1 BANK LEUMI LE- ISRAEL B.M Registrar Number: 520018078 To To T460 (Public) Israel Securities Authority The Tel Aviv Stock Exchange LTD. Transmitted on Magna: August 28, 2017 www.isa.gov.il ww.tase.co.il Reference: 2017-01-074968 Immediate Report on General Assembly Regulation 36B (A) and (D), and Regulation 36C of the Securities Regulations (Periodic and Immediate Reports), 1970 Explanation: If one of the issues on the meeting’s agenda is approval of a deal with a controlling shareholder or approval of an irregular proposal, then Form T-133 or Form T-138 must be filled out respectively, following which reporting must also be done on this form. Is there an option to vote through the electronic voting system: Yes Note: The option to select this field is only for corporations that are not registered in Israel. The Corporation Announces: Convening a Meeting Note: in case of change in the assembly date (postponement or advancement), select "postponement of assembly" or "postponement by court". The reference number of the last notification of the meeting is __________, which was scheduled for __________. Reason for postponement or cancellation: _________ _________ Explanation: the reference number of the most recent notification of the convening or postponement of the meeting must be referenced. 1. Security Type Stock Name of Entitling Security: BLL Common Stock NIS 1 Security number at the Stock Exchange, entitling the holder to participate in the meeting 604611 Ex-Dividend Date for entitlement to participate and vote in the meeting: September 4, 2017 Explanation: if a meeting is required for more than one security number, then a T-460 must be reported for each additional security separately. Reports in which additional security numbers will be specified, shall necessitate the sending of a corrective report 2. On Date: August 28, 2017 2 A decision was made to Convene a Meeting Annual Meeting _________ , Which shall convene on Thursday Date: October 3, 2017 Time: 14:00 At the following address: Lin House, Yehuda Halevy 35, Tel Aviv. 3. Agenda: Explanation: The numbering of the issues on the agenda shall be in accordance with the order of their appearance on the meeting invitation report, if such is attached as a file. Issues/resolutions to be tabled at the meeting: 1 Issue / resolution and its details: Discussion on the financial statements and Board of Directors report of the Bank for the year ended December 31, 2016. For additional details, see section 1.1 of the immediate report on convening of annual general assembly, enclosed to this form (hereinafter: "the Immediate Report"). Declaration: There is no proper field for classification. Note: A value from this table determines the wording of the shareholder’s declaration in the Internet voting system. For the conversion table, press here Reference to the most recent report on approving an individual motion (T-138): _________ No Deal between the company and a controlling shareholder as per clauses 275 and 320(F) of the Companies Law. Reference to the most recent report on that issue (T-133): _________ Explanation of the clause in the Companies Law or in the Securities Law or in another law for approving the resolution According to Section 60(B) of the Companies Law ("the Companies Law") Explanation: In a deal with a controlling shareholder, which does not match any field in the table of the legal clauses, select the field: “Declaration: A suitable field for the classification does not exist” and select “Yes” for a deal with a controlling shareholder. Only in the case of a bonds meeting, or if this does not refer to a deal with a controlling shareholder, and no suitable field could be found in the table, an explanation is required and a detailing of the relevant legal clauses under which a decision is required. Does this issue require disclosure of a relationship or other characteristic of the voting shareholder: No. Note: these values may be selected only in case the statement: “Declaration: there is no field matching the classification” was checked in the previous table and if this does not refer to a transaction between the company and its controlling shareholder. 3 _________ In case of a bonds meeting It was decided that a different issue exists: _________ Detailing of the other issue _________ Note: detailing of the other issue determines the wording of the shareholder’s declaration, which will be included in the Internet voting system. The question shall be worded in such a way that it will require a “Yes/No” type answer. The question will appear in the voting system next to the decision on the agenda and the voter shall have the possibility of choosing between “Yes” and “No” and the voter shall be given the possibility to add details in case the answer is “Yes”. It was decided to require further details from the holders: _________ Detailing of the additional details required from the holders or the method of convening the meetings (in case of a meeting according to 350): _________ Note: This field determines the wording of the requirement for further details, which will be included in the Internet voting system. The voter shall have the possibility of adding the details in a free text-type field. Amendment of disclosure A negligible amendment or an amendment which stands only to credit the company compared with the wording of the resolution as detailed in the last report Was struck from the agenda The issue was discussed in a previous meeting The issue has been added to the agenda under court order The issue has been added to the agenda in accordance with regulation 5B of the Companies Regulations (notice and an advert of a general meeting and a class meeting in a public company and addition of an issue to the agenda), 5760-2000. Explanation: After the Ex-Dividend Date, it shall not be possible to make any amendments to the decision except for an amendment of the terms of the deal, which benefits the company or for a negligible amendment. In addition, after the Ex-Dividend Date it shall not be possible to add new issues to the agenda except under court order or in accordance with regulation 5B of the notification and advertising regulations The motion on the agenda is being brought for reporting only Type of majority required for approval Simple majority _________ Will the holdings of the controlling shareholder of the corporation provide the controlling shareholder with the majority required to adoption of the proposed resolution on this matter? ________ 4 2 Issue / resolution and its details: To re-appoint Somekh Chaikin, CPAs (KPMG) and Kost Forrer Gabbay & Kasierer CPAs (EY) as joint auditors of the Bank, for a period commencing on the date of approval by the current annual general assembly and until the end of the subsequent annual general assembly of the Bank, and to authorize the Bank's Board of Directors to determine their remuneration. In addition, reporting as to their remuneration. For further details on the reappointment of the auditors firms, see clause 1.2 of the immediate report. Declaration: There is no proper field for classification. Note: A value from this table determines the wording of the shareholder’s declaration in the Internet voting system. For the conversion table, press here Reference to the most recent report on approving an individual motion (T-138): _________ No Deal between the company and a controlling shareholder as per clauses 275 and 320(F) of the Companies Law. Reference to the most recent report on that issue (T-133): _________ Explanation of the clause in the Companies Law or in the Securities Law or in another law for approving the resolution Sections 154(B) and 165 of the Companies Law. Explanation: In a deal with a controlling shareholder, which does not match any field in the table of the legal clauses, select the field: “Declaration: A suitable field for the classification does not exist” and select “Yes” for a deal with a controlling shareholder. Only in the case of a bonds meeting, or if this does not refer to a deal with a controlling shareholder, and no suitable field could be found in the table, an explanation is required and a detailing of the relevant legal clauses under which a decision is required. Does this issue require disclosure of a relationship or other characteristic of the voting shareholder: No. Note: these values may be selected only in case the statement: “Declaration: there is no field matching the classification” was checked in the previous table and if this does not refer to a transaction between the company and its controlling shareholder. _________ In case of a bonds meeting It was decided that a different issue exists: _________ Detailing of the other issue _________ Note: detailing of the other issue determines the wording of the declaration, which will be included in the Internet voting system. The question shall be worded in such a way that it will require a “Yes/No” type answer. The question will appear in the voting system next to the decision on the agenda and the 5 voter shall have the possibility of choosing between “Yes” and “No” and the voter shall be given the possibility to add details in case the answer is “Yes”. It was decided to require further details from the holders: _________ Detailing of the additional details required from the holders or the method of convening the meetings (in case of a meeting according to 350): _________ Note: This field determines the wording of the requirement for further details, which will be included in the Internet voting system.