RETALIX LTD.
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(Name of Issuer)
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Ordinary Shares, par value NIS 1.00 per share
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(Title of Class of Securities)
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M8215W109
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(CUSIP Number)
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December 31, 2011
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(Date of Event Which Requires Filing of this Statement)
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Clal Finance Ltd.
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
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5. |
Sole Voting Power
0
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6. |
Shared Voting Power
12,382 Ordinary Shares*
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7. |
Sole Dispositive Power
0
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8. |
Shared Dispositive Power
12,382 Ordinary Shares*
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
12,382 Ordinary Shares*
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10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
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11. |
Percent of Class Represented by Amount in Row (9)
0.05%**
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12. |
Type of Reporting Person:
CO
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Clal Insurance Enterprises Holdings Ltd.
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
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|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
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7. |
Sole Dispositive Power
0
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8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
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||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
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11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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12. |
Type of Reporting Person:
CO
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
IDB Development Corporation Ltd.
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
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||
7. |
Sole Dispositive Power
0
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||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
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||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
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||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
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||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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12. |
Type of Reporting Person:
CO
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
IDB Holding Corporation Ltd.
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
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||
7. |
Sole Dispositive Power
0
|
||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
|
||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
|
||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
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||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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12. |
Type of Reporting Person:
CO
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Nochi Dankner
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
|
||
7. |
Sole Dispositive Power
0
|
||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
|
||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
|
||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
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||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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12. |
Type of Reporting Person:
IN
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Shelly Bergman
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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3. | SEC Use Only |
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4. |
Place of Organization
Israel
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||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
|
||
7. |
Sole Dispositive Power
0
|
||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
|
||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
|
||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
|
||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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||
12. |
Type of Reporting Person:
IN
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Ruth Manor
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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||
3. | SEC Use Only |
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4. |
Place of Organization
Israel
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||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
|
||
7. |
Sole Dispositive Power
0
|
||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
|
||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
|
||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
|
||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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||
12. |
Type of Reporting Person:
IN
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1. |
Name of Reporting Persons/
I.R.S. Identification Nos. of above persons (entities only).
Avraham Livnat
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2. |
Check the Appropriate Box if a Member of a Group
(a) o
(b) o
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||
3. | SEC Use Only |
||
4. |
Place of Organization
Israel
|
||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:
|
5. |
Sole Voting Power
0
|
|
6. |
Shared Voting Power
1,458,270 Ordinary Shares *
|
||
7. |
Sole Dispositive Power
0
|
||
8. |
Shared Dispositive Power
1,458,270 Ordinary Shares *
|
||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
1,458,270 Ordinary Shares *
|
||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
o
|
||
11. |
Percent of Class Represented by Amount in Row (9)
6.0%**
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||
12. |
Type of Reporting Person:
IN
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(a)
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Name of Issuer:
RETALIX LTD. (hereinafter referred to as the “Issuer”).
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(b)
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Address of Issuer’s Principal Executive Offices:
10 Zarhin Street, Ra’anana 43000, Israel
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Not applicable.
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following o.
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Not applicable.
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Not applicable.
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Not applicable.
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Not applicable.
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February 14, 2012
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CLAL FINANCE LTD.
CLAL INSURANCE ENTERPRISES HOLDINGS LTD.
IDB DEVELOPMENT CORPORATION LTD.
IDB HOLDING CORPORATION LTD.
NOCHI DANKNER
SHELLY BERGMAN
RUTH MANOR
AVRAHAM LIVNAT
BY: CLAL INSURANCE ENTERPRISES HOLDINGS LTD.
BY: /s/ Shy Talmon /s/ Ronit Zalman Malach
Shy Talmon and Ronit Zalman Malach, authorized signatories of CLAL INSURANCE ENTERPRISES HOLDINGS LTD., for itself and on behalf of Clal Finance Ltd., IDB Development Corporation Ltd., IDB Holding Corporation Ltd., Nochi Dankner, Shelly Bergman, Ruth Manor and Avraham Livnat, pursuant to an agreement annexed as Exhibit 1 to the Schedule 13G filed on February 26, 2009.
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