Ltd. Nostro Holder Number 3 Type of Holder: Nostro account a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). c. Holdings in the nostro account in a held company with activity material to the Bank: 8 Notes (Series C) ,423, Notes (Series G) ,875, Notes (Series H) ,023, Notes (Series J) ,028,

9 Capital Notes (Series 300) , Capital Notes (Series 301) ,330, Notes (Series L) ,917, Notes (Series M) ,734, Notes (Series N) ,285, Migdal Insurance & Financial Holdings Ltd. Provident funds Holder Number 4 Type of Holder: Provident funds and provident fund management companies a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). c. Holdings of provident funds and provident fund management companies in a held company with activity material to the Bank: Notes (Series C) ,965, Debentures (Series 176) ,902, Notes (Series G) ,499, Notes (Series H) ,274,

10 Notes (Series J) ,524, Capital Notes (Series 300) ,683, Capital Notes (Series 301) ,192, Notes (Series L) ,923, Notes (Series M) ,147, Notes (Series N) ,710, Migdal Insurance & Financial Holdings Ltd. Mutual funds Holder Number 5 Type of Holder: Mutual fund management companies a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). c. Holdings of mutual fund management companies in a held company with activity material to the Bank: 01 Percentage of all Notes (Series C) ,436, Debentures (Series 176) ,869, Notes (Series G) ,145, Notes (Series H) ,970,

11 Notes (Series J) ,977, Capital Notes (Series 300) ,783, Capital Notes (Series 301) ,133, Notes (Series L) ,839, Notes (Series M) ,539, Notes (Series N) ,070, Migdal Insurance & Financial Holdings Ltd. Profit sharing life insurance accounts - Holder Numbers 6 and 10: Type of Holder: Profit sharing life insurance accounts a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). 7. Migdal Insurance & Financial Holdings Ltd. Nostro Holder Numbers 7 and 11: Type of Holder: Nostro account a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). 00

12 8. Migdal Insurance & Financial Holdings Ltd. Provident funds Holder Numbers 8 and 12: Type of Holder: Provident funds and provident fund management companies a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). 9. Migdal Insurance & Financial Holdings Ltd. Mutual funds - Holder Numbers 9 and 13: Type of Holder: Mutual fund management companies a. The controlling shareholder of Migdal Insurance Holdings Co. Ltd. is Eliahu Insurance Company Ltd. ( Insurance ) (a subsidiary of Shlomo Eliahu Holdings Ltd. ( Holdings )) see the Bank s Immediate Report of 29 October 2012 Regarding a Notice From an Interested Party Eliahu Group (Reference No ). b. The controlling shareholder of Holdings is Mr. Shlomo Eliahu, ID Number (83.3). The controlling shareholder of Insurance is Holdings (61.7 of the ordinary shares), and Mr. Shlomo Eliahu (98 of the Management Shares and of the ordinary shares). 11. The Government of Israel on behalf of the State of Israel - Holder 14: In accordance with the provisions of the outline for the offering of shares in the Bank to the Bank employees, published on 6 April 2011, during the lockup period for the shares, and for so long as the State s in the Bank exceed 5, the State s representative is given an irrevocable power of attorney to vote the shares that have been sold as stated and to make use of the right to appoint directors by virtue of the shares. 12. Companies in the Psagot Investment House Ltd. Group ETF s Holder Numbers 15 and 18 Type of Holder: Issuer of index-linked products and a corporation under its control Holdings of an issuer of index-linked products and a corporation under its control 02

13 Notes (Series C) ,428, Debentures (Series 176) ,931, Notes (Series G) ,269, Notes (Series H) ,741, Notes (Series J) ,455, Capital Notes (Series 300) ,444, Notes (Series L) ,768, Notes (Series M) ,949, Notes (Series N) ,039, Companies in the Psagot Investment House Ltd. Group provident funds Holder Numbers 16, 19 and 21 Type of Holder: Provident funds and provident fund management companies Holdings of provident funds and provident fund management companies in a held company with activity material to the Bank: 03 Notes (Series C) ,017, Debentures (Series 176) ,905, Notes (Series G) ,879,

14 Notes (Series H) ,704, Notes (Series J) ,019, (Series 300) ,738, (Series 301) ,070, Notes (Series L) ,489, Notes (Series M) ,286, Notes (Series N) ,897, Companies in the Psagot Investment House Ltd. Group mutual funds Holder Numbers 17, 20 and 22 Type of Holder: Mutual funds management companies Holdings of mutual funds management companies in a held company with activity material to the Bank: Notes (Series C) ,069, Debentures (Series 176) ,966, Notes (Series G) ,275, Notes (Series H) ,510, Notes (Series J) ,773,

15 (Series 300) ,943, (Series 301) ,280, Notes (Series L) ,211, Notes (Series M) ,974, Notes (Series N) ,680, Companies in the Meitav DS Investments Ltd. Group Mutual funds Holder Numbers 23, 27 and 30 Type of Holder: Mutual fund management companies Holdings of mutual fund management companies in a held company with activity material to the Bank: Notes (Series C) ,664, Debentures (Series 176) ,266, Notes (Series G) ,419, Notes (Series H) ,645, Notes (Series J) ,242, (Series 300) ,946,

16 (Series 301) ,026, Notes (Series L) ,460, Notes (Series M) ,517, Notes (Series N) ,619, Companies in the Meitav DS Investments Ltd. Group Provident funds Holder Numbers 24, 28 and 31 Type of Holder: Provident funds and provident fund management companies Holdings of provident funds and provident fund management companies in a held company with activity material to the Bank: Notes (Series C) ,853, Debentures (Series 176) ,716, Notes (Series G) ,721, Notes (Series H) ,869, Notes (Series J) ,716, (Series 300) ,066, (Series 301) ,

17 Notes (Series L) ,111, Notes (Series M) ,467, Notes (Series N) ,253, Companies in the Meitav DS Investments Ltd. Group ETF s Holder Numbers 25 and 29 Type of Holder: ETF s Issuer of index-linked products and a corporation under its control Holdings of an issuer of index-linked products and a corporation under its control Notes (Series C) ,408, Debentures (Series 176) ,862, Notes (Series G) ,820, Notes (Series H) ,857, Notes (Series J) ,874, (Series 300) ,713, Notes (Series L) ,775, Notes (Series M) ,518,

18 Notes (Series N) ,416, Companies in the Meitav DS Investments Ltd. Group Investment portfolio management Holder Numbers 26 Type of Holder: Investment portfolios manager Holdings of an investment portfolios manager in a held company with activity material to the Bank: 08 Notes (Series C) , Debentures (Series 176) ,250, Notes (Series G) ,387, Notes (Series H) ,473, Notes (Series J) ,207, (Series 301) , Notes (Series L) ,791, Notes (Series M) , David Brodet - Holder 32: Holdings in a held company with activity material to the Bank: Notes (Series H) ,

19 Notes (Series I) , Notes (Series J) , Arieh Gans - Holder 33: Holdings in a held company with activity material to the Bank: (Series 301) , Yoav Nardi - Holder 34: Holdings in a held company with activity material to the Bank: (Series 301) , Notes (Series M) , Rami Avraham Guzman Holder s 35-36: Holdings in a held company with activity material to the Bank: 09 Debentures (Series 176) , Notes (Series J) , Notes (Series L) , Shlomo Michael Goldfarb Holder 39: Notes (Series H) , (Series 300) , Aboulafia Eyal Itzhak - Holder 43: Holdings in a held company with activity material to the Bank:

20 (Series 300) , Shlomo Pergament - Holder 47: Holdings in a held company with activity material to the Bank: Notes (Series H) , Notes (Series L) , As of the date of the submission of this report, and in accordance with the provisions of the law, the Corporation s controlling shareholder is: 1. As of March , the Corporation is a banking corporation without a Controlling Core. Identity of the controlling shareholder: Other identity : 0 Control has not been transferred during the period described in the report. 1. A portion of the shares held by the Chairman of the Board of Directors and by the Bank s Corporate Officers are locked-up for a period of 4 years from the date of their purchase see the report dated 6 June 2011, Reference No Regarding the previous controlling shareholder, see the report dated 7 March 2012, Reference No Additional details regarding the Corporation being a banking corporation without a control core, see the report dated 25 March 2012, Reference No For the report on the in a banking corporation without a controlling core, see the report dated 4 April 2013, Reference No For changes in the of companies in the Meitav DS Investments Ltd. Group during the course of October 2013, see the report dated 7 October 2013, Reference No and the report dated 17 October 2013, Reference No The report was signed on behalf of the corporation, in accordance with regulation 5 of the Securities (Periodic and Immediate Reports), 1970, by Attorney Yael (Ben Moshe) Rudnicki, Secretary of the Group and of the Bank. Name of Electronic Reporter: Yael Rudnicki, Position: Group Secretary 21

21 Yehuda Halevi Street 34, Tel Aviv , Phone: , Facsimile: , Electronic Mail: Note: English translations of Immediate Reports of Bank are for convenience purposes only. In the case of any discrepancy between the English translation and the Hebrew original, the Hebrew will prevail. The original Hebrew version is available on the distribution website of the Israel Securities Authority: The Hebrew report includes additional details, including, inter alia, additional information regarding each Interested Person, and details of the changes in their as compared with the previous Report. 20