AGM Information • Dec 21, 2025
AGM Information
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Registration number: 512569237
To: Securities Authority To: Tel Aviv Stock Exchange Ltd.
Form: T460 (Public)
Transmitted via MAGNA: 21/12/2025 Authority website: www.isa.gov.il Stock Exchange website: www.tase.co.il Reference: 2025-01-
101421
Regulation 36B(a) and (d), and Regulation 36C of the Securities Regulations (Periodic and Immediate Reports), 1970
Explanation: If one of the topics on the meeting's agenda is the approval of a transaction with a controlling shareholder or approval of an irregular offer, there is no need to also file report T138.
Is it possible to vote via the electronic voting system: Yes
Note: This choice is only for foreign corporations (not registered in Israel) and for corporations whose securities are not registered for trading. Use of the voting system requires the corporation to process all votes received via this system.
Link to the voting system website: Voting System
Explanation: Eligible voters will receive login details to the system from stock exchange members.
Note: In case of a change to the meeting date (postponement or advancement), select "Meeting Postponement" or "Postponement by Court" or "Postponement to Unknown Date".
The reference number for the last meeting notice is 2025-01-089234, which was scheduled for 24/12/2025.
Reason for postponement or cancellation: Other: For the purpose of negotiations with shareholders among the institutional bodies
Explanation: Reference should be made to the confirmation number of the last notice of convening or postponement of the meeting.
Eligible security name: DANYA CEBUS
Securities number allowing participation in the meeting: 1173137
Record date for eligibility to participate and vote in the meeting: 26/11/2025
Explanation: If a meeting is required for more than one type of security, submit a T460 report for each additional security separately. Reports that mention additional securities numbers require submission of a corrective report.
It was decided to: Postpone Meeting Special Meeting
To be held on Wednesday, 07/01/2026 at 14:00
At the address: Yoni Netanyahu 1G, Or Yehuda
Note: Numbering of the topics on the agenda should follow the order given in the meeting summons report, if attached as a file.
Adoption of an updated compensation policy for the company's officers
Category: Approval of compensation policy according to Section 267A(a) of the Companies Law Note: The value from this table determines the wording of shareholder declarations in the online voting system. Conversion Table Gender: _________ Note: This field is only filled when the decision is for appointing an external director. There is no obligation to specify gender. Type and identification number: _________ _________ Is this a transaction between the company and a controlling shareholder as per sections 275 and 320(w) of the Companies Law? No Does the transaction include a private offer? _________ For how to complete this section and exemption for companies from parallel reporting of an additional form, see the notice for companies at: Link Explanation for the section in the Companies Law or Securities Law or other law for decision approval: _________ Note: For a transaction with a controlling shareholder that does not fit any category in the law section table, select "Declaration: No suitable field for classification" and choose "Yes" for transaction with controlling shareholder. Only in the case of a Bondholders' Meeting 7 which is not a transaction with a controlling shareholder and no suitable field is found, should the relevant legal sections for the required decision be explained. Does the subject require disclosure of a connection or other characteristic of the voting shareholder? _________ Note: These values can only be selected if "Declaration: No suitable field for classification" was marked in the previous table and it is not a transaction between the company and its controlling shareholder. Questions for the voting system: _________ In the case of a Bondholders' Meeting:
This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew
version. For more information, please review the legal disclaimer.
It was decided that another matter exists: _________ Description of the other matter: _________
Note: Detailing the other matter will determine the declaration wording included in the online voting system (question format should be yes/no). The voter will be able to provide more information if answering "yes."
Request for additional details from security holders:
It was decided to require additional details from holders: No
Details of further information required or way of convening meetings (in the case of a meeting under 350): _________
| Note: This field sets the wording for the request for additional information included in the voting system. The voter can enter responses in a text field. |
|---|
| [ ] Disclosure amendment |
| [ ] Negligible or only favourable change for the company compared to the resolution wording in the last report |
| [ ] Removed from the agenda |
| [ ] Discussed at a previous meeting |
Class Meetings in a Public Company and Adding a Subject to the Agenda), 2000
[ ] Addition of a new subject to the agenda after the record date due to a technical error, as detailed: _________
Note: After the record date, a resolution may only be amended if it is beneficial to the company or is negligible. New subjects may only be added to the agenda after the record date by court order or in accordance with Regulation 5B.
[ ] Change/addition of a new subject to the agenda as per Regulation 5B of the Companies (Notice and Announcement of General and
Is the item on the agenda brought to a vote
Type of majority required for approval: Not an ordinary majority
[ ] Change/addition of a new subject to the agenda by court order
Details: To approve the agenda item (adoption of updated compensation policy for the company's officers), pursuant to Section 267A(b) of the Companies Law, a majority of the votes of those present and participating in the meeting is required, provided that one of the following is met: (1) In the majority count in the general meeting, a majority among all shareholders who are not controlling shareholders or have a personal interest in approval of the resolution, and who participate in the vote, is included. Abstentions are not counted; or (2) The total opposing votes from shareholders as mentioned in (1) does not exceed two percent (2%) of the total voting rights in the company.
Will the shareholdings of the controlling shareholder entitle the controlling shareholder to the required majority for the resolution? No
| 2. Subject/Decision and details: |
|---|
| Approval of the grant of options and update of the terms of office and employment of Mr. Ronen Ginzburg, CEO of the company |
| Category: Transaction with CEO regarding office and employment terms per Section 272(g1)(1) of the Companies Law |
| Note: The value from this table determines the wording of shareholder declarations in the online voting system. Conversion Table |
| Gender: |
| Note: This field is only filled when the decision is for appointing an external director. There is no obligation to specify gender. |
| Type and identification number: |
| Is this a transaction between the company and a controlling shareholder as per sections 275 and 320(w) of the Companies Law? No |
| Does the transaction include a private offer? |
| For how to complete this section and exemption for companies from parallel reporting of an additional form, see the notice for companies at: Link |
Explanation for the section in the Companies Law or Securities Law or other law for decision approval: _________
Note: For a transaction with a controlling shareholder that does not fit any category in the law section table, select "Declaration: No suitable field for classification" and choose "Yes" for transaction with controlling shareholder. Only in the case of a Bondholders' Meeting 7 which is not a transaction with a controlling shareholder and no suitable field is found, should the relevant legal sections for the required decision be explained.
[ ] Discussed at a previous meeting
[ ] Change/addition of a new subject to the agenda by court order
| This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. |
|---|
| [ ] Change/addition of a new subject to the agenda as per Regulation 5B of the Companies (Notice and Announcement of General and Class Meetings in a Public Company and Adding a Subject to the Agenda), 2000 |
| [ ] Addition of a new subject to the agenda after the record date due to a technical error, as detailed: |
| Note: After the record date, a resolution may only be amended if it is beneficial to the company or is negligible. New subjects may only be added to the agenda after the record date by court order or in accordance with Regulation 5B. |
| Is the item on the agenda brought to a vote |
| Type of majority required for approval: Not an ordinary majority |
| Details: To approve the agenda item (approval of grant of options and update to employment terms for Mr. Ronen Ginzburg, CEO), pursuant to Section 272(g1)(1) of the Companies Law, a majority of the votes of those present and participating in the meeting is required, provided that one of the following is met: (1) In the majority count in the general meeting, a majority among all shareholders who are not controlling shareholders or have a personal interest in approval of the resolution, and who participate in the vote, is included. Abstentions are not counted; or (2) The total opposing votes from shareholders as mentioned in (1) does not exceed two percent (2%) of the total voting rights in the company. |
| Will the shareholdings of the controlling shareholder entitle the controlling shareholder to the required majority for the resolution? No |
| Attachment of the meeting summons report: |
| 4. Attachments |
| 4.1 Attachment of a file containing the voting paper / position statements: |
| Voting Paper Text |
| Position Statements |
Note: If a voting paper and/or position statement is attached, ensure they comply with the Companies Regulations (Written Vote and Position Statements), 2006. The company must collect all position statements into one file, indicating the date of publication, source, and relevant page reference in the unified file.
| 4.2 Attachment of a file containing candidate statements / other accompanying documents: |
|
|---|---|
| Statement of candidate for director | |
| Independent director's statement | |
| External director's statement | |
| Appointment declaration for a representative | |
| Corrected deed of trust | |
| Request for approval of arrangement with creditors under Section 350 | |
| Other: | |
| 5. Legal |
quorum for the meeting A legal quorum for the meeting is constituted when shareholders, in person or by proxy, holding at least 33% of the voting rights are present, within half an hour from the time set for opening the meeting. |
| 6. In the |
absence of a legal quorum: |
| The postponed meeting will take place on 14/01/2026, at 14:00, at Yoni Netanyahu 1G, Or Yehuda. | |
| If there is no legal quorum, the meeting will not take place. | |
The full text of the proposed resolutions can be viewed at the company's registered office, at Yoni Netanyahu 1G, Or Yehuda, during regular business hours by prior appointment by phone: 03-5383838.
Meeting ID: 2025-01-089234
Note: The meeting ID is the confirmation number of the initial report. In the initial report of the meeting, this field remains blank.
Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report filed under these regulations must be signed by those authorized to sign on behalf of the corporation. Staff position can be found at the Securities Authority website: Click here
Short Name: DANYA CEBUS
Address: Yoni Netanyahu 1, Or Yehuda, 6025603 Tel: 03-5383838 Fax: 03-6340340
Email: [email protected] Company Website: www.danya-cebus.co.il
Name of electronic reporter: Shay Maya Position: Company Secretary
Address: Yoni Netanyahu 1G, Or Yehuda, 6025603 Tel: 03-5383838 Fax: 03-6340340 Email: [email protected]
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