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May 21, 2026

Airport City Ltd.

8 Granit St., P.O.B. 7313

Petah Tikva, 4951407

Dear Sir/Madam,

Re: Declaration regarding the existence of the required conditions for a director in Airport City Ltd. (the "Company")

For the purpose of my re-appointment as a director of the Company, at the Company's shareholders' meeting, I hereby declare as follows:

1.1 I am able to devote the appropriate time to performing the role of a director in the Company, taking into account, among other things, the special needs of the Company and its size.

1.2 I possess the skills required to perform the role of a director in the Company. For the purpose of my classification as a director with professional competence as this term is defined in the Companies Regulations (Conditions and Tests for a Director with Accounting and Financial Expertise and for a Director with Professional Competence), 2005 ("Professional Competence")¹ in the Company, I hereby declare as follows:

I am the controlling shareholder in the Company (indirectly) and have served as Chairman of the Board since June 2010 and as a director in its subsidiaries. From March 2022 to September 2023 (in the last two months as joint CEO) and from March 27, 2024, to August 6, 2024, I served as the Company's CEO in addition to my role as Chairman of the Board. Furthermore, I am the controlling shareholder and Chairman of the Board in J.H.Q. - Investments Limited Partnership, a reporting entity, and in Equital Ltd., a public company, which are the controlling shareholders in the Company (indirectly) ("Controlling Shareholders") and also serve as a director in its subsidiaries. Additionally, I am the Chairman of the Board in Naphtha Israel Petroleum Corp. Ltd., a public company, and in Isramco Negev 2 (Public) Partnership controlled by the controlling shareholders. My education is high school. In light of my experience, I see myself as having professional competence.

1.3 I have not been convicted by a final judgment of offenses of bribery, offenses of shareholders, managers and employees in a corporation, fraud and forgery offenses, extortion offenses by force or threats (under sections 290 to 297, 392, 415, 418 to 420, and 422 to 428 of the Penal Law, 1977) or offenses of using inside information, using inside information originating from an insider, violation of the provisions of the Securities Law on certain matters, and securities fraud under sections 52C, 52D, 53(a) and 54 of the Securities Law, 1968 ("Securities Law")².

1.4 I have not been convicted by a judgment in a court outside of Israel of offenses of bribery, fraud, corporate manager offenses, or offenses of misuse of inside information².

1.5

I have not been convicted by a judgment in a first-instance court of an offense not listed in subsections 1.3 and/or 1.4 above, which the court determined that due to its nature, severity, or circumstances I am not fit to serve as a director in a public company².

1.6 No enforcement measure (as stated in section 52N of the Securities Law) has been imposed on me by an administrative enforcement committee under Chapter H4 of the Securities Law, under Chapter G2 of the Regulation of Investment Advice, Investment Marketing and Investment Portfolio Management Law, 1995, or under Chapter J1 of the Joint Investment Trust Law, 1994, as applicable, prohibiting me from serving as a director in a company³.

1.7 I am an adult - born in 1958, I have not been declared by a court as legally incompetent under the Legal Capacity and Guardianship Law, 1962, and I have not been declared bankrupt under the Bankruptcy Ordinance [New Version], 1980.

I hereby undertake to notify the Company immediately if any change occurs in my declarations above during my term of office as a director in the Company.
I am aware that this declaration will be published as an appendix to the immediate report regarding the convening of the Company's shareholders' meeting in which my candidacy to serve as a director will be considered, will be kept at the Company's office and will be open for inspection by any person.
I am aware that the submission of my office for approval by the Company's general meeting is based, among other things, on this declaration of mine.
This is my name, this is my signature, and the content of this declaration is true.

Respectfully,

Haim Tsuff, I.D. 055058093

Date: May 21, 2026

1 Defined as a director who meets one of the following conditions: (1) holds an academic degree in one of these subjects: economics, business administration, accounting, law, public administration; (2) holds another academic degree or has completed other higher education studies, all in the field of the company's main business or in a field relevant to the position; (3) has at least five years of experience in one of the following; or has cumulative experience of at least five years in two or more of the following: (a) in a senior position in the field of business management of a corporation with a significant volume of business; (b) in a senior public office or a senior position in the public service; (c) in a senior position in the field of the company's main business.

2 The Companies Law, 1999 ("Companies Law") imposes an obligation on a candidate to serve as a director to disclose to the appointer if they were convicted as stated and the period during which they are prohibited from serving under the periods fixed by law or determined by the court, as applicable, has not yet passed.

3 The Companies Law imposes an obligation on a candidate to serve as a director to disclose to the appointer if the administrative enforcement committee imposed an enforcement measure on them prohibiting them from serving as a director in any public company, and the period determined by the administrative enforcement committee in its decision as stated has not yet passed.

Airport City Ltd.

P.O.B. 7313, 8 Granit St.

Petah Tikva, 4951407

Re: Declaration regarding the existence of the required conditions for a director in Airport City Ltd. (the "Company")

For the purpose of my appointment as a director of the Company, I hereby declare as follows:

1.1 I am able to devote the appropriate time to performing the role of a director in the Company, taking into account, among other things, the special needs of the Company and its size.

1.2 I possess the skills necessary to perform the role of a director in the Company. For the purpose of my classification as a director with accounting and financial expertise as this term is defined in the Companies Regulations (Conditions and Tests for a Director with Accounting and Financial Expertise and for a Director with Professional Competence), 2005 ("Accounting and Financial Expertise") in the Company, I hereby declare as follows:

A. Details of my education and experience:

A. Graduate in Economics and Accounting, Ben-Gurion University; MBA, Tel Aviv University. Certified Public Accountant (accountant).

B. From 2012 until May 2022, I served as Chief Business Manager at Avraham Livnat Ltd. and as VP at Taavura Holdings Ltd. Since May 2022, I have been serving as CFO of the Livnat-Taavura Group.

C. Employed by a corporation controlled by the Livnat family, which holds (with the heirs of the late Benny Gaon) approximately 19.43% of the rights in J.H.Q. - Investments Limited Partnership (a reporting entity), the controlling shareholder of the Company (indirectly) ("J.H.Q.").

D. Serves as a director in: J.H.Q. General Managers Ltd. (the general partner in J.H.Q.), Equital Ltd. (a public company and the controlling shareholder of the Company indirectly), Naphtha Israel Petroleum Corp. Ltd. (a public company), Isramco Negev 2 [Public] Partnership, director in Maman - Cargo Terminals and Handling Ltd. (a reporting entity) and in additional private companies in the Livnat-Taavura Group.

B. In light of my education and experience, I see myself as having high skill and understanding in business - accounting matters and financial statements, in a manner that allows me to deeply understand the Company's financial statements and to stimulate discussion regarding the presentation of financial data.

1.4 I have not been convicted by a judgment in a court outside of Israel of offenses of bribery, fraud, corporate manager offenses, or offenses of misuse of inside information.

1.5

I have not been convicted by a judgment in a first-instance court of an offense not listed in sections 1.3 and/or 1.4 above, which the court determined that due to its nature, severity, or circumstances I am not fit to serve as a director in a public company.

1.7 I am an adult - born in 1965, I have not been declared by a court as legally incompetent under the Legal Capacity and Guardianship Law, 1962, and I have not been declared bankrupt under the Bankruptcy Ordinance [New Version], 1980.

I hereby undertake to notify the Company immediately if any change occurs in my declarations above during my term of office as a director in the Company.
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.3 I am aware that the submission of my office for approval by the Company's general meeting and my classification as a director with accounting and financial expertise in the Company are based, among other things, on this declaration of mine.

.4 I am aware that according to section 241 of the Companies Law, this declaration of mine will be presented at the general meeting where my candidacy to serve as a director will be considered, will be kept at the Company's office, and will be open for inspection by any person. Furthermore, I am aware that this declaration of mine will be published as an appendix to the immediate report regarding the convening of the Company's shareholders' meeting.

.5 I am aware that I will not receive compensation for my service as a director in the Company.

.6 This is my name, this is my signature, and the content of this declaration is true.

Respectfully,

Boaz Mordechai Simons

I.D. 022017990

The Companies Law, 1999 ("Companies Law") imposes an obligation on a candidate to serve as a director to disclose to the appointer if they were convicted as stated and the period during which they are prohibited from serving under the periods fixed by law or determined by the court, as applicable, has not yet passed.
The Companies Law imposes an obligation on a candidate to serve as a director to disclose to the appointer if the administrative enforcement committee imposed an enforcement measure on them prohibiting them from serving as a director in any public company, and the period determined by the administrative enforcement committee in its decision as stated has not yet passed.

May 14, 2026

Airport City Ltd.

8 Granit St., P.O.B. 7313

Petah Tikva, 4951407

Dear Sir/Madam,

Re: Declaration regarding the existence of the required conditions for an independent director in Airport City Ltd. (the "Company")

For the purpose of my appointment as an independent director at the Company's shareholders' meeting, I hereby declare as follows:
1.1 I am able to devote the appropriate time to performing the role of an independent director in the Company, taking into account, among other things, the special needs of the Company and its size.
1.2 I possess the skills required to perform the role of a director in the Company.
1.3 For the purpose of my classification as a director with accounting and financial expertise as this term is defined in the Companies Regulations (Conditions and Tests for a Director with Accounting and Financial Expertise and for a Director with Professional Competence), 2005 ("Accounting and Financial Expertise") in the Company, I hereby declare as follows:

Details of my education and experience: Graduate in Economics and Accounting from Tel Aviv University; MBA from the Heriot-Watt University branch, Edinburgh, Scotland; Certified Public Accountant (accountant); Cyber training (approx. 13 hours) on behalf of CISCO. Member of the Institute of Internal Auditors (IIA) Israel since 2022. Independent consultant in the field of financial accounting and financial management since July 2022. Chief Financial Officer at A.A. Politiv (1999) Ltd. from May 2000 until July 2022. Member of the Audit Committee of the Association for Housing Culture from 2014 onwards; director in the Company from May 2009 to December 2012 (inclusive) and from December 2021 onwards.

1.4 I have not been convicted by a final judgment of offenses of bribery, theft by a manager, obtaining anything by fraud, fraud and forgery offenses, false entry in corporate documents, corporate manager and employee offenses, extortion offenses by force or threats (under sections 290 to 297, 392, 415, 418 to 420, and 422 to 428 of the Penal Law, 1977 or offenses of use of inside information by an insider, use of inside information originating from an insider, violation of Securities Law provisions on certain matters and securities fraud under sections 52C, 52D, 53(a) and 54 of the Securities Law, 1968 ("Securities Law"))².
1.5

I have not been convicted by a final judgment in a court outside of Israel of offenses of bribery, fraud, corporate manager offenses, or offenses of misuse of inside information².

1.6

I have not been convicted by a judgment in a first-instance court of an offense not listed in subsections 1.4 and/or 1.5 above, which the court determined that due to its nature, severity, or circumstances I am not fit to serve as a director in a public company, for the period determined by the court².

1.7

No enforcement measure (as stated in section 52N of the Securities Law) has been imposed on me by an administrative enforcement committee under Chapter H4 of the Securities Law, under Chapter G2 of the Regulation of Investment Advice, Investment Marketing and Investment Portfolio Management Law, 1995, or under Chapter J1 of the Joint Investment Trust Law, 1994, as applicable, prohibiting me from serving as a director in a company³.

1.8

I am an adult - born in 1961, I have not been declared by a court as legally incompetent under the Legal Capacity and Guardianship Law, 1962, and I have not been declared bankrupt under the Bankruptcy Ordinance [New Version], 1980.

1.9

I am not a relative of the controlling shareholder, and neither I nor my relative or my partner or my employer or someone to whom I am subordinate, directly or indirectly, or a corporation in which I am the controlling shareholder, at the time of this declaration or in the two years preceding it, have an affinity to the Company, to the controlling shareholder of the Company or to a relative of the controlling shareholder at the time of this declaration or to another corporation, and in a company that does not have a controlling shareholder or a person holding the control block – also an affinity to someone who is, at the time of appointment, the Chairman of the Board, the General Manager, a substantial shareholder or the highest senior officer in the field of finance.

In this declaration:

"Affinity" - existence of labor relations, existence of business or professional ties generally or control as well as service as an officer, except for service as a director who was appointed to serve as an external director in a company that is about to first offer shares to the public.

"Another corporation" - a corporation whose controlling shareholder, at the time of this declaration or in the two years preceding it, is the Company or the controlling shareholder thereof.

1.10

My other roles and occupations do not create and are not likely to create a conflict of interest with my role as a director in the Company, and do not harm my ability to serve as a director in the Company.

1.11

I do not serve as a director in a company where one of the external directors is a director therein.

1.12

I am not an employee of the Securities Authority and I am not an employee of a stock exchange in Israel.

1.13

Without derogating from the provisions of subsection 1.9 above, neither I, my relative, my partner, my employer, someone to whom I am directly or indirectly subordinate, nor a corporation in which I am the controlling shareholder, have business or professional ties to anyone with whom an affinity is prohibited under the provisions of section 1.9 above, even if such ties are not generally, except for negligible ties, nor have I received consideration in violation of the provisions of section 244(b) of the Companies Law⁴.

1.14 I have not served as a director in the Company for more than nine consecutive years$^{5}$.

1.15 For my service as a director in the Company, I will be entitled to compensation in the amount of the minimum sum granted to an external director in the Company according to the Companies Regulations (Rules Regarding Compensation and Expenses for an External Director), 2000.

5/28/2020 | 9:50:41 AM | v1.2.5

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I hereby undertake to notify the Company immediately in the event of a change in my declarations above, during my term of office as an independent director in the Company.
I am aware that this declaration of mine will be published as an appendix to the immediate report regarding the convening of a general meeting of shareholders of the Company in which my candidacy to serve as a director will be considered, will be kept at the Company's office and will be open for inspection by any person.
I am aware that the submission of my candidacy for the approval of the general meeting of the Company and my classification as a director with accounting and financial expertise are based, inter alia, on this declaration of mine.
This is my name, this is my signature, and the content of this declaration of mine is true.

Sincerely,

Yaron Afek

ID 057235905

2 The Companies Law, 5759-1999 ("Companies Law") imposes an obligation on a candidate to serve as a director, to disclose to the appointer if he was convicted as stated and the period during which he is prohibited from serving has not yet passed according to the periods set by law or set by the court, as the case may be.

3 The Companies Law imposes an obligation on a candidate to serve as a director, to disclose to the appointer if the administrative enforcement committee has imposed on him an enforcement measure prohibiting him from serving as a director in any public company, and the period set by the administrative enforcement committee in its aforementioned decision has not yet passed.

4 Section 244(b) of the Companies Law provides that an external director shall not receive, in addition to the remuneration to which he is entitled and reimbursement of expenses, any consideration, directly or indirectly, for his service as a director in the company; in this regard, the granting of an exemption, an undertaking to indemnify, indemnification or insurance according to the provisions of the Companies Law shall not be seen as consideration.

5 In this regard, a break in service not exceeding two years shall not be seen as breaking the continuity of service.

5/28/2026 | 9:50:42 AM | v1.2.5

AI assistant

Airport City Ltd. Proxy Solicitation & Information Statement 2026

6627_rns_2026-05-28_9e936167-191c-4ca6-8754-a94647ce0142.pdf

Re: Declaration regarding the existence of the required conditions for a director in Airport City Ltd. (the "Company")

AI assistant

Airport City Ltd. — Proxy Solicitation & Information Statement 2026

6627_rns_2026-05-28_9e936167-191c-4ca6-8754-a94647ce0142.pdf

Re: Declaration regarding the existence of the required conditions for a director in Airport City Ltd. (the "Company")

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