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Cellcom Israel Ltd.

AGM Information Dec 31, 2025

6724_rns_2025-12-31_4436e64f-fcc9-44de-b1d4-7fca52a5614a.pdf

AGM Information

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CELLCOM ISRAEL LTD.

Registry Number: 511930125

To: Israel Securities Authority
www.isa.gov.il
To: Tel Aviv Stock Exchange Ltd.
www.tase.co.il
Form Number: T049 (Public)
Transmitted via MAGNA: 31/12/2025
Reference: 2025-01-105971

Immediate Report on Assembly Results

Regulation 36d of the Securities Regulations (Periodic and Immediate Reports), 1970

Regulation 13 of the Securities Regulations (Transaction between a Company and its Controlling Shareholder), 2001

Regulation 22 of the Securities Regulations (Private Offer of Securities by a Listed Company), 2000

Explanation: This form is used for reporting all types of assemblies.

Clarification: This form must be completed for each type of security for which a notice of convening an assembly (T-460) was published.

1. Assembly Identifier: 2025-01-091692

Security number in the exchange that entitled its holder to participate in the assembly:

1101534

Name on the exchange of the entitled security:

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.

Ordinary share

2. At the assembly

Assembly Type: Annual Assembly

Convened on: 31/12/2025

Notice published in form, reference: 2025-01-091692

Agenda topics and decisions:

Note: The topics should be listed in the order they appeared in the last T460 notice published regarding this assembly.

S/N Topic
Number
(T460)
Topic Details Decision Summary Assembly
Decision
1 Topic Summary: Discussion of the company's
audited annual financial statements and the
Board of Directors' report on the state of
affairs of the company for the year ended
December 31, 2024.
Type of majority required for approval:

Classification of decision according to sections
of the Companies Law (except sections 275
1
and 320(f)): Declaration: No suitable field for
classification
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
Discussion of the company's audited
annual financial statements and the Board
of Directors' report on the state of affairs of
the company for the year ended December
31, 2024.
For
reporting
only
2 2
Topic Summary: Approval of the appointment
of the company's external auditor and report
on the auditors' remuneration for 2024.
Type of majority required for approval:
Ordinary majority
Classification of decision according to sections
of the Companies Law (except sections 275
and 320(f)): Declaration: No suitable field for
classification
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
Approve the reappointment of KOST FORER
(EY) as the company's auditor until the end
of the next annual general meeting.
Approve
3 3
Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Yuval Cohen.
Type of majority required for approval:
Ordinary majority
Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
Approve the reappointment of Mr. Yuval
Cohen as company director for a term
ending at the end of the next annual
meeting.
Approve
S/N Topic
Number
(T460)
Topic Details Decision Summary Assembly
Decision
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
4 4
Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Ran Bukshpan.
Type of majority required for approval:
Ordinary majority
Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
Approve the reappointment of Mr. Ran
Bukshpan as an independent director in
the company for a term ending at the end
of the next annual meeting.
Approve
5 5 Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Sami Baklash.
Type of majority required for approval:
Ordinary majority
Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
Approve the reappointment of Mr. Sami
Baklash as company director for a term
ending at the end of the next annual
meeting.
Approve
6 6 Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Shmuel Barashi.
Type of majority required for approval:
Ordinary majority
Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Approve the reappointment of Mr. Shmuel
Barashi as company director for a term
ending at the end of the next annual
meeting.
Approve
S/N Topic
Number
Topic Details
(T460)
Decision Summary Assembly
Decision
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Hanan Gal Ezer.
Type of majority required for approval:
Ordinary majority
7 7 Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Approve the reappointment of Mr. Hanan
Gal Ezer as company director for a term
ending at the end of the next annual
Approve
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
meeting.
Type of transaction / subject for vote:
Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Richard Hunter.
Type of majority required for approval:
Ordinary majority
8 8 Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Approve the reappointment of Mr. Richard
Hunter as company director for a term
ending at the end of the next annual
meeting.
Approve
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:
9 9 Topic Summary: Approval of the
reappointment for an additional term of the
company's current directors, who are not
external directors - Mr. Uri Zehavi.
Approve the reappointment of Mr. Uri
Zehavi as company director for a term
ending at the end of the next annual
meeting.
Approve
Type of majority required for approval:
Ordinary majority
S/N Topic
Number
(T460)
Topic Details Decision Summary Assembly
Decision
Classification: Appointment or dismissal of a
director as per sections 59 and 230 of the
Companies Law
Is it a transaction with a controlling
shareholder: No
Transaction between company and controlling
shareholder as detailed in sections 275 and
320(f) of the Companies Law.
Type of transaction / subject for vote:

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.

3. Details of institutional voters, interested parties or senior officers at the assembly:

TXT Structured File: []
------------------------- --

Note: Further to the notification to corporations, the 'Voting Results Processing' tool may assist in generating the required details for reporting. The responsibility for accuracy and completeness of these details lies with the reporting corporation only.

The 'Voting Results Processing' tool can be downloaded from the Authority's website: here

4. This report is submitted in continuation of the report(s) detailed below:

Report Publication Date Reference Number
Original 25/11/2025 2025-01-091692

Details of authorized signatories for the corporation:

# Signatory Name Position
1 Larisa Cohen Other
Deputy CEO for Legal and Regulatory Affairs

Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations must be signed by those authorized to sign on behalf of the corporation. The staff's position on the matter can be found on the Authority's website: Click here

The corporation's securities are listed for trading on the Tel Aviv Stock Exchange.

Address: HAGAVISH 10, NETANYA 4250708 Tel: 052-9989595, Fax: 09-8607986 Email: cellcom\[email protected]

Previous names of the reporting entity:

Electronic reporter name: Cohen Larisa Position: Deputy CEO for Legal Counsel and Corporate Secretary Employer company name: Additional address: HAGAVISH 10, NETANYA 4250708 Tel: 052-9989595, Fax: 09-8607986, Email: [email protected]

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.

No images were present in the original document.

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