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1.
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To re-elect each of the following members of the Board of Directors of the Company to serve until the next annual general meeting of shareholders: Avinoam Naor, Gillon Beck, Ishay Davidi, Boaz Dotan, Eli Gelman, David Kostman, Nehemia Lemelbaum, Robert A. Minicucci and Itschak Shrem.
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2.
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To elect Ms. Yael Andorn as an external director of the Company for a three-year term.
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3.
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To approve amendments to the Company’s Articles of Association.
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4.
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To approve a form of amended indemnification letter in favor of directors.
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5.
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To approve liability insurance covering our directors.
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6.
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To re-appoint Kesselman & Kesselman, a member of PricewaterhouseCoopers International Limited, as the Company’s independent auditors until the next annual general meeting of shareholders, and to authorize the Board of Directors to fix their remuneration in accordance with the nature and extent of their services.
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RETALIX LTD.
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Date:
September 26
, 2011
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By:
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/s/ Hugo Goldman | |
| Hugo Goldman | |||
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Executive Vice President and
Chief Financial Officer
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