AGM Information • Dec 10, 2025
AGM Information
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Registry Number: 520039413
To: Securities Authority
To: Tel Aviv Stock Exchange Ltd.
Form T049 (Public)
Broadcast on MAGNA: 10/12/2025 Proof: 2025-01-098506
Regulation 36D of Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 13 of Securities Regulations (Transaction between Company and Controlling Shareholder), 2001 Regulation 22 of Securities Regulations (Private Offering of Securities in a Listed Company), 2000
Explanation: This form serves for reporting all types of assemblies.
Clarification: This form must be filled for every type of security for which an assembly notice (T-460) was published.
Security number at the stock exchange entitling its holder to participate in the assembly: 445015
Name at the stock exchange of the qualifying security: Matrix Mar 1 NIS
(You must list the topics in the order in which they appeared in the last T460 form published regarding the referred assembly)
| No. | Topic Number (Agenda – T460) |
Details on the Topic | Decision Summary |
The Assembly Decided |
|---|---|---|---|---|
| 1 | 1 | Summary of the topic: Approval of the company's engagement in a reverse triangular merger with Magic Software Enterprises Ltd. |
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| Type of majority required for approval: Not a regular majority |
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| Classification according to Companies Law sections (besides sections 275 and 320(w)): Approval of a merger as stated in section 320(c) of the Companies Law |
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| Transaction with controlling shareholder: Yes |
||||
| A transaction between the company and a controlling shareholder as stated in sections 275 and 320(w) of the Companies Law. |
||||
| Type of transaction/subject of vote: Other |
Approve the company's engagement in a reverse triangular merger with Magic Software Enterprises Ltd. |
Approve | ||
| 2 | 2 | Summary of the topic: Increase of the company's registered share capital and amendment of the company's Articles of Association |
||
| Type of majority required for approval: Regular majority |
||||
| Classification according to the Companies Law sections (besides 275 & 320(w)): Amendment of articles as stated in section 20 of the Companies Law |
||||
| Transaction with controlling shareholder: No |
||||
| A transaction between the company and a controlling shareholder as stated in sections 275 and 320(w) of the Companies Law. |
||||
| Type of transaction/subject of vote: |
Increase of the company's registered share capital and amendment of company's Articles of Association accordingly |
Approve |
| Quantity | Votes For | Votes Against |
|
|---|---|---|---|
| Total voting rights | 63,638,357 | ||
| Shares/securities that participated in the voting | 54,418,087 | ||
| Shares/securities included in the count for the vote | 54,418,087 | Quantity: 54,417,687 |
|
| Percentage: 99.99% | Quantity: 400 |
||
| Percentage: 0.01% | |||
| Shares/securities that participated and were not classified as with a personal interest (1) |
23,794,848 | Quantity: 23,794,448 |
|
| Percentage (2): 99.99% | Quantity: 400 |
||
| Percentage (2): 0.01% |
General: The percentage is always in relation to the "Quantity" column in the same row.
(1) Number of shares/securities that participated in the vote not classified as having a personal interest or held by a controlling shareholder. Regarding appointment of external directors, they are not personally interested in the approval of the appointment, except for a personal interest not resulting from relations with the controlling shareholder.
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.
(2) The percentage of votes for/against approval of the transaction from the total voters not personally interested in the transaction / not controlling shareholders, or not personally interested in the approval of the appointment, except personal interest not resulting from relations with the controlling shareholder.
Explanation: _________
The company did not classify a shareholder voting against the transaction as personally interested.
The company did not classify a shareholder contrary to their own classification.
| The assembly decided: Approve | ||||
|---|---|---|---|---|
| -- | -- | ------------------------------- | -- | -- |
The resolution deals with the topic: _________
| Quantity | Votes For | Votes Against |
|
|---|---|---|---|
| Total voting rights | |||
| Shares/securities that participated in the voting | |||
| Shares/securities included in the count for the vote | Quantity: |
||
| Percentage: | Quantity: |
||
| Percentage: | |||
| Shares/securities that participated and were not classified as with a personal interest (1) |
Quantity: |
||
| Percentage (2): | Quantity: |
||
| Percentage (2): |
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.
General: The percentage is always in relation to the "Quantity" column in the same row.
| Percentage of votes in favor from total non-controlling shareholders/non-personally interested: | ||
|---|---|---|
| Percentage of voters against out of the company's total voting rights: | ||
| Explanation: | ||
| The company did classify a shareholder voting against the transaction as personally interested. | ||
| The company did classify a shareholder contrary to their own classification. |
TXT file: 49_2025-01-083235.txt
Note: Subsequently, as part of the notification to corporations, it is necessary to use the helper tool "Voting Results Processing", which may assist in extracting the details required for reporting. The corporation is solely responsible for the accuracy and completeness of the details as required by law.
The helper tool "Voting Results Processing" may be downloaded from the authority's website: here
| Report | Publication Date | Proof Number |
|---|---|---|
| Original | 03/11/2025 | 2025-01-083233 |
| Corrected | 07/12/2025 | 2025-01-097364 |
| Signatory Name | Position | |
|---|---|---|
| 1 | Adv. Yifat Gevaul | Other |
| Legal Advisor and Company Secretary | ||
| 2 | Nevo Berner | Chief Financial Officer |
Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted per these regulations must be signed by those authorized to sign on behalf of the corporation. Staff position on the matter can be found at the authority's site: Click here.
Previous names of the reporting entity: Romtek Electronics Ltd.
Reported by: Gevaul Yifat, Legal Advisor and Company Secretary
Company Address: Atir Yeda 3, Kfar Saba, 4464303
Phone: 09-9598810 Fax: 09-9598050
Email: [email protected]
Company Website: https://www.matrix-globalservices.com/
Securities of the corporation are listed for trading on the Tel-Aviv Stock Exchange
Form structure update date: 06/08/2024
End of translation.
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