| Tel Aviv-Jaffa District Court | |
| Civil Case 83136-07-25 Gefen Technologies E.A. Ltd. v. Poly-Bit Insurance Agency (2011) Ltd. et al.
External File: 30 November 2025 |
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| Before | The Honorable Associate Judge Yehudit Shevach | |
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Asking |
Gefen Technologies E.A. Ltd. By Adv. Ido Kossosser, Reut Gal Gendler, Daniel Idan |
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Against
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Respondents |
1. Poly-Bit Insurance Agency (2011) Ltd. Respondent 1 by Attorney Yitzhak Junger and Yishai Meirsdorf 2. Amit Ofri 3. Nir Ofri 4. Nitzan Schmeiser
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| Decision
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The Applicant, a private company owned by a company traded on the Australian Stock Exchange, petitions for the appointment of an arbitrator to hear the dispute that arose between it and the Respondents.
- In the background, a merger transaction whereby the Applicant acquired a technology company (hereinafter - Geffen) shares of respondent No. 1, an insurance agency (hereinafter - Polybit), in exchange for the allocation of shares in Gefen International A.E. Ltd., which is Geffen's parent company traded on the stock exchange ASX in Australia (hereinafter - Parent Company). As part of the merger transaction, two brothers and sisters, children of Mr. Reuven Ofri, who will be discussed later, were signed between Geffen - and respondents 2, 3 and 4, who are registered as shareholders in Polybit (hereinafter - Respondents or Respondents 2-4 ) - On the other hand, three agreements:
SHARE PURCHASE OPTION AGREEMENT
SHARE PUCHASE AGREEMENT
and the "Shareholders Agreement" (hereinafter collectively - the three agreements)
On August 4, 2021, in accordance with clause 7 of the shareholders' agreement, a fourth agreement was signed, this time between Geffen and Polybit, a loan agreement whereby Geffen lends Polybit $1,000,000 in an interest-free loan that is supposed to be repaid in monthly installments over a period of five years starting in November 2021. (hereinafter - Loan Agreement)
- The three agreements include an arbitration clause titled "Dispute Resolutions" Which is its wording:
"Any dispute between the Parties with regards to the operations of the Company or the provisions of this Agreement shall be resolved under a mediation proceeding… In the event of failure to resolve the dispute through mediation… the parties in dispute shall commence an arbitration proceeding… in accordance with the Arbitration Law, 1968 and the Laws of the State of Israel" (Articles 4.51, 11.5, and 9.5 respectively).
The loan agreement does not have an arbitration clause, but rather a unique jurisdiction clause according to which: