AI assistant
Duniec Brothers Ltd. — Proxy Solicitation & Information Statement 2026
Mar 12, 2026
6754_rns_2026-03-12_51a4d63a-3129-4f73-8df6-4de2c0cc197e.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer
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.
| Achim Duniec Ltd. | |||
|---|---|---|---|
| DUNIEC BROS. LTD | |||
| Number in the Registrar: 520038605 | |||
| --- | |||
| To: Israel Securities Authority | To: Tel Aviv Stock Exchange Ltd. | T460 (Public) | Broadcast via MAGNA: 12/03/2026 |
| www.isa.gov.il | www.tase.co.il | Reference: 2026-01-022354 | |
| Amending report to a flawed report that was sent on the date 11/02/2026 whose reference number is: 2026-01-014101 | |||
| The flaw: | Adding a clarification in section 3.2 of the convening report | ||
| Reason for the flaw: | Adding a clarification at the request of the staff of the Israel Securities Authority | ||
| Main points of the correction: | See the attached convening report in a mark-up version |
Immediate report on a meeting
Regulation 36b(a) and (d), and Regulation 36c of the Securities Regulations (Periodic and Immediate Reports), 1970
Explanation: If one of the items on the agenda of the meeting is approval of a transaction with a controlling shareholder or approval of an extraordinary proposal, there is no need for a parallel T138 report.
Is there an option to vote via the electronic voting system: Yes
Note: The option in this field is only for foreign corporations (not registered in Israel), and for corporations whose securities are not listed for trading. Use of the voting system will require the corporation to process all of the votes received via this system.
Link to the voting system website where voting can be carried out: The voting system
Explanation: Eligible persons entitled to vote in the system will receive their access details to the system from the TASE members.
The corporation announces: Convening a meeting
Note: In case of a change in the meeting date (postponement or bringing forward) select "Postponement of a meeting" or "Postponement by a court" or "Postponement to an unknown date".
The reference number of the last notice regarding the meeting is 2026-01-014101, which was convened for the date 18/03/2026
Reason for postponement or cancellation: _ _
Explanation: You must refer to the reference number of the last notice of convening or postponing the meeting
- Type of security Share
Name of the security conferring entitlement: Duniec - ordinary share
The TASE security number conferring participation in the meeting on the holder 400010
The record date for entitlement to participate and vote at the meeting: 17/02/2026
Explanation: If a meeting is required for more than one security, a separate T460 must be reported for each additional security. Reports in which additional security numbers are specified will require sending an amending report.
- On the date: 11/02/2026
It was decided on Convening a meeting Special meeting
to be convened on Wednesday on the date: 18/03/2026 at: 15:00
At the address: The company's offices at the Yarkum Business Park, Holland D Building.
- Agenda:
Explanation: Numbering of the items on the agenda will be according to the order of appearance in the convening report if attached as a file.
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.
Items / resolutions to be raised at the meeting:
1
The item / resolution and its details:
Approval of granting a bonus and providing a loan by the JTLV Fund to Mr. Ronen Yafo, the Company's CEO.
Approval of terms of office and employment for an officer contrary to the compensation policy pursuant to section 272(c) (2) of the Companies Law
Note: A value from this table determines the wording of the shareholder's declaration in the internet voting system. For the conversion table click here
Gender: __
Note: This field can be completed only when the resolution is for appointment of an external director only.
There is no obligation to specify gender.
Type and identification number
Explanation: For resolutions relating to the tenure of a director, you must enter the director's ID number
Is this a transaction between the company and a controlling shareholder therein as stated in sections 275 and 320(f) of the Companies Law? No
Does the transaction include a private offering
With respect to how to complete this section and the exemption granted to companies from parallel reporting on an additional form, see the notice to companies published regarding this matter at the following link: Link
Explanation of the section in the Companies Law or the Securities Law or another law for approval of the resolution
Explanation: In a transaction with a controlling shareholder that does not fit any field in the legal-sections table, select the field "Declaration: there is no suitable field for classification" and choose "Yes" for transaction with a controlling shareholder.
Only in the case of a BONDS holders' meeting where it is not a transaction with a controlling shareholder, and no appropriate field was found in the table, you must explain and detail the relevant legal sections under which the resolution is required.
Does the item require disclosure of affiliation or another characteristic of the voting shareholder: __
Note: These values may be selected only where "Declaration: there is no suitable field for classification" was selected in the previous table and this is not a transaction between the company and its controlling shareholder.
In the case of a BONDS holders' meeting
It was decided that another matter exists: __
Details of the other matter
Note: Details of the other matter determine the wording of the declaration that will be included in the internet voting system. A question must be formulated so that the answer is in a "Yes"/"No" format. The question will appear in the voting system adjacent to the resolution on the agenda and the voter will have the option to choose between "Yes"/"No" and the option to add details if the answer is "Yes".
Request for additional details from the holders:
It was decided to require additional details from the holders: No
Details of the additional details required from the holders or the method of convening the meetings (in the case of a meeting under section 350):
Note: This field determines the wording of the request for additional details that will be included in the internet voting system. The voter will have the option to add the details in a free-text field.
Correction of disclosure
Minor change or one that only benefits the company compared with the wording of the resolution specified in the last report
Removed from the agenda
The item was discussed at a previous meeting
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.
| □ Change of item / addition of a new item to the agenda by court order Change of item / addition of a new item to the agenda according to Regulation 5b of the Companies Regulations □ (Notice and Announcement of a General Meeting and a Class Meeting in a Public Company and Addition of an Item to the Agenda), 2000 □ Addition of a new item to the agenda after the record date due to a technical error, as follows: Explanation: After the record date, it is not possible to amend a resolution except for an amendment in terms of employment that benefits the company or a minor change. Likewise, after the record date it is not possible to add new items to the agenda except by court order or pursuant to Regulation 5b of the Notice and Announcement Regulations. |
|---|
The resolution on the agenda is brought to a vote
| Type of majority required for approval Not a simple majority | The required majority is pursuant to section 272(c)(2) of the Companies Law, being a majority of the votes of the shareholders participating and voting in the resolution, provided that one of the following is met: (a) In the count of the majority of votes at the general meeting, there will be included a majority of all the votes of the shareholders who are not controlling shareholders of the company or who do not have a personal interest in the approval of the transaction and who are participating in the vote; in the count of all the votes of such shareholders, abstentions will not be taken into account; a person who has a personal interest shall be subject to the provisions of section 276 with the necessary changes; or (b) The total opposing votes from among the shareholders referred to in paragraph (a) did not exceed two percent (2%) of all the voting rights in the company. |
|---|---|
Will the percentage of the controlling shareholder's holdings in the company's shares grant the controlling shareholder the majority required to adopt the proposed resolution on the item No
Attachment of the meeting convening report: Convening_report_meeting_amending_1132026_isa.pdf
4. Attachments
4.1 Attachment of a file including the wording of the ballot / position statements: Accessible ballot 11022026_isa.pdf
YesWording of the ballot
NoPosition statements
Explanation: If a ballot and/or position statement is attached, ensure that they are prepared in accordance with the Companies Regulations (Written Vote and Position Statements), 2005. The company shall compile all position statements (as defined in section 88 of the Companies Law) into a single file that will state the publication date of the statement, from whom it was received, and a reference to the relevant page in the consolidated file.
4.2 Attachment of a file including candidates' declarations / other accompanying documents:
Declaration of the candidate to serve as a director in the corporation
Declaration of an independent director
Declaration of an external director
Declaration of appointment of a representative to the trusteeship
Amended trust deed
Application for approval of a creditors' arrangement pursuant to section 350
Other
- The legal quorum for holding the meeting:
A legal quorum shall exist when there are present, in person or by proxy, at least two (2) shareholders holding at least twenty-five percent (25%) of all the voting rights in the company..
- In the absence of a legal quorum, the adjourned meeting will be held on 25/03/2026, at 15:00,
At the address: The company's offices at the Yarkum Business Park, Holland D Building..
If there is no legal quorum, the meeting will not be held.
- The place and times at which any proposed resolution whose wording has not been fully set out in the agenda above can be reviewed
At the company's offices Sunday - Thursday, during normal business hours and by prior arrangement at telephone 03-9673650 with Adv. Orly Granot - Ben Avi, until the time of convening of the meeting, and also on the distribution website and on the TASE website..
Meeting identifier: 2026-01-014101
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.
Note: The meeting identifier is the reference of the initial report. In the initial report on the meeting this field remains empty.
Details of the signatories authorized to sign on behalf of the corporation:
| Name of signer | Position | |
|---|---|---|
| 1 | Orly Granot - Ben Avi, Adv. | Company secretary |
Explanation: According to Regulation 5 of the Periodic and Immediate Reports Regulations (1970), a report submitted under these regulations shall be signed by the persons authorized to sign on behalf of the corporation. The staff position on this matter can be found on the ISA website: click here.
Reference numbers of previous documents on the subject (the reference does not constitute incorporation by reference):
The corporation's securities are listed for trading on the Tel Aviv Stock Exchange
Form structure update date: 09/12/2025
Short name: Duniec
Address: Yarkum Business Park - Building D D, Yakum6097200 Telephone: 09-8638573, Fax: 09-7734903
E-mail: [email protected]
Previous names of the reporting entity:
Name of electronic reporter: Granot Ben Avi OrlyHis/Her position: Adv., Company Secretary Name of employing company: Address: Jabotinsky 65, Rishon LeZion75109 Telephone: 052-5696881 Fax: 03-9673651 E-mail: [email protected]