This excerpt taken from the NVMI 20-F filed Mar 30, 2009.
INTERPRETATION
1.
In these Articles the following terms shall bear the meanings set opposite to
them, unless inconsistent with the subject or context:
T E R M S
M E A N I N G S
Articles
These Amended and Restated Articles of Association as may be amended
from time to time.
Auditor
As defined under the Law.
Board
The Board of Directors of the Company.
CEO
Chief Executive Officer, also referred to under the Law as the general
manager.
Class Meeting
A meeting of the holders of a class of shares.
Chairman
Chairman of the Board.
Company
Nova Measuring Instruments Ltd.
Companies Regulations
All regulations promulgated from time to time under the Companies Law.
Distribution
As defined under the Law.
External Director
As defined under the Law.
The Law or the Companies Law
The Israeli Companies Law, 5759 - 1999 and the Companies Regulations.
NIS
New Israeli Shekel
The Office
The registered office of the Company as may be re-located from time to
time.
Office Holder
As defined under the Law.
Ordinary Shares
The Company's Ordinary Shares, NIS 0.01 par value each.
Register
Shareholders Register maintained by or on behalf of the Company.
Shareholder
As defined under the Law.
Simple Majority
A majority of more than fifty percent (50%) of the votes cast by those
Shareholders present and voting, not taking into consideration
abstaining votes.
The Statutes
The Law, the Israeli Companies Ordinance (New Version) 1983,
the Securities Law, 5738 1968 (the Securities Law) and all
applicable laws and regulations applicable in any relevant jurisdiction
(including without limitation U.S. Federal laws and regulations),
and rules of any stock market in which the Companys shares
are registered for trading as shall be in force from time to time and
to the extent applicable to the Company.
Except
as otherwise provided above or elsewhere under these Articles, any word or expression
mentioned herein shall have the meaning ascribed to them under the Law, and if not
applicable, the meaning ascribed to them under the Companies Regulations, and if not
applicable, the meaning ascribed to them under the Securities Law, and if not applicable,
the meaning ascribed to them under the Securities Regulations promulgated under the
Securities Law (herein the Securities Regulations), and if not applicable, the
meaning ascribed to them under any other applicable law in all cases if the meaning
set forth therein does not contradict the purpose or the context of the relevant
provision.
Page 1 of 13
2.
Words importing the singular shall include the plural, and vice-versa. Words
importing the masculine gender shall include the feminine gender; and words
importing persons shall include corporate bodies.
Any
provision or part thereof of these Articles, prohibited by applicable law, shall be
ineffective, without invalidating any other part of these Articles.
Articles
3,4,5,6 and 7 of these Articles shall be deemed to be the Memorandum of Association of the
Company.
This excerpt taken from the NVMI 6-K filed Aug 21, 2008.
INTERPRETATION
1.
In these Articles the following terms shall bear the meanings set opposite to
them, unless inconsistent with the subject or context:
T E R M S
M E A N I N G S
Articles
These Amended and Restated Articles of Association as may be amended
from time to time.
Auditor
As defined under the Law.
Board
The Board of Directors of the Company.
CEO
Chief Executive Officer, also referred to under the Law as the general
manager.
Class Meeting
A meeting of the holders of a class of shares.
Chairman
Chairman of the Board.
Company
Nova Measuring Instruments Ltd.
Companies Regulations
All regulations promulgated from time to time under the Companies Law.
Distribution
As defined under the Law.
External Director
As defined under the Law.
The Law or the Companies Law
The Israeli Companies Law, 5759 - 1999 and the Companies Regulations.
NIS
New Israeli Shekel
The Office
The registered office of the Company as may be re-located from time to
time.
Office Holder
As defined under the Law.
Ordinary Shares
The Company's Ordinary Shares, NIS 0.01 par value each.
Register
Shareholders Register maintained by or on behalf of the Company.
Shareholder
As defined under the Law.
Simple Majority
A majority of more than fifty percent (50%) of the votes cast by those
Shareholders present and voting, not taking into consideration
abstaining votes.
The Statutes
The Law, the Israeli Companies Ordinance (New Version) 1983,
the Securities Law, 5738 1968 (the Securities Law) and all
applicable laws and regulations applicable in any relevant jurisdiction
(including without limitation U.S. Federal laws and regulations),
and rules of any stock market in which the Companys shares
are registered for trading as shall be in force from time to time and
to the extent applicable to the Company.
Except
as otherwise provided above or elsewhere under these Articles, any word or expression
mentioned herein shall have the meaning ascribed to them under the Law, and if not
applicable, the meaning ascribed to them under the Companies Regulations, and if not
applicable, the meaning ascribed to them under the Securities Law, and if not applicable,
the meaning ascribed to them under the Securities Regulations promulgated under the
Securities Law (herein the Securities Regulations), and if not applicable, the
meaning ascribed to them under any other applicable law in all cases if the meaning
set forth therein does not contradict the purpose or the context of the relevant
provision.
Page 1 of 13
A - 4
2.
Words importing the singular shall include the plural, and vice-versa. Words
importing the masculine gender shall include the feminine gender; and words
importing persons shall include corporate bodies.
Any
provision or part thereof of these Articles, prohibited by applicable law, shall be
ineffective, without invalidating any other part of these Articles.
Articles
3,4,5,6 and 7 of these Articles shall be deemed to be the Memorandum of Association of the
Company.