SHL announces invitation to a Special General Meeting

Tel Aviv / Zurich March 29, 2018 - SHL Telemedicine Ltd. (SIX Swiss Exchange: SHLTN) ("SHL"), a leading provider and developer of advanced personal telemedicine solutions, announced today that a Special General Meeting of the Shareholders will be held on May 3, 2018 at 13:00 p.m. (Israel Time), at the Company's registered office, located at 90 Yigal Alon Street, Ashdar Building, Tel-Aviv, Israel. The agenda shall include the following matters:

  1. Election of one (1) Independent (External) Director to the Board of Directors of the Company, pursuant to Section 239(b) of the Israeli Companies Law, 1999 (the "Companies Law"), for a three (3) year term.

    The Independent (external) director nominee will have to submit to the Company the declarations required pursuant to Sections 224b, 241(a) of the Companies Law with respect to fulfilling the legal requirements to serve as Independent (external) Director of the Company.

    Pursuant to Section 239 (d) of the Companies Law, in the event at the time of a nomination of an Independent (external) director all board members who are not controlling shareholders or their relatives are of one sex then the nominated Independent (external) Director shall be of the other sex, therefore the candidate(s) should be of the female gender.

  2. Following recommendation and approval by the Company's Compensation Committee and Board - grant of 18,000 options to the newly appointed Independent (external) Director;
  3. Following recommendation and approval by the Company's Compensation Committee and Board - approval of an amendment to the Company's Office Holder Compensation Policy;
  4. Following recommendation and approval by the Company's Compensation Committee and Board - approval of the terms and conditions of the employment of the Company's Chief Executive Officer, including the issuance of options;
  5. Following recommendation and approval by the Company's Compensation Committee and Board - approval of the payment of a one-time special retirement bonus to the Company's former Chief Executive Officer;

    All of the above as more fully set forth in the Notice to Shareholders available on the Company's website.

The record date was set for April 23, 2018.

One or more shareholders holding at least one percent (1%) of the voting rights at the Special General Meeting may request the Board to add an item to the agenda to the extent such is fit to be discussed thereat. Such request shall be made no later than seven (7) days from the invitation to the Special General Meeting (i.e. April 5, 2018). A request to include a proposed candidate for a director, shall include the details set forth under Section 26 of the Securities Regulations (Periodical and Immediate Reports) - 1970, as well as the declaration of such candidate pursuant to Section 224B of the Companies Law and pursuant to Section 241 of the Companies Law. The Company will publish an updated agenda and ballot (in the event items and names of candidates are added per a shareholder's request), not later than on April 12, 2018 on the Company's website at http://www.shl-telemedicine.com/about-us/investorrelations/general-meeting/.

The invitation to the SGM shall not be published in newspapers. The full invitation to the SGM can be downloaded on http://www.shl-telemedicine.com/about-us/investorrelations/general-meeting/. The background material is available on the website or in the Company's offices, or will be forwarded upon request, all as indicted in the Notice to Shareholders.

For further information, please contact:

Martin Meier-Pfister, IRF Communications, phone : +41 43 244 81 40, shl@irfcom.ch


Press release (PDF)



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