EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

THE REAL BROKERAGE INC.

 

Report of Voting Results

Annual General and Special Meeting of Shareholders held on

May 30, 2025

Report of Voting Results

 

In accordance with section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations, this report briefly describes the matters voted upon and the outcome of the votes at the annual general and special meeting of shareholders (the “Meeting”) of The Real Brokerage Inc. (the “Company”) held on May 30, 2025. Shareholders holding an aggregate of 134,968,883 common shares of the Company (the “Common Shares”) (representing 65.75% of the outstanding Common Shares as of the record date for the Meeting) were present or represented by proxy at the Meeting. Each of the matters set out below is described in greater detail in the Company’s Management Information Circular dated April 7, 2025 (the “Circular”), which is available on SEDAR+ at www.sedarplus.ca.

 

Matters Voted Upon at the Meeting

 

Number of Directors

 

At the Meeting, the shareholders passed a motion that the number of directors of the Company be set at eight (8) directors, to hold office until the next annual meeting of shareholders.

 

Votes For   % of Voted   Votes Against   % of Voted 
 134,025,315    99.30%   943,568    0.70%

 

Election of Directors

 

At the Meeting, management of the Company presented to the shareholders its nominees for directors. Each of the eight nominees in the Circular were elected to serve until the next annual meeting of shareholders of the Company or until a director’s successor is elected or appointed, unless such office is earlier vacated in accordance with the articles of the Company. The percentage of votes cast “for” or “withheld” from the vote are set forth below opposite the name of each elected director based on proxies and votes received at the Meeting. The following individuals were elected as directors until the next annual general meeting of the Company or until their successors are elected or appointed.

 

Director Nominee  Votes For   % of Voted   Votes Withheld   % of Voted 
Tamir Poleg   66,425,893    99.53%   313,349    0.47%
Vikki Bartholomae   66,500,383    99.64%   238,859    0.36%
Guy Gamzu   65,766,325    98.54%   972,917    1.46%
Larry Klane   65,516,096    98.17%   1,223,146    1.83%
Atul Malhotra, Jr.   66,158,371    99.13%   580,871    0.87%
Laurence Rose   64,778,586    97.06%   1,960,655    2.94%
Susanne Greenfield Sandler   66,593,441    99.78%   145,801    0.22%
Sharran Srivatsaa   66,593,047    99.78%   146,195    0.22%

 

 
 

 

Re-appointment of Auditors

 

At the Meeting, the shareholders re-appointed Brightman Almagor Zohar & Co., Certified Public Accountants (a firm in the Deloitte Global Network), as the Company’s auditors and authorized the directors to fix the auditors’ remuneration. The percentage of votes cast “for” or “withheld” from the vote are set forth below based on proxies and votes received at the Meeting.

 

Outcome   Votes For   % of Voted   Votes Withheld   % of Voted 
 Approved    134,250,477    99.47%   718,406    0.53%

 

To pass an ordinary resolution confirming and approving the 2025 Stock Incentive Plan of the Company

 

At the Meeting, the shareholders voted to pass an ordinary resolution, the full text of which is set forth in the Circular, confirming and approving the 2025 Stock Incentive Plan of the Company. The percentage of votes cast “for” or “against” from the vote are set forth below based on proxies and votes received at the Meeting.

 

Outcome   Votes For   % of Voted   Against   % of Voted 
 Approved    53,498,130    80.16%   13,241,087    19.84%

 

To pass an ordinary resolution to ratify and approve the Company’s Advance Notice Policy

 

At the Meeting, the shareholders voted to pass an ordinary resolution, the full text of which is set forth in the Circular, to ratify and approve the Company’s Advance Notice Policy. The percentage of votes cast “for” or “against” from the vote are set forth below based on proxies and votes received at the Meeting.

 

Outcome   Votes For   % of Voted   Against   % of Voted 
 Approved    51,066,694    76.52%   15,672,524    23.48%