Result of AGM

RNS Number:1027P
Kidron Industrial Holdings Ld
07 January 2007

                   Kidron Ltd. Public Company No. 52-004048-6
                          (Hereinafter: the "Company")

                                    Protocol

                         Of the Annual General Meeting
                       Of the Shareholders of the Company
           Which took place on Sunday, December 17, 2006 at 9:30 a.m.

Participants:

Name of shareholder       Registered       Nominal Value        %                 By means of:
Michael Zuz          Registration company 60,491,039       33.76       By means of proxy + proxy letter +
                                                                       Bank Leumi ownership confirmation
Kidron Management    Registration company 65,694,103       36.66       Proxy letter + Benleumi ownership
and Holdings                                                           confirmation
Rami Mardor          Registration company 8,941,963        4.99        Proxy letter + Mizrahi Tefahot
                                                                       ownership confirmation
Schwartz Boaz        Registration company 8,941,963        4.99        Proxy letter + Hapoalim ownership
                                                                       confirmation



Total:                                    144,069,068      80%





Additional participants included:



Advocate Ran Dimant



Michal Kanor-Amir, as proxy of Michael Zuz



Appointed as Chairman of the Meeting: Michal Kanor-Amir, as proxy of Michael
Zuz.



Resolved, to approve the following resolutions as ordinary resolutions of the
Company:



 1. Extension of appointment of the Company's auditing accountant: extension of
    tenure of Fahan Kanne & Co. accounting firm, which serve as the auditors of
    the Company, and to authorize the Board of Directors of the Company to
    determine their fees.



 2. Appointment of directors: the re-appointment of Messieurs Michael Zuz, Ofer
    Tzimchi, Aryeh Shor and Roi Machnes for an additional period to serve as
    directors of the Company, and the appointment of Mr. Ami Bam as director in
    the Company.





Resolved, to approve the following resolutions as resolutions requiring a
special majority of the shareholders of the Company:



 3. The appointment of an external director for an additional period of service:
    the appointment of Ms. Bilha Sova for an additional period to serve as
    external director pursuant to Section 245(B) of the Companies Law 5759-1999
    (hereinafter: the "Companies Law").



In addition, the Company's annual financial statements as of December 31, 2005,
were presented, as well as the report issued by the Board of Directors of the
Company on the state of affairs of the Company as of December 31, 2005.





Details of the vote in Sections 1 and 2:


                            For                               Against          Did not participate


Michael Zuz
Rami Mardor
Kidron Management and Holdings (1961) Ltd.
Boaz Schwartz

Total:

          144,069,068


Details of the vote in Section 3:


           For                     Against              Abstained            Did not participate
Rami Mardor                                                           Michael Zuz
Boaz Schwartz                                                         Kidron Management and Holdings
                                                                      (1961) Ltd.


Total:
                                                                      Total:
          17,883,926
                                                                                126,185,142


Michal Kanor-Amir, Chairman of the Meeting




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