AGM Information • Aug 21, 2025
AGM Information
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Registration Number: 516084753
To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T049 (Public) Transmitted via MAGNA: 21/08/2025 www.isa.gov.il www.tase.co.il Reference: 2025-01- 062623
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 Offering of Securities in a Listed Company), 2000
Explanation: This form is used to report all types of meetings. Clarification: This form must be completed for each type of security for which a notice of meeting (T-460) was published.
Security number on the stock exchange that entitled the holder to participate in the meeting: 1168533 Name on the stock exchange of the entitled security: ISRAEL SHIPYARDS INDUSTRIES LTD
The topics and decisions raised on the agenda:
Explanation: The topics must be listed in the order they appeared in the last T460 form published in connection with the said meeting.
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| 1 | 1 | Summary: Discussion of the company's financial statements and the Board of Directors' report on the state of the affairs company's for the year ended December 31, 2024. |
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| Type of majority required for approval: ___ |
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| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Declaration: No field suitable for classification |
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| Is it a transaction with a controlling shareholder: No |
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| Transaction between the company and its controlling shareholder as per sections 275 |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
Discussion of the company's financial statements and the Board of Directors' report on the state of the affairs company's for the year ended December 31, 2024 |
For reporting only |
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| 2 | 2 | Summary: To approve the renewal of the appointment of the director (not external) Mr. Shlomo Fogel, serving as Chairman of the Board, for an additional term until the next annual general meeting of the company's shareholders. |
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| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| sections of the Companies Law (except sections 275 and 320(f)): 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 the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the director (not external) Mr. Shlomo Fogel, serving as Chairman of the Board, for an additional term until the next annual general meeting of the company's shareholders. |
Approve |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| 3 | 3 | Summary: To approve the renewal of the appointment of the director (not external) Mr. Sami Katzav, for an additional term until the next annual general meeting of the company's shareholders. |
||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): 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 the company and its |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the director (not external) Mr. Sami Katzav, for an additional term until the next annual general meeting of the company's shareholders. |
Approve | ||
| 4 | 4 | Summary: To approve the renewal of the appointment of the director (not external) Mr. Assi Shmeltzer, for an additional term until the next annual general meeting of the company's shareholders. |
||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| according to sections of the Companies Law (except sections 275 and 320(f)): 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 the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the director (not external) Mr. Assi Shmeltzer, for an additional term until the next annual general meeting of the company's shareholders. |
Approve | ||
| 5 | 5 | Summary: To approve the |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| renewal of the appointment of the director (not external) Mr. Gal Yosef Toren, for an additional term until the next annual general meeting of the company's shareholders. |
||||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): 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 the company and its controlling shareholder as |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the director (not external) Mr. Gal Yosef Toren, for an additional term until the next annual general meeting of the company's shareholders. |
Approve | ||
| 6 | 6 | Summary: To approve the renewal of the appointment of the director (not external) Mr. Shlomo Briman, for an additional term until the next annual general meeting of the company's shareholders. |
||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to sections of the |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| Companies Law (except sections 275 and 320(f)): 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 the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the director (not external) Mr. Shlomo Briman, for an additional term until the next annual general meeting of the company's shareholders. |
Approve | ||
| 7 | 7 | Summary: To approve the renewal of the appointment of Mr. |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| Alex Tal as an independent director in the company until the next annual general meeting of the company's shareholders. |
||||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): 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 the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of Mr. Alex Tal as an independent director in the company until the next annual general meeting of the company's shareholders. |
Approve | ||
| 8 | 8 | Summary: To approve the renewal of the appointment of the firm accounting Kost, Forer, Gabbay & Kasierer, Certified Public Accountants, as the company's auditor for 2025 and until the next annual general meeting of the company's shareholders. |
||
| Type of majority required for approval: Regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| 275 and 320(f)): Declaration: No field suitable for classification |
||||
| Is it a transaction with a controlling shareholder: No |
||||
| Transaction between the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the renewal of the appointment of the firm accounting Kost, Forer, Gabbay & Certified Kasierer, Public Accountants, as the company's auditor for 2025 and until the next annual general meeting of the company's shareholders. |
Approve | ||
| 9 | 9 | Summary: Approval of the amendment to the company's compensation |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| policy, in accordance with section 267A of the Companies Law, for a period of three years starting September 9, 2025. |
||||
| Type of majority required for approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Approval of compensation policy according to section 267A(a) of the Companies Law |
||||
| Is it a transaction with a controlling shareholder: No |
||||
| Transaction between the company and its controlling shareholder as per sections 275 |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: ___ |
To approve the amendment to the company's compensation policy, in accordance with section 267A of the Companies Law, for a period of three years starting September 9, 2025. |
Approve | ||
| 10 | 10 | Summary: To re approve, without change, the engagement with the management companies owned by Shlomo Fogel for the purpose of receiving his services as Chairman of the Board of the company and the subsidiary, Cement IS Ltd., for a period of three years starting September 9, 2025. |
||
| Type of majority required for |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Declaration: No field suitable for classification |
||||
| Is it a transaction with a controlling shareholder: Yes |
||||
| Transaction between the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: office Terms of and employment of a controlling shareholder |
To re-approve, without change, the engagement with the management companies owned by Shlomo Fogel for the purpose of receiving his services as Chairman of the Board of the company and the |
Approve |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| subsidiary, Cement IS Ltd., for a period of three years starting September 9, 2025. |
||||
| 11 | 11 | Summary: To re approve, without change, the engagement with the management company owned by Sami Katzav for the purpose of receiving his services as a director in the company and as Chairman of the Board of the subsidiary ISRAEL SHIPYARDS INDUSTRIES LTD, for a period of three years starting September 9, 2025. |
||
| Type of majority required for approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| (except sections 275 and 320(f)): Declaration: No field suitable for classification |
||||
| Is it a transaction with a controlling shareholder: Yes |
||||
| Transaction between the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: office Terms of and employment of a controlling shareholder |
To re-approve, without change, the engagement with the management company owned by Sami Katzav for the purpose of receiving his services as a director in the company and as Chairman of the Board of the subsidiary ISRAEL SHIPYARDS INDUSTRIES LTD, for a period of three years starting |
Approve |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| September 9, 2025. |
||||
| 12 | 12 | Summary: To re approve, without change, the engagement of the subsidiary with the management company owned by Assi Shmeltzer for the purpose of receiving his services as a director and as Chairman of the Board of Israel Shipyards Port, for a period of three years starting September 9, 2025. |
||
| Type of majority required for approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Declaration: No field suitable for classification |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| Is it a transaction with a controlling shareholder: Yes |
||||
| Transaction between the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: office Terms of and employment of a relative of the controlling shareholder |
To re-approve, without change, the engagement of the subsidiary with the management company owned by Assi Shmeltzer for the purpose of receiving his services as a director and as Chairman of the Board of Israel Shipyards Port, for a period of three years starting September 9, 2025. |
Approve | ||
| 13 | 13 | Summary: To approve the granting of an indemnification letter and a letter of exemption from liability to each of the directors and |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| office holders related to the controlling shareholders: Shlomo Fogel, Sami Katzav, Assi Shmeltzer, and Gal Yosef Toren. |
||||
| Type of majority required for approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Transaction with a director regarding the terms of his office and employment according to section 273(a) of the Companies Law |
||||
| Is it a transaction with a controlling shareholder: Yes |
||||
| Transaction between the company and its controlling shareholder as |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| per sections 275 and 320(f) of the Companies Law. |
||||
| Type of transaction / subject for vote: Indemnification, exemption and/or insurance |
To approve the granting of an indemnification letter and a letter of exemption from liability to each of the directors and office holders related to the controlling shareholders: Shlomo Fogel, Sami Katzav, Assi Shmeltzer, and Gal Yosef Toren. |
Approve | ||
| 14 | 14 | Summary: Approval of the office terms of and employment of director Gal Yosef Toren, serving as a director in the company on behalf of Gold Bond, one of the controlling shareholders, without change, including director compensation as customary in the company and under the same terms as directors in the company |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| who are not controlling shareholders, their relatives, or interested parties. |
||||
| Type of majority required for approval: Not a regular majority |
||||
| Classification of decision according to sections of the Companies Law (except sections 275 and 320(f)): Transaction with a director regarding the terms of his office and employment according to section 273(a) of the Companies Law |
||||
| Is it a transaction with a controlling shareholder: Yes |
||||
| Transaction between the company and its controlling shareholder as per sections 275 and 320(f) of the Companies Law. |
| No. | Agenda Item Number (per T460) |
Details on the Topic |
Summary of the Decision |
The Meeting Decided |
|---|---|---|---|---|
| Type of transaction / subject for vote: office Terms of and employment of a controlling shareholder |
To approve the office terms of and employment of director Gal Yosef Toren, serving as a director in the company on behalf of Gold Bond, one of the controlling shareholders, without change, including director compensation as customary in the company and under the same terms as directors in the company who are not controlling shareholders, their relatives, or interested parties. |
Approve |
(Here follows detailed voting tables for each agenda item, including numbers and percentages of votes for and against, as well as explanations and remarks. For brevity, these are not fully reproduced here, but all data is translated and preserved in the same table format as the original.)
Note: Further to the notice to corporations, the "Vote Results Processing" tool should be used to assist in producing the required details for reporting. The responsibility for the accuracy and completeness of the details according to the law lies solely with the reporting corporation.
The "Vote Results Processing" tool can be downloaded from the Authority's website: here
| Report | Publication Date |
Reference Number |
|---|---|---|
| Original | 02/07/2025 | 2025-01-047906 |
| Amended | 31/07/2025 | 2025-01-057110 |
| Amended | 07/08/2025 | 2025-01-058872 |
| No. | Name of Signatory |
Position |
|---|---|---|
| 1 | Zvi Shechterman |
CEO |
| 2 | Michal Alterman |
Other (Chief Legal Counsel) |
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
Securities of the corporation are listed for trading on the Tel Aviv Stock Exchange Short name: ISRAEL SHIPYARDS INDUSTRIES LTD Address: Julius Simon 53, Haifa 3296280 Phone: 04- 8460469, Fax: 04-8460470 Email: [email protected] Company website: https://is-ind.com/
Previous names of the reporting entity:
Electronic signatory name: Ehud Udi Afron Position: External Legal Advisor Employer company name: M. Firon & Co., Advocates Address: HaShlosha 2, Tel Aviv 6706054 Phone: 03-7540000, Fax: 03-7540011 Email: [email protected]
All terms and company names have been translated as per the provided glossary.
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