7A. Major Shareholders
The following table sets forth certain information with respect to the beneficial ownership of our ordinary shares as of December 31, 2002 with respect to each person who we believe to be the beneficial owner of 5% or more of our ordinary shares. Except where otherwise indicated, we believe, based on information furnished to us by the principal shareholders, that the beneficial owners of the ordinary shares listed below have sole investment and voting power with respect to such ordinary shares. None of our major shareholders has any different voting rights than any other shareholder.
Number of Percent of ordinary shares outstanding
Name and address
Hutchison Whampoa Limited(1)
22/F Hutchison House
10 Harcourt Road
Central, Hong Kong owned
77,377,051 owned
42.61%
22,134,777 Elbit Ltd.(2)
3 Azrieli Center
42nd floor, Tel Aviv 67023
Eurocom Communications Ltd.(3)
2 Dov Friedman Street
17,793,548
12.19%
9.80%
Ramat Gan 52141
Israel
Matav-Cable Systems Media Ltd.(4)
42 Pinkas Street
13,494,539 7.43%
Netanya 42134 Israel
(1) Hutchison Whampoa Limited, a company listed on the Hong Kong Stock Exchange and traded on the London Stock Exchange, owns Partner shares through two indirect subsidiaries,
Advent Investments Pte Ltd (“Advent”) and Hutchison Telecommunications (Amsterdam)
B.V. (“HTA”) which own 34.48% and 8.13%, respectively, of the ordinary shares of Partner.
Advent, incorporated in Singapore, is an indirect wholly owned subsidiary of Hutchison
Whampoa Limited, through a chain of wholly owned subsidiaries as follows: Advent is owned by Amber International Holdings Inc., which is owned by
Hutchison Telecommunications Limited, which is owned by Hutchison International Limited, which is owned by Hutchison Whampoa Limited. HTA, incorporated in the Netherlands, is a wholly-owned subsidiary of Hutchison Whampoa Limited through a chain of wholly-owned subsidiaries (unless specified otherwise) as follows: HTA is owned by Hutchison 3G Europe
Investments S.a.r.l., which is owned by Hutchison Whampoa Europe Investments S.a.r.l., which is 98.98%, 0.51% and 0.51% owned by Auditorium Investments 1 S.a.r.l., Auditorium
Investments 2 S.a.r.l. and Auditorium Investments 3 S.a.r.l. respectively, all of which are owned by New Millennium Corp., which is owned by Ommaney Limited, which is owned by
Hutchison Whampoa International (00/03) Limited, which is owned by Hutchison
Telecommunications Limited, which is owned by Hutchison International Limited, which is owned by Hutchison Whampoa Limited. By virtue of interests in relation to Hutchison
Whampoa Limited, Cheung Kong (Holdings) Limited, Li Ka-Shing Unity Holdings Limited,
Li Ka-Shing Unity Trustee Company Limited as trustee of The Li Ka-Shing Unity Trust, Li
Ka-Shing Unity Trustee Corporation Limited as trustee of The Li Ka-Shing Unity
Discretionary Trust and Li Ka-Shing as owner of more than one third of the issued share capital of Li Ka-Shing Unity Holdings Limited are each taken as interested in the Partner shares held by Hutchison Whampoa Limited by virtue of the provisions of the Securities
(Disclosure of Interests) Ordinance, Cap. 396 of the laws of Hong Kong.
(2) Elbit Limited owns Partner shares through its wholly owned subsidiary, Elbit.COM Limited.
Elbit Limited is wholly owned by Elron Electronic Industries Ltd. The principal shareholders of Elron are Discount Investment Corporation Ltd. (“DIC”), mutual and/or provident funds

managed by Bank Leumi (“Bank Leumi Group”) and the Clal Insurance Group. DIC held approximately 38.52% of the voting power of Elron. Bank Leumi Group and the Clal
Insurance Group, held approximately 8.39% and 2.69%, respectively, of the voting power of
Elron.
IDB Holding Corporation Ltd. (“IDBH”) is the parent of IDB Development Corporation Ltd.
(“IDBD”), which in turn is the parent of DIC, which in turn is the parent of PEC Israel
Economic Corporation (“PEC”). The Recanati family holds, through three private companies
(the “Private Companies”) approximately 51.7% of the outstanding share capital and voting rights of IDBH. The Private Companies may be deemed to be controlled by Oudi Recanati,
Leon Y. Recanati, Judith Yovel Recanati and Elaine Recanati. Elaine Recanati is the aunt of each of Oudi Recanati, Leon Y. Recanati, and Judith Yovel Recanati. Leon Y. Recanati and
Judith Yovel Recanati are siblings and Oudi Recanati is their cousin. Leon Y. Recanati is
Chairperson of IDBH, IDBD and DIC. These persons may be deemed to share the power to vote and dispose of Elron’s shares owned by DIC. On or about May 23, 2002, the Private
Companies signed an agreement to sell their approximately 51.7% of the share capital of
IDBH Ltd. to a group comprising Ganden Holdings Ltd., Ganden Investments IDB Ltd.,
Maskit-Man Ltd. (a company owned by the Yitzhak and Ruth Manor family) and Avraham
Livnat Investments (2002) Ltd. The agreement is subject to the fulfillment of conditions precedent and to the receipt of various approvals, including approvals at the general meetings of the shareholders of the Private Companies, and to approvals required by law. The agreement also contains various provisions that make it possible for the Private Companies and the purchasers to cancel the agreement.
(3) Eurocom Communications Ltd. owns 9.92% of the ordinary shares of Partner. Of these, it owns 9.80% directly, and an additional 0.12% indirectly through its wholly owned subsidiary
Tapuz Cellular Systems Ltd. Eurocom Communications Ltd. is owned by Eurocom Holdings
(1979) Ltd. (50.33%), Shaul Elovitch (0.66%) and Arison Investments Ltd. (49%). Eurocom
Holdings (1979) Ltd. is owned by Shaul Elovitch (80% of the ordinary shares and 75% of the management shares) and Joseph Elovitch (20% of the ordinary shares and 25% of the management shares). Arison Investments Ltd. is a wholly owned subsidiary of Arison
Holdings (1998) Ltd. Arison Holding (1998) Ltd. is owned by the late Ted Arison Trust for
Shari Arison (33.74%), the late Ted Arison Trust for Mickey Arison (25.3%), the late Ted
Arison Trust for Lin Arison (25.3%), Shlomo Nehama (14.88%), and by Arison Investments
Ltd. (0.77%).
(4) Matav-Cable Systems Media Ltd. (“Matav”), a company quoted on Nasdaq and listed in the Tel
Aviv Stock Exchange, owns Partner’s shares through its wholly owned subsidiary, Matav
Investments Ltd. Matav is owned by Dankner Investments Ltd. (47.74% equity, 49.96% voting),
Ma’ariv Electronic Communications (15.09% equity, 15.79% voting) and by its directors and officers (as a group, 12.65% equity, 13.67% voting). The remaining 20.07% of the shares in
Matav are held by the public. Dankner Investments is a publicly held company, whose securities are traded on the Tel Aviv Stock Exchange, controlled by members of the Dankner and Gineo families (who collectively hold approximately 88.08% of Dankner Investments’ issued share capital). Members of the Dankner and Gineo families are parties to the shareholders agreement in
Dankner Investments, concerning the voting of their respective shares in coordination with the parties to the agreements. Each member of the Dankner and Gineo families who is a party to the
Dankner Investments shareholders’ agreement could be deemed to be beneficial owners of all of the shares of Matav owned by Dankner Investments, but they disclaim beneficial ownership of such shares. On July 30, 1998, Dankner Investments reached an agreement with Mr. Hanania
Gibstein, Mr. Shimon Cheifetz and Mr. Eli Cheifetz all shareholders of Matav, according to which Mr. Gibstein and Messrs. Cheifetz agreed not to sell their shares in Matav without the consent of Dankner Investments. Dankner Investments agreed not to sell its shares in Matav without allowing Mr. Gibstein and Messrs. Cheifetz to take part in the sale and Mr. Gibstein and
Messrs. Cheifetz agreed to join the sale of all or most of Dankner Investment’s shares of Matav.
This agreement is subject to the Matav Shareholders’ Agreement. In July 2002, the parties to the
Matav Shareholders Agreement entered into an agreement amending the Matav Shareholders
Agreement (the “Amendment”). Under the Amendment, Ma’ariv ceased to be a party to the
Matav Shareholders Agreement and has no right or obligation in connection with the Matav
Shareholders Agreement or the Amendment. In Addition, pursuant to the Amendment, if Messrs.

Cheifetz shall not have a right to nominate a director to the Board of Directors of Matav, on account of the number of original shares held by him, the parties shall act to nominate a director to the Board of Directors of Matav designated by Messrs. Cheifetz, provided that the number of original shares held by Messrs. Cheifetz shall be at least 60% of the number of original shares required in order to have a right to nominate one director of Matav. Dankner Investments shall not be obligated to act according to the above, if as a result the number of directors of Matav nominated by Dankner Investments shall not constitute the majority of directors of Matav (the director designated by Messrs. Cheifetz shall not be considered a director nominated by Dankner
Investments).
Before our October 1999 initial public offering, the ownership of our outstanding ordinary shares by our founding shareholders, on a percentage basis, was as follows: Matbit Telecommunication Systems
Ltd. owned 33.066%; Matav Investments Ltd. owned 3.76%; Advent Investments Pte Ltd. owned
46.674%; and Tapuz Cellular Systems Limited Partnership owned 16.5%. In January 2002, Tapuz
Cellular Systems Limited Partnership was dissolved and its holdings in Partner were transferred to its limited partners, Eurocom Communications Ltd., Polar Communications Ltd. and Tapuz Cellular
Systems Ltd., a wholly owned subsidiary of Eurocom, pro rata their previous interests in the partnership. On April 24, 2002 Matav Investments Ltd. sold to Hutchison Telecommunications
(Amsterdam) BV, an indirect wholly owned subsidiary of Hutchison Whampoa Limited, 5,044,667 ordinary shares of Partner and Matbit Telecommunication Systems Ltd. sold to Hutchison
Telecommunications (Amsterdam) BV 8,734,001 ordinary shares of Partner, which aggregate number of 13,778,668 ordinary shares comprise approximately 7.7% of Partner’s issued share capital. On
December 2, 2002, the holdings of Matbit Telecommunication Systems Ltd. in Partner were transferred to its shareholders, Elbit.COM Ltd. and Matav Investments Ltd., pro rata to their previous interest in
Matbit Telecommunication Systems Ltd. During 2002, two of our shareholders, MFS Investments
Management and T. Rowe Price Associates, Inc., who had previously held 7.22% and 5.70% of our ordinary shares, reduced their holdings to less than 5% each. There have been no other significant changes in the ownership of our outstanding ordinary shares, on a percentage basis, by our major shareholders since our inception.
On December 31, 2002, 16,782,299 ADSs (equivalent to 16,782,299 ordinary shares or approximately 9.24% of the total outstanding ordinary shares) were outstanding and held of record by
21 registered holders in the United States. Additionally, at December 31, 2002, there were approximately nine holders of record of our ordinary shares. Of these holders, none had a registered address in the United States, although certain accounts of record with registered addresses other than in the United States may hold our ordinary shares, in whole or in part, beneficially for United States persons. We are aware that many ADSs and ordinary shares are held of record by brokers and other nominees and accordingly the above numbers are not necessarily representative of the actual number of persons who are beneficial holders of ADSs and ordinary shares, or the number of ADSs and ordinary shares beneficially held by such persons.
As far as we know, we are not directly or indirectly owned or controlled by another corporation or by any government, and there are no arrangements that might result in a change in our control.