Taro Pharmaceutical Industries Ltd. (NYSE:TARO) ("Taro" or the
"Company") announced today that it has decided to schedule an
extraordinary general meeting of shareholders (the "Meeting"), for March
27, 2014. The agenda for the Meeting will be the ratification of certain
resolutions adopted by the Company's shareholders at its 2013 annual
general meeting ("2013 AGM").
Certain resolutions on the agenda for the 2013 AGM were subject to
special approval provisions under Israeli law, requiring approval by the
majority of the total votes of non-controlling shareholders or
shareholders who do not have a personal interest in the resolutions.
Following the 2013 AGM, the Company has learned that voting forms used
by certain shareholders, which were not prepared by the Company, may not
have informed the shareholders of their obligation to inform the Company
if they are controlling shareholders or if they have a personal interest
in these resolutions, and is therefore calling the Meeting for the
purpose of having these resolutions ratified. Each of these resolutions
was duly adopted at the 2013 AGM, all proxy material prepared by the
Company did inform shareholders of their disclosure obligations, and the
Company has not received any evidence to indicate that any votes wre
improperly included of controlling shareholders or shareholders who had
a personal interest in these resolutions. Nevertheless, in order to
address any procedural irregularities which may have occurred, through
no fault of the Company, Taro has decided to call the Meeting for the
purpose of ratifying these resolutions.
The resolutions to be included in the agenda for the Meeting are (i)
approval of the Company's compensation policy, (ii) approval of
compensation to three of its directors (Dilip Shanghvi, Sudhir Valia and
Kal Sundaram), and (iii) re-election of its external directors (Ilana
Avidov Mor and Dan Biran).
The Company will issue a proxy statement for the Meeting, which will be
held on March 27, 2014, at 10:00 a.m. (Israel time), at the Company's
offices, 14 Hakitor Street, Haifa Bay 26110, Israel.
Taro Pharmaceutical Industries Ltd. is a multinational, science-based
pharmaceutical company, dedicated to meeting the needs of its customers
through the discovery, development, manufacturing and marketing of the
highest quality healthcare products. For further information on Taro
Pharmaceutical Industries Ltd., please visit the Company's website at www.taro.com.
Certain statements in this press release are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements include, but are not limited
to, statements that do not describe historical facts and statements that
refer or relate to events or circumstances Taro "estimates," "believes,"
or "expects" to happen or similar language. The forward-looking
statements in this press release are based on Taro's current
expectations and are made only as of the date of this press release and
involve certain risks and uncertainties that could cause actual results
to differ materially from future results that may be expressed or
implied by such forward-looking statements. Unless required by
law, Taro undertakes no obligations to update, change or revise any
forward-looking statement, whether as a result of new information,
additional or subsequent developments or otherwise.
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