AGM Information • Nov 17, 2025
AGM Information
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(the Bank or the Company)
FIRST INTERNATIONAL BANK OF ISRAEL LTD.
Annual General Meeting of the Bank's shareholders, to be convened on Thursday, December 25, 2025, at 14:00 at the Bank's oces, 42 Rothschild Blvd, Tel Aviv (14th Floor, Meeting Room) (hereinafter: the Assembly).
The full text of the proposed resolutions and the immediate report on the convening of the assembly and its appendices, may be reviewed at the Bank's oces at 42 Rothschild Blvd, Tel Aviv, Sunday through Thursday until the date of the assembly, during regular business hours, by prior arrangement with the Bank's Secretary, Mr. Aviad Biller (Tel: 03-5196223), and on the Securities Authority distribution site at: www.magna.isa.gov.il, on the Tel Aviv Stock Exchange website at: www.tase.co.il, and on the Bank's website at: www.bi.co.il
The majority required to approve Agenda Item No. 4, as detailed in section 3.1 above, is a simple majority of all shareholders present at the assembly in person or by proxy, or who have submitted to the Bank a written ballot specifying their vote, eligible to vote and actually voted, excluding abstentions.
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The legal quorum for a shareholders' assembly is one or more shareholders present in person or by proxy (including by ballot), holding or representing more than 25% of the voting power in the Bank.
If a legal quorum is not present at the assembly within half an hour from the time set for the assembly, the assembly will be adjourned by default by one week, to the same time and place, without any need to notify the shareholders of such, or to another day, time, and place as determined by the Board of Directors. At the adjourned assembly, the matters for which the assembly was called shall be discussed, and the shareholders present in person or by proxy shall constitute a legal quorum.
The record date for shareholder eligibility to participate and vote in the general assembly and the adjourned assembly, as stated in section 182(b) of the Companies Law, 1999 (hereinafter and above: the Companies Law) and regulation 3 of the Voting Regulations, is the end of the trading day on the Tel Aviv Stock Exchange Ltd. that will occur on Thursday, November 27, 2025 (hereinafter: the Record Date). If there is no trading on the record date, the record date will be the last trading day prior to such date.
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An unregistered shareholder may vote regarding the resolutions on the agenda as detailed above, by submitting a ballot via the electronic voting system (hereinafter: the electronic ballot).
The electronic ballot will be open for voting upon the conclusion of the record date. Voting by way of the electronic voting system will end six (6) hours before the time of the assembly, at which point the electronic voting system will close.
The address for delivery of ballots and position statements is at the oces of FIRST INTERNATIONAL BANK OF ISRAEL LTD. at 42 Rothschild Blvd., Tel Aviv, Attn: Adv. Aviad Biller.
The nal date for submitting position statements to the Bank is up to ten (10) days before the date of the assembly.
The nal date for submitting a position statement on behalf of the Bank that will include a response from the Bank's Board of Directors to the position statements of the shareholders is no later than ve (5) days before the date of the assembly.
Addresses of Websites Where the Ballots and Position Statements Can Be Found:
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Addresses of websites where the ballots and position statements can be found:
The text of the ballot and any position statements, if any, can be found on the website of the Israel Securities Authority distribution site and on the website of the Tel Aviv Stock Exchange at the following addresses: www.magna.isa.gov.il and www.tase.co.il.
A TASE member will send, at no cost, by email, a link to the ballot text and position statements (if any), as published on the distribution site, to every shareholder who is not registered, unless the shareholder has notied that he is not interested in receiving this, provided that such notice was given with respect to a specic securities account and prior to the record date. The shareholder's notice concerning ballots shall also apply to the receipt of position statements (if any).
One or more shareholders holding, as of the record date, shares that constitute ve percent (5%) or more of the total voting rights in the Bank, i.e., 5,016,502 ordinary shares of 0.05 NIS par value each, as well as anyone holding such a percentage out of the total voting rights not held by the controlling shareholder of the Bank as dened in Section 268 of the Companies Law, namely 2,591,767 ordinary shares of 0.05 NIS par value each, is entitled, either personally or via an agent, after the general assembly meeting, to review at the Bank's oce during regular working hours, the ballots that were received by the Bank.
After the publication of the notice of the meeting to which this ballot is attached, changes to the agenda of the general assembly may occur, including adding subjects to the agenda, and position statements may be published. The updated agenda and any published position statements can be reviewed on the distribution website and the website of the Tel Aviv Stock Exchange, whose addresses are detailed in Section 12 above.
If the addition of a subject to the agenda of the general assembly is requested and the Bank publishes an updated ballot (including such additional subject(s)), then the Bank will publish such an updated ballot at the time of publication of the updated agenda of the assembly, as per the timetable prescribed in Section 5B of the Companies (Notice and Announcement of a General Assembly and Class Meeting in a Public Company and Addition of an Agenda Item), 2000.
A shareholder shall indicate his manner of voting on the subjects on the agenda in the second part of the ballot.
A shareholder shall indicate his manner of voting on the subjects on the agenda in the second part of the ballot.
Addresses of websites where the ballots and position statements can be found:
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To:
FIRST INTERNATIONAL BANK OF ISRAEL LTD.
42 Rothschild Blvd., Tel Aviv 66883, Attn: Adv. Aviad Biller. www.magna.isa.gov.il and www.tase.co.il.
The record date for share ownership for the purpose of eligibility to vote at the general meeting: End of the trading day on the Tel Aviv Stock Exchange Ltd. on Thursday, November 27, 2025 (hereinafter: the record date). If no trading takes place on the record date, then the record date will be the last trading day preceding this date.
The Bank does not allow voting via the internet in accordance with Regulation 5(c) of the regulations.
| Company Name: FIRST INTERNATIONAL BANK OF ISRAEL LTD. Bank Address (for delivery and sending of ballots): 42 Rothschild Blvd., Tel Aviv 66883, Company Number: 52-00290803. Date of Meeting: Thursday, December 25, 2025. Type of Meeting: Annual General Meeting. |
Attn: Adv. Aviad Biller. |
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| Shareholder Details | |
| If the shareholder does not have an Israeli ID card – |
|
| Passport number: | |
Country of issue: |
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Valid until: |
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| Shareholder's Name: ID Number: |
|
| If the shareholder is a corporation – |
|
| Corporation number: | |
Country of incorporation: |
|
| Are you an Interested Party¹, Senior Ocer² or Institutional Investor³? Yes |
No |
| If the answer is yes – please specify if you indicated that you are considered an or Institutional Investor, as well as details regarding any connection between the voting or their proxy and the Company or any of its controlling shareholders or senior ocers, relationships, business relationships, etc., and specify the nature of these relations: |
Interested Party, Senior Ocer of the Company, person (not a personal interest holder) including employer-employee |
Addresses of websites where the ballots and position statements can be found:
As dened in Section 1 of the Securities Law. ¹
As dened in Section 37(d) of the Securities Law. ²
As dened in Regulation 1 to the Companies Regulations (Written Ballot and Position Statements), 2005. ³
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To:
42 Rothschild Blvd., Tel Aviv 66883, Attn: Adv. Aviad Biller. www.magna.isa.gov.il and www.tase.co.il.
| Voting method⁴ | Are you a controlling shareholder or have a personal interest in the decision?⁵ | |||
|---|---|---|---|---|
| For | Against | Abstain | Yes* | No |
| 16.1. | 16.2. | 16.3. | 16.4. |
Appointment of the KPMG Somekh Chaikin accounting rm as the Bank's independent auditor and authorizing the Board of Directors to set their compensation in accordance with the scope of services to be provided by them, as detailed in section 3.1 above.
16.4.
16.3.
16.2.
16.1.
Date
For shareholders holding shares through a member of the Stock Exchange (according to Section 177(1) of the Companies Law) – this ballot is valid only with an ownership conrmation OR if an ownership conrmation has been sent to the company through the electronic voting system.
For shareholders registered in the Bank's shareholder registry – the ballot is valid with a copy of an ID card/passport/certicate of incorporation, as applicable.
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Failure to mark will be considered as abstaining from voting on that matter. ⁴
A shareholder who does not complete this column or marks 'yes' without specifying, the vote will not be counted. ⁵
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