30th Aug 2007 17:32
Leumi International Investments NV30 August 2007 BANK LEUMI LE-ISRAEL B.M. - (GUARANTOR - GUARANTEED EURO MEDIUM TERM NOTE PROGRAMME OF LEUMI INTERNATIONAL INVESTMENTS N.V.) Translation of Immediate Reports Bank Leumi le-Israel B.M. Registration No. 520018078 Securities of the Corporation are listed on The Tel Aviv Stock Exchange Abbreviated Name: Leumi Leumi House, 34 Yehuda Halevi Street, Tel Aviv 65546 Phone: + 972 3 5148111, + 972 3 5149419; Facsimile: + 972 3 5149732 Electronic Mail: jennifer@bll.co.il 30 August 2007 To: Israel Securities Authority (www.isa.gov.il) The Tel Aviv Stock Exchange (www.tase.co.il) Immediate Report of Senior Office Holder who Ceased to Hold a Position Regulation 34(a) of the Securities (Periodic and Immediate Reports) Regulations, 1970 1. First Name: Yona Surname: Fogel Type of Identity Number: Israeli I.D. Number Identity Number: 052102001 Citizenship: Private individual with Israeli citizenship 2. Position no longer held: First Executive Vice President, Member of Managementand Head of Banking Division. 3. Date on which tenure ceased or will cease: 30 September 2007 Date on which tenure began: 1 September 1994 4. To the best of the knowledge of the corporation, the retirement does notinvolve circumstances which require notification to the holders of thesecurities of the corporation. 5. Manner of ending of tenure: Resignation. 6. The individual will not continue to fulfill any other role in thecorporation. 7. The Senior Office Holder will not continue to be an Interested Person orSenior Office Holder of the corporation after his retirement. 8. Did the Company view the Director who is retiring as possessing accountingand financial expertise? N/A 9. Text of the notice of resignation of an External Director and reasons forresignation: N/A 10. Date and time at which the corporation first became aware of the matterbeing the subject of the report: Date: 30 August 2007 Time: 17:40 =============================================================================== Immediate Report regarding an Event or Matter falling outside the Ordinary Course of Business of the Corporation Pursuant to Regulation 36(a) of the Securities (Periodic and Immediate Reports) Regulations, 1970 Nature of the Event: Terms of Retirement of Senior Office Holder Bank Leumi le-Israel B.M. (the "Bank") announces as follows: 1. Further to the notice of Mr. Yona Fogel, of 30 August 2007, that he isresigning from the Bank, the Audit Committee and thereafter the Board ofDirectors of the Bank, approved the granting of a special bonus to Mr. Fogelupon his resignation from the Bank, in the amount of NIS 2.5 million (the"Special Bonus"). 2. The terms of Mr. Fogel's retirement from the Bank were presented to the AuditCommittee and Board of Directors, as set out in his personal employment contractwith the Bank, as well as the data and financial implications of the terms ofretirement and the Special Bonus proposed to be paid to Mr. Fogel. In addition,there were presented to the Audit Committee and Board of Directors the terms ofretirement of members of the Management over the last few years, the terms ofvoluntary retirement from the Bank, and data regarding retirement bonuses ofsenior executives in Israel in recent years (according to public reports). 3. The Special Bonus will be paid to Mr. Fogel in addition to the retirementbenefits to which he is entitled pursuant to his personal employment contract ofJanuary 2004, which include 100% severance pay, monies accumulated in theretirement fund (which include both employee and employer contributions), 6months' advance notice and one month's advance notice in respect of jubileevacation. The value of Mr. Fogel's said retirement benefits according to thepersonal employment contract amount to some NIS 5.464 million. 4. Payment of the special bonus is conditional on the extension of Mr. Fogel'snon-competition period beyond that determined in his personal employmentcontract, until 1 June 2009, and the execution of a claims waiver in a formacceptable to the Bank's legal advisors, which includes both the Bank and Groupsubsidiaries. 5. The Audit Committee and thereafter the Board of Directors also resolved thatMr. Fogel will be entitled to exercise the options to which he is entitledpursuant to the outline of the option program of the Bank's employees, as if hehad not resigned from the Bank. 6. Rationale of the Audit Committee and the Board of Directors regarding paymentof the Special Bonus to Mr. Fogel: 6.1 When approving the payment of the Special Bonus, and determining its amount,the Audit Committee and Board of Directors took into account Mr. Fogel'sagreement to extend the non-competition period determined in his personalemployment contract until 1 June 2009, and the facts that Mr. Fogel has servedthe Bank for some 26 years, during 12 of which he was a member of the Managementof the Bank, and that during his term of service with the Bank Mr. Fogelsuccessfully filled a long series of positions; Mr. Fogel contributed to thebusiness and activities of the Bank and its principal subsidiaries, includingthe Arab Israel Bank Ltd., Leumi Mortgage Bank Ltd. and especially the Bank'scredit card company - Leumi Card Ltd. In addition, Mr. Fogel held the positionof Head of the Banking Division for last few years, and led the Bank'spreparations for entering the pension counseling field. 6.2 It should be noted that Mr. Fogel is not entitled to any bonuses and/orother benefits whatever in respect of the termination of his roles with theBank's subsidiaries, including that of Chairman of the Board of Directors ofLeumi Card Ltd. Date and time at which the corporation first became aware of the event ormatter: 30 August 2007 at 17:40._____________________________________________________________________ Name of Electronic Reporter: Jennifer Janes, Position: Executive Vice President,Group SecretaryPOB 2 Tel Aviv 61000, Phone: + 972 3 5149419, Facsimile: + 972 3 5149732,Electronic Mail: jennifer@bll.co.il The Bank has also announced the appointment of Mr Baruch Lederman, presently Director and CEO of Bank Leumi (UK) PLC , as new Head of the Banking Division and Member of Management, with effect from October 1 , 2007 (subject to Bank of Israel consent). This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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