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Azrieli Group

AGM Information • Sep 21, 2025

6675_rns_2025-09-21_93422b11-0e82-48b0-9a84-a27869fc8c1d.pdf

AGM Information

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AZRIELI GROUP LTD

AZRIELI GROUP LTD

Registration Number: 510960719

To: Israel Securities Authority To: Tel Aviv Stock Exchange Ltd. Form Number: T049 (Public) Transmitted via MAGNA: 21/09/2025 Israel Securities Authority website: www.isa.gov.il Tel Aviv Stock Exchange website: www.tase.co.il Reference: 2025-01-071492

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 meeting notice (T-460) was published.

1. Meeting Identifier: 2025-01-061049

Security number on the stock exchange entitling the holder to participate in the meeting: 1119478

Name on the stock exchange of the entitled security: AZRIELI GROUP LTD

  1. At the meeting, a special meeting convened on 21/09/2025, for which a notice was published in the form with reference number 2025-01-061049,

The topics and decisions raised on the agenda:

Explanation: The topics should be listed 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 Topic
1		 Summary
of
the
topic:
Approval
of
the
appointment
of
Ms.
Dana
Azrieli,
the
active
Chairperson
of
the
Board
of
Directors
of
the
company,
as
Acting
CEO
of
the
company,
temporarily
and
without
entitlement
to
any
additional
compensation
for
her
service
as
Acting
CEO.
Type
of
majority
required
for
approval:
Not
a
regular
majority
Classification
of
the
decision
according
to
sections
of
the
Companies
Law
(except
for
sections
275
and
320(f)
of
the
Companies
Law):
Authorizing
the
Chairperson
of
the
Board
to
serve
as
CEO
or
vice
versa
in
accordance
with
section
121(c)
of
the
Companies
Law
No
Transaction
between
the
company
and
its		 To
approve
the
appointment
of
Ms.
Dana
Azrieli
to
serve
as
Acting
CEO
of
the
company,
in
addition
to
her
position
as
active
Chairperson
of
the
Board
of
Directors
of
the
company,
in
accordance
with
the
provisions
of
section
121(c)
of
the
Companies
Law,
1999
("Companies
Law"),
for
a
period
of
up
to
six
months
from
the
date
of
the
meeting's
approval
and
without
entitlement
to
any
additional
compensation
for
her
service
as
Acting
CEO.		 Approve
No. Agenda
Item
Number
(per
T460)		 Details
on
the
Topic		 Summary
of
the
Decision		 The
Meeting
Decided
controlling
shareholder
as
stated
in
sections
275
and
320(f)
of
the
Companies
Law.
Type
of
transaction
/
subject
for
voting:
___

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

1 a. Summary of the topic: Approval of the appointment of Ms. Dana Azrieli, the active Chairperson of the Board of Directors of the company, as Acting CEO of the company, temporarily and without entitlement to any additional compensation for her service as Acting CEO. b. The meeting decided: Approve

c. The decision concerns the topic: _________

Quantity Votes
For		 Votes
Against
Total
voting
rights		 121,272,760
Shares
/
securities
that
participated
in
the
vote		 115,469,768
Shares
/
securities
counted
for
the
vote		 115,469,768 Quantity:
114,181,435
Percentage
of
quantity:
98.88%		 Quantity:
1,206,318
Percentage
of
quantity:
1.04%
Shares
/
securities
that
participated
in
the
vote
and
were
classified
not
as
having
a
personal
interest
(1)		 30,741,406 Quantity:
29,453,073
Percentage
(2):
95.81%		 Quantity:
1,206,318
Percentage
(2):
3.92%

General: The percentage of quantity is always relative to the "Quantity" column in the same row.

(1) The number of shares/securities that participated in the vote and were not classified as shares whose holders have a personal interest or shares held by the controlling shareholder, and for the appointment of external directors, are not personally interested in the approval of the appointment, except for a personal interest not resulting from connections with the controlling shareholder.

(2) The percentage of votes for/against approval of the transaction out of the total voters who are not personally interested in the transaction / are not controlling shareholders or personally interested in the approval of the appointment, except for a personal interest not resulting from connections with the controlling shareholder.

The percentage of votes in favor of approving the transaction out of the total voters who are not controlling shareholders of the company / are not personally interested in the approval of the decision: 95.81%

The percentage of voters against out of the total voting rights in the company: 0.99%

Explanation: An explanation should be added if the number of shares that participated in the vote is greater than the number of shares counted for the vote.

No, the company classified a shareholder who voted against the transaction as having a personal interest. No, the company classified a shareholder not in accordance with the classification he gave himself.

  1. Details of voters at the meeting who are institutional, interested parties, or senior officers:

TXT file: [49_2025-01-061049.txt]

Note: Subsequently, according to the notice to corporations, the "Vote Results Processing" tool should be used, which can assist in producing the details required 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

  1. This report is submitted following the detailed report(s) below:
Publication
Date		 Reference
Number
_ _

Details of the authorized signatories on behalf of the corporation:

Name
of
Signatory		 Position
1 Adv.
Nirit
Ze'evi		 Other
Deputy
CEO,
Legal
Advisor,
and
Company
Secretary

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.

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

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

Form structure update date: 06/08/2024

Short name: AZRIELI GROUP LTD

Address: Azrieli Center 1, Tel Aviv 67021 Phone: 03-6081400, 03-6081300 Fax: 03-6081380

Email: [email protected] Company website: www.azrieligroup.com

Previous names of the reporting entity:

Electronic signatory name: Ze'evi Nirit Position: Deputy CEO and Legal Advisor Employer company name:

Address: Azrieli Center 1, Tel Aviv 67021 Phone: 03-6081383 Fax: 03-6081717 Email: [email protected]

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