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DVA - Complementary report for a report regurding convening of meeting to be held on June 10, 2025

Company: Magic Software Enterprises Ltd. Date: 2025-06-03 Language: English Register to download
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convening of meeting false

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| ��'�� ������ ����� ��"� | 2 670 |
| MAGIC SOFTWARE ENTERPRISES LTD |
| Corporation no: 520036740 | 12835 |
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|     | Israel Securities Authority |     |     | Tel Aviv Stock Exchange |     | C460 ( Public ) |     | Reported via MAGNA: | 03/06/2025 |     |
|     | www.isa.gov.il |     |     | www.tase.co.il |     |     |     | Reference: | 2025-02-039953 | Time of broadcast: 20:32 20:32 |

**Complementary report for a report sent on date** *05/05/2025* **whose reference number was** *2025-02-031516*

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| Main details added/ completed: | *Pursuant to the comments made by institutional investors' representatives, foot note no, 2 and Sections 6.3, 12.1.2, 12.2.1 and 12.3.2 of the Compensation Policy were amended.* |

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Immediate Report of MeetingWhether to enable voting via the Voting System *Yes*Explanation: Enabling voting via the Voting System is optional for dual-listing companies (including companies incorporated in Israel). Using the Voting System requires the company by law to process all votings made through it.  

The corporation hereby gives notice of: *convening of meeting*  

The reference number for the most recent notification of a meeting is *2025-02-031516* which was called for the date *10/06/2025*  

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| Reason for Postponement or Cancellation: *\_\_\_\_\_\_\_\_\_* | *\_\_\_\_\_\_\_\_\_* |

Explanation: Please refer to the reference number of the most recent notification of the convening or deferral of the meeting  

  

1\. On the date: *05/05/2025*it was decided on *convening of meeting* *annual meeting* *\_\_\_\_\_\_\_\_\_* ,that will be held on the day *Tuesday* on the date : *10/06/2025* time: *14:00*

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| at address: | *Terminal Center, 1 Yahadut Canada St., Or Yehuda 6037501, Israel* |

 For the Voting System's needs: The last date for voting in the voting system shall be up to *\_\_\_\_\_\_\_\_\_* hours from the date of convening the meetingExplanation: If this field is empty the default is six hours.  

  

2\. Details of security in the Stock Exchange that entitles the holder thereof to participate in the meetingSecurity number *1082312*Security name *��'�� 0.1 �"�*Security type *Share*Explanation: If a meeting concerning more than one security is required, a report on C460 will be made separately for every additional security. Reports that specify additional security numbers must be followed by an amending reportThe determining date for entitlement to participate and vote in the meeting: *05/05/2025*  

  

3\. On the Agenda - Items/Decisions to be raised at the meeting1*1*The item/decision and its particulars:*To re-elect Mr. Guy Bernstein, nominee to the Company�s Board of Directors, or the Board, to serve as a director of the Company until the next annual general meeting of shareholders of the Company or until his earlier resignation, replacement or removal*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

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|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

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| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

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2*2*The item/decision and its particulars:*To re-elect Ms. Naamit Salomon, nominee to the Board, to serve as a director of the Company until the next annual general meeting of shareholders of the Company or until her earlier resignation, replacement or removal*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

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| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

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| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

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3*3*The item/decision and its particulars:*To re-elect Mr. Avi Zakay, nominee to the Board, to serve as a director of the Company until the next annual general meeting of shareholders of the Company or until his earlier resignation, replacement or removal*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

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4*4*The item/decision and its particulars:*To re-elect Mr. Sami Totah, an independent director and nominee to the Board, to serve as a director on the Board of Directors until the next annual general meeting of shareholders of the Company or until his earlier resignation, replacement or removal*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

- - -

5*5*The item/decision and its particulars:*To re-elect Mr. Ron Ettlinger to serve as an external director (as such term is defined in the Israeli Companies Law, 5759-1999, or the Israeli Companies Law) on the Board for a one-year term*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *Yes**By submitting its vote in this manner, the shareholder confirms that it lacks a personal interest in the approval of Proposals 5 and 6, and is not a controlling shareholder of the Company*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

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6*6*The item/decision and its particulars:*To re-elect Mr. Sagi Schliesser to serve as an external director (as such term is defined in the Israeli Companies Law) on the Board for a oneyear term*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *Yes**By submitting its vote in this manner, the shareholder confirms that it lacks a personal interest in the approval of Proposals 5 and 6, and is not a controlling shareholder of the Company*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

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7*7*The item/decision and its particulars:*To approve the re-appointment of Ziv Haft Certified Public Accountants, a member firm of BDO International Limited, as our independent registered public accounting firm for the year ending December 31, 2025 and the additional period until our next annual general meeting of shareholders, and to authorize the Board and/or its audit committee to fix our accounting firm�s compensation*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

- - -

8*8*The item/decision and its particulars:*To approve an updated Compensation Policy for our directors and officers*  

 Enable Editing the item/decision and its particulars  

Does this require disclosure of any ties or other features of the voting security holder? *No**\_\_\_\_\_\_\_\_\_*Note: Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes. For example, this field may be used to add a question pertaining to issues that require a declaration of personal interest and details of the interest if any.  

**In the event of a meeting of bondholders**Resolution pertaining to other interests *\_\_\_\_\_\_\_\_\_*Details of the other interests*\_\_\_\_\_\_\_\_\_*Note: Details of the other interest determine which declaration is included in the online voting system. Please pose Yes/No questions. The question will appear in the voting system alongside the decision that is on the agenda, and the voter will have the option of voting Yes or No, and may add additional information if the voter votes Yes.  

Resolution to require holders to provide additional details *\_\_\_\_\_\_\_\_\_*List of additional details required of holders or the manner in which meetings are convened (in the event of a meeting convened under section 350 of the Companies Law 350):*\_\_\_\_\_\_\_\_\_*Note: This field determines which demand for additional details is included in the online voting system. Voters may add text in the field.  

|     |     |
| --- | --- |
|     | No longer on the agenda |

  

Items brought for one of the following: *Voting*

|     |     |
| --- | --- |
| Majority required *simple majority* | *\_\_\_\_\_\_\_\_\_* |

  

Attachment of report of convening meeting: *ea024455301-6k\_magicEDGAR1\_Bannerless\_isa.pdf*  

  

4\. Attached*Yes* wording of the voting letter*No* position notification*ea024091701-6k\_magicEDGAR1\_proxy\_card\_isa.pdf*  

*No* declaration of candidate to serve as director in corporation.*No* declaration of independent director*No* declaration of outside director*\_\_\_\_\_\_\_\_\_*  

  

5\. The place and the times at which it is possible to examine any proposed decision the wording of which was not presented in full in the specification of the agenda above*Yadut Canada 1 st, Or Yehuda, subject to prior coordination with company's secretary (+972-3-5389243)*  

  

6\. Link to the Voting System site: [Voting System](https://votes.isa.gov.il/)  

Meeting Identifier: *2025-02-031516*Note: 'Meeting Identifier' is the first report's reference number. In the first report this field is empty.

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| References of previous documents relating to this matter(the reference does not constitute incorporation by reference): |     |
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| Stock Exchange/Market: NASDAQ GSM | Date of revision of form structure: 06/08/2024 |
| Address: Yahadut Canada 1 , Or-Yehuda 6037501   , Israel Tel: 03-5389201 , Fax: 03-5389333 |     |
| E-mail address: aberenstein@magicsoftware.com   Company site: https://www.magicsoftware.com |     |
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| Previous names of reporting entity: M.S.E-MASHOV SOFTWARE EXPORT LTD |     |
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| Name of the Signatory: Berenstin Asaf Position of Signatory in the reporting corporation: CFO, Corporate Vice President Name of Employer Company: |     |
| Address: Yahadut Canada 1 , Or Yehuda 6037501 Telephone: 03-5389201 Facsimile: 03-5389648 E-mail: aberenstein@magicsoftware.com 1 |     |
| Israel |