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Optibase Announces Approval of Shlomo (Tom) Wyler's Coverage under Its Existing Directors' and Officers' Insurance Policies
Wednesday, March 11, 2009 9:19 AM


Optibase Ltd. (NASDAQ:OBAS) (“Optibase" or the “Company”) today announced that the Company’s audit committee and board of directors approved, in accordance with the Israeli Companies Regulations (Relieves for Transactions with Interested Parties) of 2000 (the "Regulations"), the coverage of the liability of Mr. Shlomo (Tom) Wyler, the Company’s President, Chief Executive Officer and Executive Chairman of the board of directors who is also considered as the controlling shareholder of the Company, under the Company's two directors' and officers' liability insurance policies, as discussed below (the "Policies").

The first policy is the Company's existing insurance policy for the coverage of directors' and officers' liability, including as directors or officers of the Company's subsidiaries, for the period of April 1, 2008 until March 31, 2009. Such policy covers a total liability of $10 million. The premium paid by the Company with respect to such insurance policy is approximately $57,500.

The second policy is a future insurance policy to be purchased by the Company for the coverage of directors' and officers' liability, including as directors or officers of the Company's subsidiaries, in substantially the same terms and conditions as the existing policy, for the period of April 1, 2009 until March 31, 2010. The maximum coverage amount under such policy and the maximum premium to be paid by the Company for such policy shall not exceed $10 million and $75,000, respectively.

The Company’s audit committee and board of directors determined that the coverage of Mr. Wyler’s liability under the Policies comply with the terms of Section 1B(5) of the Regulations for the following reasons: (a) the coverage of Mr. Wyler’s liability under the Policies is identical to the coverage of all other directors and officers of the Company of liability under the Policies; (b) the terms of the coverage of Mr. Wyler’s liability under the Policies is on market terms and; (c) the coverage of Mr. Wyler’s liability under the Policies may not substantially affect the Company’s profitability, assets or liabilities.

Under Section 1C of the Regulation, each shareholder that holds at least 1% of the Company's issued share capital or voting rights is entitled to object to the approval of the coverage of Mr. Wyler’s liability under the Policies pursuant to Section 1B(5); provided, however, that such objection has been submitted to the Company within 14 days as of the date of this press release. If such objection is received by the Company within such 14-day period, the coverage of Mr.



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