Doral Group Renewable Energy Resources Ltd. — Proxy Solicitation & Information Statement 2026

Jun 1, 2026

This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

Doral Group Renewable Energy Resources Ltd

(hereinafter: "the Company")

Voting Paper - Part One

Companies Regulations (Voting in Writing and Position Notices), 5766-2005 (hereinafter: "the Regulations")

1. Meeting Type: Annual General Meeting of the Company's shareholders.
2. Meeting Date: Wednesday, July 8, 2026, at 15:00.
3. Meeting Location: The Company's offices at 6 HaHilazon St., Ramat Gan.
4. Details of the agenda items for which voting can be performed via the voting paper:

4.1. Termination of the tenure of the Company's auditor, Ziv Haft - BDO, and appointment of KPMG - Somekh Chaikin as the Company's auditor

It is proposed to terminate the tenure of the current auditor and to appoint the firm KPMG Somekh Chaikin until the date of the Company's next annual meeting.

For further details, see Section 2.2 of the summoning report to which this voting paper is attached (hereinafter: "the Summoning Report").

Language of the Proposed Resolution (hereinafter: "Resolution No. 1"): "To approve the termination of the tenure of the Company's auditor, Ziv Haft - BDO, and to appoint KPMG - Somekh Chaikin as the Company's auditor, until the date of the next annual general meeting."

4.2. Re-appointment of the directors and the Chairman of the Board of the Company

It is proposed to re-appoint the serving directors on the Company's Board (except for the external directors) until the end of the next annual meeting: Mr. Doron (Dori) Davidovich (Chairman of the Board), Alon Kessel, Dov Goldman, Peleg Davidovich, and Orit Stav (independent director). For additional details in accordance with Regulation 26 of the Securities Regulations (Periodic and Immediate Reports), 5730-1970 regarding the directors listed above, see the chapter on additional details about the Company included in the Periodic report for 2025.

The declarations of the said directors, as required by Section 224B of the Companies Law, are attached as an appendix to the Summoning Report. It should be noted that the vote for each director will be conducted separately.

For further details, see Section 2.3 of the Summoning Report.

Language of the Proposed Resolution ("Resolution No. 2"): "To approve the re-appointment of the Chairman of the Board Doron (Dori) Davidovich, for a period ending at the conclusion of the Company's next annual meeting."

Language of the Proposed Resolution ("Resolution No. 3"): "To approve the re-appointment of Alon Kessel as a director of the Company, for a period ending at the conclusion of the Company's next annual meeting."

Language of the Proposed Resolution ("Resolution No. 4"): "To approve the re-appointment of Yaki Neumann as Deputy Chairman of the Board of the Company, for a period ending at the conclusion of the Company's next annual meeting."

Language of the Proposed Resolution ("Resolution No. 5"): "To approve the re-appointment of Dov Goldman as a director of the Company, for a period ending at the conclusion of the Company's next annual meeting."

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

Language of the Proposed Resolution ("Resolution No. 6"): "To approve the re-appointment of Peleg Davidovich as a director of the Company, for a period ending at the conclusion of the Company's next annual meeting."

Language of the Proposed Resolution ("Resolution No. 7"): "To approve the re-appointment of Orit Stav as an independent director, for a period ending at the conclusion of the Company's next annual meeting."

4.3. Approval of the term extension of Ayelet Nahmias-Verbin and Moshe Mashiah as external directors of the Company: It is proposed to extend the terms of Ms. Nahmias-Verbin and Mr. Mashiah as external directors of the Company for an additional three-year term, starting from the end of their second term of office.

Language of the Proposed Resolution (hereinafter: "Resolution No. 8"): "To approve the extension of Ms. Ayelet Nahmias-Verbin's term as an external director of the Company, for an additional three-year term, beginning from the end of her second term, i.e., starting July 29, 2026."

Language of the Proposed Resolution (hereinafter: "Resolution No. 9"): "To approve the extension of Mr. Moshe Mashiah's term as an external director of the Company, for an additional three-year term, beginning from the end of his second term, i.e., starting July 29, 2026."

1. Review of Documents

The immediate report, the language of the voting paper, and the position notices (if submitted to the Company) can be reviewed on the Israel Securities Authority distribution site at www.magna.isa.gov.il and on the Tel Aviv Stock Exchange Ltd. website at www.maya.tase.co.il. Furthermore, subject to any law, any document concerning the specified engagements can be reviewed at the Company's offices, 6 HaHilazon St., 5th Floor, Ramat Gan 5252270, subject to any law, Sunday through Thursday, during customary business hours, by prior coordination (at phone 074-7876888) until the date of the general meeting.

1. The Majority Required to Adopt the Resolutions

6.1. The majority required to approve Resolutions No. 1 to 7 described in Sections 2.2 and 2.3 of the Summoning Report, respectively, is a regular majority of the shareholders present and participating in the general meeting.

6.2. The majority required to approve Resolutions No. 8 and 9 described in Section 2.4 of the Summoning Report is in accordance with Section 239(b) of the Companies Law, according to which a majority of the shareholders' votes is required, provided that one of the following is met:

6.2.1. The majority count in the general meeting shall include a majority of all votes of shareholders who are not controlling shareholders of the Company or have a personal interest in the approval of the appointment, except for a personal interest that does not result from ties with the controlling shareholder, participating in the vote; in the count of all such shareholders' votes, abstaining votes shall not be taken into account; Section 276 provisions shall apply to anyone having a personal interest, with the necessary changes;

6.2.2. The total opposing votes among the shareholders mentioned in Section 6.2.1 above did not exceed a rate of two percent of all voting rights in the Company.

1. Indication of Affiliation and Other Characteristics:

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

As required under the provisions of the Companies Law, in the second part of this voting paper, a space is allocated for marking the existence of a personal interest in the proposed resolution, or another characteristic of the shareholder as stated in the second part of the voting paper, as well as for describing the nature of the affiliation. It is clarified that if a shareholder does not mark accordingly or marks "Yes" and does not describe the nature of the affiliation, their vote shall not be counted. Additionally, regarding the voting of interested parties, senior officers, and institutional bodies (as defined in the second part of the voting paper), a space is allocated for the relevant marking in the second part of the voting paper.

8. Validity of the Voting Paper

8.1. This voting paper shall be valid for a shareholder holding shares through a TASE member (pursuant to Section 177(1) of the Companies Law) (hereinafter: "Unregistered Shareholder") - only if a certificate of ownership (as defined in Section 6.1 of the Summoning Report) is attached to it or if a certificate of ownership was sent to the Company via the electronic voting system (as defined in Section 6.1 of the Summoning Report);

8.2. For a shareholder registered as a shareholder in the Company's register of shareholders - if a copy of an ID card, passport, or incorporation certificate was sent to the Company.

8.3. An Unregistered Shareholder wishing to vote via voting paper shall provide the Company, up to 4 hours before the voting time, i.e., by July 8, 2026, at 11:00, with the voting paper signed by them and the ownership certificate form, unless their ownership certificate was transferred to the Company via the electronic voting system. The voting paper will be valid for an Unregistered Shareholder only if an ownership certificate form is attached or if an ownership certificate was sent to the Company via the electronic voting system.

8.4. A shareholder registered in the register of shareholders (hereinafter: "Registered Shareholder") wishing to vote via voting paper shall provide the Company, up to 6 hours before the voting time, i.e., by July 8, 2026, at 9:00, with the voting paper signed by them along with a copy of an ID card, passport, or incorporation certificate. The voting paper will be valid for a Registered Shareholder only if a copy of an ID card, passport, or incorporation certificate was sent to the Company.

9. Voting via the Electronic Voting System

An Unregistered Shareholder is entitled to vote via an electronic voting paper that will be transmitted to the Company in the electronic voting system.

The electronic voting system will lock six (6) hours before the meeting time: July 8, 2026, at 09:00 (hereinafter: "System Locking Time"). The voting paper and/or the certificate of ownership must be provided via the electronic system by this time.

It is clarified that voting via the electronic voting system can be changed or canceled until the System Locking Time and cannot be changed via the system thereafter.

10. Additional Details

Address for delivery of voting papers and position notices:

The Company's offices - at 6 HaHilazon St., 5th Floor, Ramat Gan.

The Record Date for the eligibility of shareholders to participate and vote in the meeting and the deadline for providing position notices:

The Record Date for determining the eligibility of a shareholder in the Company to participate and vote in the meeting and the adjourned meeting is June 10, 2026.

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer.

The deadline for providing position notices to the Company by the Company's shareholders is ten (10) days before the meeting date, i.e., until June 28, 2026.

The deadline for providing the Board of Directors' response to position notices is five (5) days before the meeting date, i.e., until July 3, 2026.

Addresses of the distribution site and the TASE site where the voting papers and position notices are available:

The text of the voting paper and position notices, as they may be, can be found on the TASE website at www.maya.tase.co.il and on the distribution site at www.magna.isa.gov.il.

Additional comments according to the Regulations:

An Unregistered Shareholder is entitled to receive the ownership certificate from the TASE member through which they hold their shares, at the branch of the TASE member or by mail or to an address for shipping fees only, if requested, provided that a request for this matter is given in advance for a specific securities account. An Unregistered Shareholder may instruct that their ownership certificate be transferred to the Company via the electronic voting system.

An Unregistered Shareholder is entitled to receive via email, free of charge, a link to the language of the voting paper and position notices (if provided) on the distribution site from the TASE member through which they hold their shares, unless they notified the TASE member that they do not wish to receive such a link or that they wish to receive voting papers and position notices by mail in exchange for payment of shipping fees. Such notification regarding a voting paper shall also apply to receiving position notices.

According to the written voting regulations, one or more shareholders holding on the Record Date shares in a rate constituting five percent (5%) or more of the total voting rights of the shareholders is entitled by themselves or via a proxy on their behalf, after the convening of the meeting, to review at the Company's registered office, during customary business hours, the voting papers and the voting records via the electronic voting system that reached the Company.

6/1/2026 | 8:13:38 AM | v1.2.5

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

As of the date of the notice regarding the convening of the meeting subject to this proxy card, the quantity of shares constituting 5% of the total voting rights in the company is approximately 10,222,870 shares; the quantity of shares constituting 5% of the total voting rights not held by the controlling shareholders in the company is approximately 5,620,816 shares.

A shareholder will indicate their voting method regarding the item on the agenda in the form which is the second part of this proxy card.

After the publication of the proxy card, there may be changes to the agenda, including the addition of an item to the agenda, and position statements may be published. The updated agenda and published position statements can be reviewed in the company's reports on the distribution site.

Insofar as there are changes to the agenda, including the addition of an item to the agenda, the company will provide a revised proxy card version on the day the summons is published with the updated agenda.

A shareholder may, up to 24 hours before the general meeting convention time, contact the company at 6 HaHilazon St., 5th Floor, Ramat Gan, and after proving their identity to the satisfaction of the company secretary, or another employee appointed for this matter, withdraw the proxy card and ownership certificate which they submitted to the company for their vote.

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Proxy Card - Part Two

Companies Regulations (Written Voting and Position Statements), 5766-2005 (hereinafter: the "Regulations")

Company Name: Doral Group Renewable Energy Resources Ltd.

Company Address (for delivery and mailing of proxy cards): 6 HaHilazon St., Ramat Gan

Company No.: 51-536489-1

Meeting Date: Wednesday, July 8, 2026 at 15:00

Meeting Type: Annual General Meeting

Record Date: Wednesday, June 10, 2026

Shareholder Details

Shareholder Name- ____ ID No.- ____

If the shareholder does not have an Israeli ID card -

Passport No.- ____ Country of Issue ____

Valid until _____

If the shareholder is a corporation -

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

Corporation No. __ Country of Incorporation __

Classification of Meeting Participant

Please indicate whether you are:

☐ "Interested Party" as defined in Section 1 of the Securities Law, 5728-1968.

☐ "Institutional Investor" as defined in Regulation 1 of the Supervision of Financial Services Regulations (Provident Funds) (Participation of a Managing Company in a General Meeting), 5769-2009, as well as a manager of a joint investment fund in trust as defined in the Joint Investment Trust Law, 5754-1994.

☐ "Senior officer" as defined in Section 37(d) of the Securities Law, 5728-1968.

☐ I am none of the above.

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Voting Method on Agenda Resolutions

Issue on the Agenda	Voting Method^{1}			Are you a controlling shareholder or have a personal interest in the approval of the proposed resolution?^{2}
	For	Against	Abstain	No	Yes
Termination of the term of the company's accountant, Ziv Haft BDO, and appointment of KPMG - Somekh Chaikin as the company's accountant (as detailed in section 4.1 above)
Reappointment of Mr. Doron (Dori) Davidovitz as Chairman of the Board of Directors of the company (as detailed in section 4.2 above)
Reappointment of Mr. Alon Kessel as a director of the company (as detailed in section 4.2 above)
Reappointment of Mr. Yaki Neumann as Deputy Chairman of the Board of Directors of the company (as detailed in section 4.2 above)
Reappointment of Mr. Dov Goldman as a director of the company (as detailed in section 4.2 above)
Reappointment of Mr. Peleg Davidovitz as a director of the company (as detailed in section 4.2 above)
Reappointment of Orit Stav as an independent director of the company (as detailed in section 4.2 above)
Extension of the term of Ayelet Nahmias-Verbin as an external director of the company (as detailed in section 4.3 above)

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This is an unofficial AI generated translation of the official Hebrew version and has no binding force. The only binding version is the official Hebrew version. For more information, please review the legal disclaimer. .

Issue on the Agenda	Voting Method^{1}			Are you a controlling shareholder or have a personal interest in the approval of the proposed resolution?^{2}
	For	Against	Abstain	No	Yes
Extension of the term of Moshe Mashiah as an external director of the company (as detailed in section 4.3 above)

1. Lack of marking will be considered as an abstention from voting on that issue.
2. A shareholder who does not fill out this column or who marks "Yes" and does not elaborate, their vote will not be counted.

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For shareholders holding shares through a TASE member (according to section 177(1) of the Companies Law) - this proxy card is valid only when accompanied by an ownership certificate, except in cases where the vote is cast via the electronic system.

For shareholders registered in the company's shareholder register - this proxy card is valid only when accompanied by a copy of an ID card/passport/certificate of incorporation.

Details regarding affiliation (as far as relevant):

Date: ____
Shareholder's signature ____

6/1/2020 | 8:13:43 AM | v1.2.5