AGM Information • Dec 10, 2025
AGM Information
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Form T049 (Public) MAGNA Transmission Date: 10/12/2025 Reference No.: 2025-01-098557
Regulation 36d of the Securities Regulations (Periodic and Immediate Reports), 1970 Regulation 13 of the Securities Regulations (Deal Between a Company and a Controlling Shareholder Therein), 2001 Regulation 22 of the Securities Regulations (Private Offering of Securities by a Public Company), 2000
Explanation: This form is used to report all types of meetings. Clarification: This form must be filled for each type of security for which a meeting invitation was published (Form T-460)
Security Number at the exchange:
A General Annual and Special Meeting was convened on 10/12/2025, for which the invitation notice was published in a form with reference 2025-01-083568.
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.
Explanation: The items must be listed according to their appearance in the latest T460 meeting invitation form published regarding the said meeting.
| S/N | Agenda Item No. (as per T460) |
Details | Decision Summary | Meeting Decision |
|---|---|---|---|---|
| 1 | 1 | Topic summary: Discussion of the company's financial statements and board of directors' report for 2024. Majority required: Classification of decision per Companies Law (other than sections 275 and 320(f)): Statement: No relevant field for classification. Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
A discussion was held on the company's financial statements and board of directors' report for 2024. |
For reporting only |
| 2 | Topic summary: Approval of reappointment of the accounting firm Somekh Chaikin (KPMG) as the company's auditor until the end of the next annual general meeting and authorizing the board of directors to set its compensation. Majority required: Regular majority. 2 Classification: Statement: No relevant field for classification. Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
Approve the reappointment of Somekh Chaikin (KPMG) as auditor and authorize the board to set remuneration. |
Approve | |
| 3 | 3 | Topic summary: Approval of the reappointment of the company's incumbent director, Mr. Binyamin Baron, (Chairman of the Board) for another term, as detailed in section 3 of the meeting invitation report. Majority required: Regular majority. Classification: Appointment or dismissal of a director according to sections 59 and 230 of the Companies Law. Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
Approve the reappointment of Mr. Binyamin Baron. |
Approve |
| 4 | 4 Topic summary: Approval of the reappointment of the company's incumbent director, Ms. Sapir Baron Danoch, for another term, as detailed in section 3 of the meeting invitation report. Majority required: Regular majority. Classification: Appointment or dismissal of a director according to sections 59 and 230 of the Companies Law. |
Approve the reappointment of Ms. Sapir Baron-Danoch. |
Approve |
| S/N | Agenda Item No. (as per T460) |
Details | Decision Summary | Meeting Decision |
|---|---|---|---|---|
| Is this a transaction with a controlling shareholder: No. |
||||
| Type of transaction / matter for vote: | ||||
| Topic summary: Approval of the reappointment of the company's incumbent independent director, Mr. Yossi Hagag, for another term, as detailed in section 3 of the meeting invitation report. |
||||
| 5 | 5 | Majority required: Regular majority. Classification: Appointment or dismissal of a director according to sections 59 and 230 of the Companies Law. |
Approve the reappointment of Mr. Yossi Hagag. |
Approve |
| Is this a transaction with a controlling shareholder: No. |
||||
| Type of transaction / matter for vote: | ||||
| Topic summary: Approval of the reappointment of the company's incumbent independent director, Mr. Chen Katz, for another term, as detailed in section 3 of the meeting invitation report. Majority required: Regular majority. |
||||
| 6 | 6 | Classification: Appointment or dismissal of a director according to sections 59 and 230 of the Companies Law. Is this a transaction with a controlling shareholder: No. |
Approve the reappointment of Mr. Chen Katz. |
Approve |
| Type of transaction / matter for vote: | ||||
| 7 | 7 | Topic summary: Approval of the reappointment of the company's incumbent independent director, Mr. Sami Beklash, for another term, as detailed in section 3 of the meeting invitation report. Majority required: Regular majority. Classification: Appointment or dismissal of a director according to sections 59 and 230 of the Companies Law. |
Approve the reappointment of Mr. Sami Beklash. |
Approve |
| Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
||||
| 8 | 8 | Topic summary: Approval of the terms of office and employment of Mr. Ehud Danoch as CEO of the company, to begin on the later of December 14, 2025, or the date of approval of the general assembly. |
Approve the terms of office and employment of Mr. Ehud Danoch as CEO, to begin on later of December 14, 2025 or the date of approval. |
Approve |
| S/N | Agenda Item No. Details (as per T460) |
Decision Summary | Meeting Decision |
|
|---|---|---|---|---|
| Majority required: Not regular majority. Classification: Transaction with CEO in connection with terms of office and employment according to section 272(g1)(1) of the Companies Law. Is this a transaction with a controlling shareholder: Yes. Type of transaction / matter for vote: Other Topic summary: Approve a new compensation policy for the company's officers in the wording attached |
||||
| 9 | 9 | as Appendix D to the meeting invitation, per section 9 part B thereof. Majority required: Not regular majority. Classification: Approval of compensation policy per section 267A(a) of the Companies Law. Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
Approve the new compensation policy for officers as proposed. |
Approve |
| Topic summary: Appointment of Mr. Raz Haim Dior as a director from the date of approval until the next annual general meeting, also approving his terms of office, per section 6 of the meeting invitation. Majority required: Regular majority. Classification: Appointment or dismissal of director 10 10 according to sections 59 and 230 of the Companies Law. Is this a transaction with a controlling shareholder: No. Type of transaction / matter for vote: |
Approve the appointment of Mr. Raz Haim Dior as director and his terms as detailed. |
Approve |
Total voting rights: 149,100,968
Shares/securities present at the vote: 128,584,851
Shares/securities counted for the vote: 128,584,851
In favour: 82,277,020 (63.99%) Against: 46,125,698 (35.87%)
Shares/securities not considered as having personal interest: 87,963,190
In favour: 51,259,112 (58.27%) Against: 36,521,945 (41.52%)
Rate of those in favour out of non-controlling shareholders: 58.27%
Rate of voters against out of total voting rights: 30.94%
The company did not classify any shareholder voting against this item as having a personal interest contrary to their own classification.
Total voting rights: 149,100,968
Shares/securities present at the vote: 128,584,851 Shares/securities counted for the vote: 128,584,851
In favour: 82,360,466 (64.05%) Against: 46,042,252 (35.81%)
Shares/securities not considered as having personal interest: 128,584,851
In favour: 82,360,466 (64.05%) Against: 46,042,252 (35.81%)
Rate of those in favour out of non-controlling shareholders: 64.05%
Rate of voters against out of total voting rights: 30.88%
The company did not classify any shareholder voting against this item as having a personal interest contrary to their own classification.
File in TXT format: [49_2025-01-083568.txt]
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.
Note: Additional details can be extracted using an auxiliary tool for vote result processing, available from the Securities Authority website. Full responsibility for accuracy and completeness lies with the reporting corporation.
| Report | Publication Date | Reference Number |
|---|---|---|
| No. | Name of Signatory | Position |
|---|---|---|
| 1 | Tair Gigi | Other: Legal Counsel and Company Secretary |
Explanation: According to regulation 5 of the Periodic and Immediate Reports Regulations (1970), any report submitted under these regulations must be signed by those authorized by the corporation. Staff opinion on this matter can be found at the Securities Authority website: Click here
It should be noted that the company received an electronic vote from an institutional shareholder who voted against the approval of the proposed CEO's employment terms (item 8) and marked that they have a personal interest. It is clarified that in the calculation under item 8 above, the votes of said shareholder were not included in the count of votes not having a personal interest, but even if the company had included those votes, the rate of those voting in favor of the transaction among non-interested voters (including said shareholder) would have been approximately 52.54%. It is further noted that for the approval of the new compensation policy (item 9), the rate of votes in favor excluding votes of companies from the Baron Group (controlled by Mr. Binyamin Baron) was about 52.6%.
Reference numbers of previous documents on the subject (the mention does not constitute incorporation by reference):
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.
The corporation's securities are listed for trading on the Tel Aviv Stock Exchange.
Short name: INROM Construction
Address: Golan (Beit Golan) 1, P.O. Box 1120, Airport City 7019802
Tel: 03-9718181, Fax: 03-9718193
Email: [email protected]
Website: https://inrom-group.co.il/
(LTD INDUSTRIES CONSTRUCTION INROM (אינרום תעשיות בניה בע"מ
Position: Chief Legal Counsel and Company Secretary
Employing Company Name:
Address: Golan 1, Airport City 7019802 Tel: 054-4435175, Fax: 03-9718193
Email: [email protected]
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