Israel Discount Bank : Results of a meeting

Registration no.: 520007030

IMMEDIATE REPORT REGARDING RESULTS OF A MEETING TO APPROVE A TRANSACTION WITH A CONTROLLING SHAREHOLDER AND/OR TO APPROVE A PRIVATE OFFERING AND/OR TO APPROVE THE DUAL APPOINTMENT OF A CHAIRMAN-CEO AND/OR TO APPROVE THE APPOINTMENT OF AN EXTERNAL DIRECTOR

1. At the Meeting that was held on: August 8, 2017, the notice regarding the convening of which was published under report reference: 2017-01-056563

   And the topics on the agenda of which are:

   Serial No.	Type of Transaction/ Topic to be Voted Upon	Summary of the Topic
   1.	Appointment of External Director	Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years.
   2.	Appointment of External Director	Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years.
   3.	Appointment of External Director	Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years.
   4.	Appointment of External Director	Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years.

   The resolutions set forth below were passed:

   1

   Type of transaction/topic to be voted upon: Appointment of External Director

   Summary of the topic: Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years.

   Summary of proposed resolution: To appoint Mr. Aharon Abramovich as a director with the status of external director, as defined in the Companies Law, for a period of three years. The service commencement date shall be after receiving the consent or non-objection of the Supervisor of Banks, and taking heed of that stated in section 2.1.7 of the General Meeting Call Report regarding the commencement of service order of the elected directors.

   The Meeting resolved: to adopt the resolution

   Number of shares/securities that participated in the vote: 711,905,067

   Number of shares/securities that voted in favor: 661,974,320

   Number of shares/securities that participated in the vote, and that were not classified as shares of

   shareholders with a personal interest/as shares that are not of controlling shareholders or of shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 711,057,279 of which 661,126,533 voted in favor of approving the transaction and 49,930,746 voted against approving the transaction. Number of shares that participated in the vote, and that were not classified as shares of controlling shareholders of the Company/as shares of shareholders with a personal interest in adopting the resolution: 711,057,279 of which 661,126,533 voted in favor of approving the transaction Number of shares/securities that voted against: 49,930,746 Percentage of votes cast in favor of approving the transaction out of the total voters who are not shareholders with a personal interest in the transaction/who are not controlling shareholders or shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 92.98% Percentage of votes cast in favor of approving the transaction out of the total voters who are not controlling shareholders of the Company/who are not shareholders with a personal interest in adopting the resolution: 92.98% Percentage of voters against out of the total voting rights of the Company: 4.29%

   2 Type of transaction/topic to be voted upon: Appointment of External Director Summary of the topic: Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years. Summary of proposed resolution: To appoint Mr. Baruch Lederman as a director with the status of external director, as defined in the Companies Law, for a period of three years, from November 27, 2017, this being subject to receiving the consent or non-objection of the Supervisor of Banks. The Meeting resolved: to adopt the resolution Number of shares/securities that participated in the vote: 711,893,919 Number of shares/securities that voted in favor: 648,700,391 Number of shares/securities that participated in the vote, and that were not classified as shares of shareholders with a personal interest/as shares that are not of controlling shareholders or of shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 711,893,919 of which 648,700,391 voted in favor of approving the transaction and 63,193,528 voted against approving the transaction. Number of shares that participated in the vote, and that were not classified as shares of controlling shareholders of the Company/as shares of shareholders with a personal interest in adopting the resolution: 711,893,919 of which 648,700,391 voted in favor of approving the transaction Number of shares/securities that voted against: 63,193,528 Percentage of votes cast in favor of approving the transaction out of the total voters who are not shareholders with a personal interest in the transaction/who are not controlling shareholders or shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 91.12%

   Percentage of votes cast in favor of approving the transaction out of the total voters who are not controlling shareholders of the Company/who are not shareholders with a personal interest in adopting the resolution: 91.12% Percentage of voters against out of the total voting rights of the Company: 5.43%

   3 Type of transaction/topic to be voted upon: Appointment of External Director Summary of the topic: Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years. Summary of proposed resolution: To appoint Mr. Yehuda Levi as a director with the status of external director, as defined in the Companies Law, for a period of three years, from November 27, 2017, this being subject to receiving the consent or non-objection of the Supervisor of Banks. The Meeting resolved: not to adopt the resolution Number of shares/securities that participated in the vote: 710,422,468 Number of shares/securities that voted in favor: 491,923,411 Number of shares/securities that participated in the vote, and that were not classified as shares of shareholders with a personal interest/as shares that are not of controlling shareholders or of shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 710,422,468 of which 491,923,411 voted in favor of approving the transaction and 218,519,056 voted against approving the transaction. Number of shares that participated in the vote, and that were not classified as shares of controlling shareholders of the Company/as shares of shareholders with a personal interest in adopting the resolution: 710,422,468 of which 491,923,411 voted in favor of approving the transaction Number of shares/securities that voted against: 218,519,056 Percentage of votes cast in favor of approving the transaction out of the total voters who are not shareholders with a personal interest in the transaction/who are not controlling shareholders or shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 69.24% Percentage of votes cast in favor of approving the transaction out of the total voters who are not controlling shareholders of the Company/who are not shareholders with a personal interest in adopting the resolution: 69.24% Percentage of voters against out of the total voting rights of the Company: 18.77%

   4 Type of transaction/topic to be voted upon: Appointment of External Director Summary of the topic: Appointment of an external director, as defined in the Companies Law, 5759-1999, for a period of three years. Summary of proposed resolution: To appoint Mr. Dan Efrony as a director with the status of external director, as defined in the companies Law, for a period of three years. The service commencement date shall be after receiving the consent or non-objection of the Supervisor of Banks, and taking heed of that

   stated in section 2.1.7 of the General Meeting Call Report regarding the commencement of service order of the elected directors.

   The Meeting resolved: to adopt the resolution

   Number of shares/securities that participated in the vote: 496,766,721

   Number of shares/securities that voted in favor: 349,380,613

   Number of shares/securities that participated in the vote, and that were not classified as shares of shareholders with a personal interest/as shares that are not of controlling shareholders or of shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 496,766,721 of which 349,380,613 voted in favor of approving the transaction and 147,386,108 voted against approving the transaction.

   Number of shares that participated in the vote, and that were not classified as shares of controlling shareholders of the Company/as shares of shareholders with a personal interest in adopting the resolution: 496,766,721 of which 349,380,613 voted in favor of approving the transaction

   Number of shares/securities that voted against: 147,386,108

   Percentage of votes cast in favor of approving the transaction out of the total voters who are not shareholders with a personal interest in the transaction/who are not controlling shareholders or shareholders with a personal interest in approving the appointment, other than a personal interest that does not result from ties with the controlling shareholder: 70.33%

   Percentage of votes cast in favor of approving the transaction out of the total voters who are not controlling shareholders of the Company/who are not shareholders with a personal interest in adopting the resolution: 70.33%

   Percentage of voters against out of the total voting rights of the Company: 12.66%

2. Resolutions of the Meeting regarding other topics that were on the agenda:

   Topic 1.2 - To approve a dividend for 2017 at the rate of 6% to the holders of 40,000 cumulative preference shares, with a par value NIS 0.00504 each. The dividend is in the amount of GBP 24,000, and it is expected to be paid on December 31, 2017.

   Topic 1.3 - To reappoint Ziv Haft as independent auditors and Somekh Chaikin as independent auditors and to authorize the Bank's Board of Directors to fix the fees of the independent auditors.

   Topic 1.4.1 - To appoint Ms. Iris Avner as a director with the status of external director, as defined in Proper Conduct of Banking Business Directive No. 301, for a period of three years. The service commencement date shall be after receiving the consent or non-objection of the Supervisor of Banks, and taking heed of that stated in section 2.1.7 of the General Meeting Call Report regarding the commencement of service order of the elected directors.

   Topic 1.4.2 - Not to appoint Mr. Arie Orlev as a director with the status of external director, as defined in Proper Conduct of Banking Business Directive No. 301, for a period of three years, from December 2, 2017, this being subject to receiving the consent or non-objection of the Supervisor of Banks.

3. Details of those voting at the Meeting that are institutions, interested parties or senior officers:

   The Hebrew original of this report included voting details in regard to institutional investors

4. This report is submitted further to the report(s) listed below: