AGM Information • Jul 27, 2022
AGM Information
Open in ViewerOpens in native device viewer
_________ true. 2
| ������ ��"� | 1 312 |
| NAYAX LTD | |
| Corporation no: 513639013 | 13203 |
| - - - | |
| To: | Israel Securities Authority | To: | Tel Aviv Stock Exchange | �049 ( E049 ) ( Public ) | Reported via MAGNA: | 27/07/2022 | ||||
| www.isa.gov.il | www.tase.co.il | Reference: | 2022-01-078480 | Time of broadcast: 09:49 09:49 |
Immediate Report on the Results of a MeetingRegulation 36D of the Securities Regulations (Transaction between a Company and its Controlling Shareholder) 5761-2001Regulation 13 of the Securities Regulations (Transaction between a Company and its Controlling Shareholder) 5761-2001Regulation 22 of the Securities Regulations (Private Offering of Securities of a Registered Company) 5760-2000
Explanation: This form is used to report on all types of meetingsClarification: Complete this form for all classes of securities in respect of which a notice to convene a meeting (Form E-460) was issued
1. Meeting identification no.: 2022-01-063219
The no. of the stock exchange of the security that entitles the holder thereof to participate in the meeting 175116Name of the security on the stock exchange that entitles the holder thereof to participate in the meeting: NAYAX
2. In the meeting Annual and Extraordinary general meeting convened on 26/07/2022 , in respect of which notice was filed using a form whose ref. no. is 2022-01-063219The items and resolutions on the agenda are:Explanation: Enter the items in the order of their appearance on the most recent Form E460 filed for said meeting.
| No. | No. of item on the agenda (based on Form E-460) | Details of the item | Summary of resolution | The meeting resolved |
|---|---|---|---|---|
| 1 | Topic 1 | Summary of the item: Discussion of the Company's Annual Report for the year 2021 Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
The representation of the company's annual report for the year 2021, which was published by the Company on March 28, 2022 (reference no.2022-01-030507). | Approve |
| 2 | Topic 2 | Summary of the item: Re-appointment of the Company's auditor and authorization of the Company's board to determine the auditor's compensation Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appoint of Kesselman & Kesselman, Accountants (PwC Israel) as the company's auditor, for a period ending at the end of the company's next annual general meeting, and to authorize the company's board of directors to determine the auditor's compensation for the year 2022. | Approve |
| 3 | Topic 3 | Summary of the item: Re-appointment Mr. Yair Nechmad as the company's director (other than external directors) for an additional term Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Appointment or removal of a director, as in Sections 59 and 230 of the Companies Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appointment of Mr. Yair Nechmad as the company's director for an additional term, starting on the date of approval of their appointment by the general meeting. | Approve |
| 4 | Topic 4 | Summary of the item: Re-appointment Mr. Amir Nechmad as the company's director (other than external directors) for an additional term Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Appointment or removal of a director, as in Sections 59 and 230 of the Companies Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appointment of Mr. Amir Nechmad as the company's director for an additional term, starting on the date of approval of their appointment by the general meeting. | Approve |
| 5 | Topic 5 | Summary of the item: Re-appointment Mr. David Ben-Avi as the company's director (other than external directors) for an additional term Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Appointment or removal of a director, as in Sections 59 and 230 of the Companies Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appointment of Mr. David Ben-Avi as the company's director for an additional term, starting on the date of approval of their appointment by the general meeting. | Approve |
| 6 | Topic 6 | Summary of the item: Re-appointment, Mr. Reuven Ben Menachem as the company's director (other than external directors) for an additional term Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Appointment or removal of a director, as in Sections 59 and 230 of the Companies Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appointment of Mr. Reuven Ben Menachem as the company's director for an additional term, starting on the date of approval of their appointment by the general meeting and until the end of the next. | Approve |
| 7 | Topic 7 | Summary of the item: Re-appointment, Mr. Elon Shalev as an independent company's director (other than external directors) for an additional term Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Appointment or removal of a director, as in Sections 59 and 230 of the Companies Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve the re-appointment of Mr. Elon Shalev as the independent company's director for an additional term, starting on the date of approval of their appointment by the general meeting. | Approve |
| 8 | Topic 8 | Summary of the item: Approval and ratification of grant of a discretionary bonus to Oded Frenkel, the Company's Chief Customer Officer and brother-in-law of David Ben-Avi, one of the Company's controlling shareholders Type of majority required for approval: Other than an ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate Yes Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: Terms of service and employment of a family member of the controlling shareholder |
To approve and ratify the grant of a discretionary bonus for the year 2021, in an amount of NIS 42,000, to Mr. Oded Frenkel, who serves as the Company's Chief Customer Officer, and who is the brother-in-law of Mr. David Ben-Avi, one of the Company's controlling shareholders, a director and Chief Technology Officer of the Company, all as specified in section 2.1.1 of the general meeting report. | Approve |
| 9 | Topic 9 | Summary of the item: Approval and ratification of grant of a discretionary bonus to Mr. Shay Ben-Avi, the company's Chief Software Architect and brother of Mr. David Ben-Avi, one of the Company's controlling shareholders Type of majority required for approval: Other than an ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate Yes Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: Terms of service and employment of a family member of the controlling shareholder |
To approve and ratify the grant of a discretionary bonus for the year 2021, in an amount of NIS 73,350, to Mr. Shay Ben-Avi, who is employed by the Company in the position of Chief Software Architect and is the brother of Mr. David Ben-Avi, one of the Company's controlling shareholders, a director and Chief Technology Officer of the Company, all as specified in section 2.1.2 of the general meeting report. | Approve |
| 10 | Topic 10 | Summary of the item: Approval and ratification of grant of a discretionary bonus to Reuven Amar, the Company's Engineering Lab Manager and brother-in-law of David Ben-Avi, one of the Company's controlling shareholders Type of majority required for approval: Other than an ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate Yes Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: Terms of service and employment of a family member of the controlling shareholder |
To approve and ratify the grant of a discretionary bonus for the year 2021, in an amount of NIS 17,500 to Mr. Reuven Amar, who is employed by the Company in the position of Engineering Lab Manager, and who is the brother-in-law of Mr. David Ben-Avi, one of the Company's controlling shareholders, a director and Chief Technology Officer of the Company, all as specified in section 2.1.3 of the general meeting. | Approve |
| 11 | Topic 11 | Summary of the item: Approval and ratification of grant of a discretionary bonus to Ms. Gilat Mizrachi, former employee of the Company and spouse of Mr. David Ben-Avi, one of the Company's controlling shareholders Type of majority required for approval: Other than an ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Declaration: No field is appropriate Yes Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: Terms of service and employment of a family member of the controlling shareholder |
To approve the grant of a discretionary bonus for the year 2021, in an amount of NIS 6,432, to Ms. Gilat Mizrachi, who was employed by the Company until April 28, 2022 in the position of bookkeeper in the finance billing department, and who is the spouse of Mr. David Ben-Avi, one of the Company's controlling shareholders, a director and Chief Technology Officer of the Company, all as specified in section 2.1.4 of the general meeting report. | Approve |
| 12 | Topic 12 | Summary of the item: Approval of transition from reporting in accordance with the provisions of Chapter F of the Securities Law to reporting in accordance with the provisions of Chapter E3 of the Securities Law Type of majority required for approval: Ordinary majority Classification of the resolution based on Companies Law (not including Sections 275 and 320(f) of the Companies Law): Transition to from one reporting format to another under Section 35FF of the Securities Law No Transaction between the company and its controlling shareholders, as defined in Sections 275 and 320(f) of the Companies Law. Transaction type/ item for vote: _________ |
To approve, in accordance with the provisions of Section 35FF(c) of the Securities Law, that subject to the listing of the Company's shares for trade on a stock exchange in the United States, the Company will transition from reporting in accordance with the provisions of Chapter F of the Securities Law to reporting in accordance with the provisions of Chapter E3 of the Securities Law, such that as of the date of such transition, the Company will make public filings in accordance with the requirements of the U.S. Securities Laws and stock exchange regulations, and in parallel with such filing by the Company of reports with the SEC, the Company will publish the same reports in the distribution website of the Israel Securities Authority (Magna). | Approve |
Details of the votes on resolutions whose adoption does not require an ordinary majority:1
| A. Summary of the topic: | Discussion of the Company's Annual Report for the year 2021 |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
2
| A. Summary of the topic: | Re-appointment of the Company's auditor and authorization of the Company's board to determine the auditor's compensation |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
3
| A. Summary of the topic: | Re-appointment Mr. Yair Nechmad as the company's director (other than external directors) for an additional term |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
4
| A. Summary of the topic: | Re-appointment Mr. Amir Nechmad as the company's director (other than external directors) for an additional term |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
5
| A. Summary of the topic: | Re-appointment Mr. David Ben-Avi as the company's director (other than external directors) for an additional term |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
6
| A. Summary of the topic: | Re-appointment, Mr. Reuven Ben Menachem as the company's director (other than external directors) for an additional term |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
7
| A. Summary of the topic: | Re-appointment, Mr. Elon Shalev as an independent company's director (other than external directors) for an additional term |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
8
| A. Summary of the topic: | Approval and ratification of grant of a discretionary bonus to Oded Frenkel, the Company's Chief Customer Officer and brother-in-law of David Ben-Avi, one of the Company's controlling shareholders |
B. The meeting resolved: Approve
C. The resolution concerns: Terms of service and employment of a family member of the controlling shareholder
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | 328,487,087 | ||
| Shares/securities that participated in the vote | 300,088,844 | ||
| Shares/securities counted in the votes | 300,005,837 | No.: 299,767,172 Percent: % 99.92 |
No.: 229,745 Percent: % 0.08 |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | 52,558,299 | No.: 52,236,627 Percent: % 99.39 |
No.: 229,745 Percent: % 0.44 |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % 99.39
The percentage of voters against, of the total voting rights in the company: % 0.06
The gap is due to the amount of abstainersExplanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
No The company classified a shareholder who voted against the transaction as having a personal interest.No The company classified a shareholder differently than the shareholder's self-classification.
9
| A. Summary of the topic: | Approval and ratification of grant of a discretionary bonus to Mr. Shay Ben-Avi, the company's Chief Software Architect and brother of Mr. David Ben-Avi, one of the Company's controlling shareholders |
B. The meeting resolved: Approve
C. The resolution concerns: Terms of service and employment of a family member of the controlling shareholder
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | 328,487,087 | ||
| Shares/securities that participated in the vote | 300,088,844 | ||
| Shares/securities counted in the votes | 300,005,837 | No.: 299,775,892 Percent: % 99.92 |
No.: 229,945 Percent: % 0.08 |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | 52,558,299 | No.: 52,245,347 Percent: % 99.40 |
No.: 229,945 Percent: % 0.44 |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % 0.44
The percentage of voters against, of the total voting rights in the company: % 0.07
The gap is due to the amount of abstainersExplanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
No The company classified a shareholder who voted against the transaction as having a personal interest.No The company classified a shareholder differently than the shareholder's self-classification.
10
| A. Summary of the topic: | Approval and ratification of grant of a discretionary bonus to Reuven Amar, the Company's Engineering Lab Manager and brother-in-law of David Ben-Avi, one of the Company's controlling shareholders |
B. The meeting resolved: Approve
C. The resolution concerns: Terms of service and employment of a family member of the controlling shareholder
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | 328,487,087 | ||
| Shares/securities that participated in the vote | 300,088,844 | ||
| Shares/securities counted in the votes | 300,005,837 | No.: 299,775,892 Percent: % 99.92 |
No.: 229,945 Percent: % 0.08 |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | 52,558,299 | No.: 52,245,347 Percent: % 99.40 |
No.: 229,945 Percent: % 0.44 |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % 0.44
The percentage of voters against, of the total voting rights in the company: % 0.07
The gap is due to the amount of abstainersExplanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
No The company classified a shareholder who voted against the transaction as having a personal interest.No The company classified a shareholder differently than the shareholder's self-classification.
11
| A. Summary of the topic: | Approval and ratification of grant of a discretionary bonus to Ms. Gilat Mizrachi, former employee of the Company and spouse of Mr. David Ben-Avi, one of the Company's controlling shareholders |
B. The meeting resolved: Approve
C. The resolution concerns: Terms of service and employment of a family member of the controlling shareholder
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | 328,487,087 | ||
| Shares/securities that participated in the vote | 300,088,844 | ||
| Shares/securities counted in the votes | 300,005,837 | No.: 299,766,972 Percent: % 99.92 |
No.: 229,945 Percent: % 0.08 |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | 52,558,299 | No.: 52,236,427 Percent: % 99.39 |
No.: 229,945 Percent: % 0.44 |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % 0.44
The percentage of voters against, of the total voting rights in the company: % 0.07
The gap is due to the amount of abstainersExplanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
No The company classified a shareholder who voted against the transaction as having a personal interest.No The company classified a shareholder differently than the shareholder's self-classification.
12
| A. Summary of the topic: | Approval of transition from reporting in accordance with the provisions of Chapter F of the Securities Law to reporting in accordance with the provisions of Chapter E3 of the Securities Law |
B. The meeting resolved: Approve
C. The resolution concerns: _________
| No. of votes | Voted in favor | Voted against | |
| Total voting rights | _________ | ||
| Shares/securities that participated in the vote | _________ | ||
| Shares/securities counted in the votes | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
| Shares/securities that participated in the vote and whose holders were not classified has having a personal interest (1) | _________ | No.: _________ Percent: % _________ |
No.: _________ Percent: % _________ |
General: The percentage is always calculated with reference to the no. of shares/securities appearing on that line.1) No. of shares/securities that participated in the vote and not classified as shares whose holders have a personal interest and/or non-controlling shares, and with respect to the appointment of directors who do not have a personal interest in approving the appointment, other than a personal interest that is not the result of ties with the controlling shareholder.(2) The percentage of votes in favor/against approving the transaction of the total number of voters who do not have a personal interest in the transaction, are not controlling shareholders, or do not have a personal interest in approving the appointment other than a personal interest that is not the result of ties with the controlling shareholder.
The percentage of votes in favor of approving the transaction of the total number of voters who are not the company�s controlling shareholders or do not have a personal interest in approving the resolution: % _________
The percentage of voters against, of the total voting rights in the company: % _________
_________Explanation: Add an explanation if the number of shares that participated in the vote is greater than the number of shares counted in the vote.
_________ The company classified a shareholder who voted against the transaction as having a personal interest._________ The company classified a shareholder differently than the shareholder's self-classification.
3. Details of the voters in the meeting that are institutional investors, interested parties, or senior officers:TXT file 49_2022-01-063219.txt .Note: Following the Notice to Corporations , you should use the �Process Voting Results� tool to produce the information required for filing this form. By law, the accuracy and integrity of this information is the exclusive responsibility of the reporting corporation.The �Process Voting Results� tool is available for download from the ISA website at: LINK
4. This form is filed further to the following reports:
| Report | Issue date | Ref. no. |
|---|---|---|
| _________ | _________ | _________ |
Details of the Company�s authorized signatories:
| Name | Position | |
|---|---|---|
| 1 | Michael Galai | Legal counsel _________ |
Explanation: According to Regulation 5 of Securities Regulations (Periodic and Immediate Statements) 5730-1970, any report filed according to these regulations must be signed by the corporation�s authorized signatories. See ISA Staff Position on this issue on the ISA website: LINK .
| References of previous documents relating to this matter(the reference does not constitute incorporation by reference): | |
| - - - | |
| The corporation's securities are listed for trade on the TASE | Date of revision of form structure: 07/06/2022 |
| Short name: ������ | |
| Address: ���� ��������� 3 , ������ 4659071 | |
| Tel: 03-7694380 , Fax: 09-8644201 | |
| E-mail address: [email protected] Company site: www.nayax.com | |
| Previous names of reporting entity: | |
| Name of the Signatory: ���� ����� ����� Position of Signatory in the reporting corporation: | |
| Name of Employer Company: | |
| Address: ���� �������� 3 , ������ 4659071 | |
| Telephone: 054-4565396 Fax: | |
| E-mail: [email protected] 1 |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.