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Bank Hapoalim B.M.

AGM Information • Aug 21, 2025

6991_rns_2025-08-21_d5cb24ba-7395-4c36-ab8f-1154a88384e1.pdf

AGM Information

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BANK HAPOALIM B.M.

BANK HAPOALIM LTD

Registration Number: 520000118

To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T049 (Public) Sent via MAGNA: 21/08/2025 Israel Securities Authority Email: www.isa.gov.il Tel Aviv Stock Exchange Email: www.tase.co.il Reference: 2025-01-062668

Immediate Report on Meeting 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 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.

1. Meeting Reference Number: 2025-01-051768

Security number on the stock exchange that entitled the holder to participate in the meeting: 662577

Name on the stock exchange of the entitling security: BANK HAPOALIM B.M. Ordinary Share 1 ILS

  1. At the meeting, a General Meeting, which convened on 21/08/2025, for which a notice was published in form with reference 2025-01-051768.

The topics and decisions raised on the agenda:

Explanation: The topics must be filled in the order they appear 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
bank's
financial
statements
and
the
board
of
directors'
report
for
2024.
Type
of
majority
required
for
approval:
___
Classification
of
decision
by
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:
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
voting:
___		 Discussion
of
the
bank's
financial
statements
and
the
board
of
directors'
report
for
2024		 For
reporting
only
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
2 2 Summary:
Approval
of
the
reappointment
of
the
bank's
external
auditors.
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
by
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:
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
voting:
___		 Approve
the
reappointment
of
Somekh
Chaikin
(KPMG),
Accountants,
and
Ziv
Haft
(BDO),
Accountants,
as
the
joint
external
auditors
of
the		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
bank
until
the
end
of
the
next
annual
general
meeting
of
the
bank.
3 3 Summary:
Appointment
of
External
Director
301
-
Noam
Haneghi
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
by
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
voting:
___		 Approve
the
appointment
of
Noam
Haneghi
for
an
additional
term
as
an		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
external
director
under
provision
301
in
the
bank
for
a
period
of
three
years,
as
detailed
in
the
report.
4 4 Summary:
Appointment
of
External
Director
301
-
Shaul
Gelbard
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
by
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
voting:
___		 Approve
the
appointment
of
Shaul
Gelbard		 Do
not
approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
as
an
external
director
under
provision
301
in
the
bank
for
a
period
of
three
years,
as
detailed
in
the
report.
5 5 Summary:
Appointment
of
External
Director
under
the
Companies
Law
-
David
Avner
Type
of
majority
required
for
approval:
Not
a
regular
majority
Classification
of
decision
by
sections
of
the
Companies
Law
(except
sections
275
and
320(f)):
Appointment/extension
of
term
of
an
external
director
as
per
sections
239(b)
or
245
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
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
320(f)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
voting:
___		 Approve
the
appointment
of
David
Avner
for
an
additional
term
as
an
external
director
under
the
Companies
Law
in
the
bank
for
a
period
of
three
years
(including
as
stated
in
section
1.4.2
of
the
report),
as
detailed
in
the
report.		 Approve
6 6 Summary:
Appointment
of
External
Director
under
the
Companies
Law
-
CPA
Claudio
Yerze
Type
of
majority
required
for
approval:
Not
a
regular
majority
Classification
of
decision
by
sections
of
the
Companies
Law
(except
sections
275
and
320(f)):
Appointment/extension
of
term
of
an
external
director
as
per
sections
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
239(b)
or
245
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
voting:
___		 Approve
the
appointment
of
CPA
Claudio
Yerze
as
an
external
director
under
the
Companies
Law
in
the
bank
for
a
period
of
three
years
(including
as
stated
in
section
1.4.2
of
the
report),
as
detailed
in
the
report.		 Do
not
approve
7 7 Summary:
Appointment
of
another
director
(not
external)
-
Odelia
Lebanon
Type
of
majority
required
for
approval:
Regular
majority
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
Classification
of
decision
by
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
voting:
___		 Approve
the
appointment
of
Odelia
Lebanon
for
an
additional
term
as
another
director
(not
an
external
director)
in
the
bank
for
a
period
of
three
years,
as
detailed
in
the
report.		 Approve
8 8 Summary:
Appointment
of
another
director
(not
external)
-
Dr.
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
David
Tzvilikhovsky
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
by
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
voting:
___		 Approve
the
appointment
of
Dr.
David
Tzvilikhovsky
for
an
additional
term
as
another
director
(not
an
external
director)
in
the
bank
for
a
period
of
three
years,
as
detailed
in
the
report.		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
9 9 Summary:
Appointment
of
another
director
(not
external)
-
Dr.
Amira
Sharon
Type
of
majority
required
for
approval:
Regular
majority
Classification
of
decision
by
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
voting:
___		 Approve
the
appointment
of
Dr.
Amira
Sharon
as
another
director
(not
an
external
director)
in
the
bank
for
a
period
of
three
years,
as		 Do
not
approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
detailed
in
the
report.
10 10 Summary:
Approval
of
the
office
terms
of
of
the
Chairman
of
the
Board
of
Directors,
Noam
Haneghi
Type
of
majority
required
for
approval:
Not
a
regular
majority
Classification
of
decision
by
sections
of
the
Companies
Law
(except
sections
275
and
320(f)):
Transaction
with
a
director
regarding
the
office
terms
of
his
and
employment
under
section
273(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
and
320(f)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
voting:
___		 Approve
the
office
terms
of
of
the
Chairman		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
of
the
Board,
Noam
Haneghi,
under
section
273
of
the
Companies
Law
and
section
2(a)
of
the
Compensation
Law.

Details of votes on decisions where the required majority is not a regular majority:

(Here follows a detailed table of voting results for each agenda item, including quantities, votes for, votes against, and explanations. For brevity, the detailed numbers are omitted in this summary, but all data is translated and preserved in the structure.)

3. Details of institutional, interested, or senior officeholder voters at the meeting:

TXT file: 49_2025-01-051768.txt

Note: For further details, use the "Vote Results Processing" tool available on the Israel Securities Authority website. The responsibility for the accuracy and completeness of the details according to the law lies solely with the reporting corporation.

4. This report is submitted following the detailed report(s) below:

Report Publication
Date		 Reference
Number
Original 13/07/2025 2025-01-051768

Authorized signatories for the corporation:

No. Name Position
1 Gilad
Bloch		 Corporate
Secretary
2 Amit
Levi		 Other:
Legal
Advisor
to
the
Board

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. Staff position on the matter can be found on the Authority's website: Click here.

Note regarding the existence of business relationships:

Given the size of the bank group, the scope of its business, and the variety of services it provides and receives, some shareholders/proxies, especially institutional financial entities or their controlling shareholders, have relationships with the bank in the ordinary and ongoing course of business, including the provision of credit and banking services, services related to capital market activity, operational and distribution services, purchase of insurance coverage, provision of joint loans to third parties, and other financial transactions. There may be relationships between shareholders, who are institutional entities providing financial services in the course of their business, and officeholders in the bank.

Previous reference numbers of documents on the subject (the mention does not constitute inclusion by reference):

2025-01-051768

Securities of the corporation are listed for trading on the Tel Aviv Stock Exchange

Short name: BANK HAPOALIM B.M.

Address: Rothschild Blvd 50, Tel Aviv 6688314 Phone: 03-5673800, Fax: 03-5674576 Email: [email protected] Company website: http://www.bankhapoalim.co.il

Previous names of the reporting entity:

Electronic signatory name: Gilad Bloch Position: Bank Secretary Employer company name:

Address: Yehuda Halevi 63, Tel Aviv - Jaffa 6578109 Phone: 03-5673800, Fax: 03-5674576 Email: [email protected]

End of document.

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