Related Party Transaction • Nov 18, 2025
Related Party Transaction
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Regulation 37A(5) of the Securities Regulations (Periodic and Immediate Reports), 2006
| Reference Numbers of Previous Reports on This Subject: |
|---|
| 2024-01-603054,, |
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18/11/2025
The company is honored to announce that on November 10, 2025, and November 18, 2025, the audit committee (sitting as the compensation committee) and the company's board of directors approved the company's entry into a transaction for the purchase of an insurance policy covering the liability of directors and officers, including the relatives of controlling shareholders in their service as officers and directors, concerning all directors and officers of the company and its subsidiaries. This is in accordance with Regulation 1B1 of the Companies Regulations (Reliefs in Transactions with Interested Parties), 2000, and the provisions of the company's compensation policy as lawfully approved by the company's general meeting on November 18, 2024 (Reference Number: 2024-01- 614807).
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.
Transaction Details: Contract with Phoenix Insurance Company Ltd. (PHOENIX INSURANCE LTD.) for the purchase of a directors and officers liability insurance policy for a period of 12 months, from 18.11.2025 to 17.11.2026 (inclusive), covering all directors and officers in the company and its subsidiaries, as they may be from time to time. The liability limit covered by the policy is 20 million dollars per case and in total for the policy period. The premium cost for the policy period and the company's deductible amount for claims against officers and directors and claims filed against the company are in line with market conditions and at a cost not material to the company. The policy is extended to cover the company for civil claims against the company filed in Israel by securities laws (Entity Cover). This extension provides that the right of the officers and directors to receive compensation from the insurers takes precedence over the company's right. The insurance coverage is subject to all the terms and exceptions of the insurance policy.
Directors whose liability will be covered by the policy include also controlling shareholders and their relatives: David Weisberg, Ron Weisberg, Ela Alkalay, and Ido Kook serving as directors and/or alternate directors, as well as Mr. David Lubatzky, the company's CEO.
Reasons of the Compensation Committee and Board of Directors: A. Entering into the directors and officers liability insurance policy serves the best interests of the company. The transaction terms are reasonable and do not harm the company's interests, considering the exposures of the officers and the company and the scope of coverage. B. The engagement is based on information and advice received from the company's insurance advisors and considering the standard market practice. C. The policy terms are the same for all directors and officers of the company, including controlling shareholders and their relatives. D. The transaction is on market terms and is not expected to materially affect the company's profitability, assets, or liabilities. E. Purchasing insurance policies for officers in the company and its subsidiaries is customary in companies of this type and size. The management of the company and its subsidiaries inherently involves taking calculated business risks. The purpose of purchasing the insurance, in accordance with all applicable laws, is to allow officers to act for the benefit of the company and its subsidiaries without taking excessive personal risks.
Explanation: To be completed if this is an extraordinary transaction by a public company controlled by the government.
| # | Name | Position |
|---|---|---|
| 1 | Dave Lubatzky | CEO |
| 2 | Shlomi Hennem | Chief Accountant |
Explanation: According to Regulation 5 of the Securities (Periodic and Immediate Reports) Regulations, 1970, a report submitted according to these regulations must be signed by those authorized to sign on behalf of the corporation. Staff position on this matter is available on the Authority's website: Click here.
Name of reporting electronic signatory: Avner Chayit Koral
Position: Legal Advisor and Company Secretary
Company Name:
Address: 9 Ahad Ha'am St., Migdal Shalom, Tel Aviv, 61219101
Phone: 03-5193857 Fax: 03-5193857 Email: [email protected]
Gahalath Investment Company Ltd.
Securities of the corporation are traded on the Tel Aviv Stock Exchange.
Short name: IBI Investment House
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