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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
ViryaNet Ltd.
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(Exact name of registrant as specified in its charter)
Israel Not Applicable
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(State of incorporation (IRS Employer
or organization) Identification No.)
5 Kiryat Hamada Street
Science Based Industries Campus
P.O. Box 23052, Har Hotzvim
Jerusalem 91230, Israel
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(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following box: A.(d), please check the following box:
[_] [X]
Securities Act registration statement 333-42158
file number to which this form --------------------------------------
relates: (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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None N/A
Securities to be registered pursuant to Section 12(g) of the Act:
Ordinary Shares, par value NIS 0.1 per share
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
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The class of securities to be registered hereunder is the ordinary shares,
par value NIS 0.1 per share, of the Registrant (the "Ordinary Shares"). The
description of capital stock set forth under the caption "Description of Share
Capital" in the Registrant's Registration Statement on Form F-1 (File No.333-
42158), filed with the Securities and Exchange Commission pursuant to the
Securities Act of 1933, as amended, on July 25, 2000, as amended by Amendment
No. 1 thereto filed on August 3, 2000, as amended by Amendment No. 2 thereto
filed on August 25, 2000 and as may be further amended (the "Registration
Statement") and any prospectus included therein, and such information is
incorporated herein by reference.
Item 2. Exhibits
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Exhibit No. Exhibit
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1. Memorandum of Association of Registrant (incorporated herein by
reference to Exhibit 3.1 of the Registration Statement).
2. Articles of Association of Registrant, dated April 11, 2000
(incorporated herein by reference to Exhibit 3.2 of the Registration
Statement).
3. Form of Amended Articles of Association of Registrant to be effective
upon consummation of the initial public offering of the Registrant's
Ordinary Shares pursuant to the Registration Statement (incorporated
herein by reference to Exhibit 3.3 of the Registration Statement).
4. Specimen Certificate of Ordinary Shares (incorporated herein by
reference to Exhibit 4.1 of the Registration Statement).
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SIGNATURE
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Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized.
VIRYANET LTD.
By: /s/ Samuel I. HaCohen
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Samuel I. HaCohen
Chief Executive Officer
Date: September 12, 2000
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