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Prashkovsky Investments and Construction Ltd. Proxy Solicitation & Information Statement 2026

Mar 11, 2026

6996_rns_2026-03-11_580c0840-9cae-41af-84b8-4c75275e1092.pdf

Proxy Solicitation & Information Statement

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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.

Prashkovsky Investments and Construction Ltd.

Company No.: 51-381781-7

("the Company")

Voting Paper

-Part One-

In accordance with the Companies Regulations (Voting in Writing and Position Notices), 5766 - 2005 ("the Regulations")

  1. Type of Meeting: Special Meeting of the Company's shareholders;
  2. Date of Meeting: Thursday, April 16, 2026, at 15:00;
  3. Location of Meeting: The Company's offices at 10 Moti Kind Street, Rehovot ("the Company's offices");
  4. Details of the agenda item that can be voted on via this voting paper:
Item Agenda Item
1. Update and extension of the terms of the Company's engagement with Ms. Maya Kardi, who is among the controlling shareholders in the Company, as legal counsel of the Company starting from June 1, 2026
  1. Review of the full text of the agenda item

Any document relating to the agenda item may be reviewed at the Company's offices, during normal business hours and by prior coordination (telephone number: 03-9561889), and also on the website (distribution site) of the Securities Authority, whose electronic address is www.magna.isa.gov.il ("the Distribution Site").

  1. The majority required for the adoption of the resolution on the agenda

6.1. The majority required for the adoption of the resolution specified in section 1 above is as stated in section 275(a)(3) of the Companies Law, 5759-1999 ("the Companies Law"), according to which a majority of the votes of the shareholders present and participating in the vote is required, provided that one of the following is met:

6.1.1. The count of the majority votes in the general meeting shall include a majority of the total votes of the shareholders who do not have a personal interest in the approval of the engagement, participating in the vote; the total votes of the said shareholders shall not include abstentions; the provisions of section 10 of the meeting summons report shall apply to anyone who has a personal interest;
6.1.2. The total opposing votes among the shareholders mentioned in section 6.1.1 above did not exceed two percent of the total voting rights in the Company.

  1. It should be noted that in Part B of this voting paper - "Manner of Voting" - a special place is allocated to indicate whether you have a personal interest or are a controlling shareholder in the approval of the item on the meeting's agenda and the nature of the personal interest and/or your being among the controlling shareholders in the Company. A shareholder who does not mark whether they have a personal interest in the approval of the resolution or are among the controlling shareholders as stated, and does not specify the nature of their personal interest, or if they are a controlling shareholder, as applicable, their vote will not be counted.
  2. The voting paper shall be valid for an unregistered shareholder only if a certificate of ownership is attached to it or if a certificate of ownership was sent to the Company via the electronic voting system.
  3. The voting paper shall be valid for a shareholder under section 177(2) of the Companies Law only if a photocopy of an identity card, passport, or certificate of incorporation is attached to it.
  4. The voting paper, together with the aforementioned documents, must be delivered to the Company's offices up to 4 hours before the time the meeting convenes.

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. .

  1. An unregistered shareholder is entitled to vote via the electronic voting system.

  2. The closing time of the electronic voting system will occur six hours prior to the time of the meeting, namely at 09:00 AM on the day of the meeting.

  3. Company Address
    Company address for the submission of voting papers and position statements – 10 Moti Kind St., Rehovot.

  4. Submission of Position Statements
    The last date for the submission of position statements by a shareholder of the company is April 6, 2026.
    The last date for the submission of the Board of Directors' response to the position statements is April 11, 2026.

  5. Address of the Distribution Site and the Stock Exchange Website
    The address of the website of the Tel Aviv Stock Exchange Ltd. is www.tase.co.il.
    The address of the distribution site is as specified in Section 5 above.

  6. A shareholder is entitled to receive ownership certification at a branch of the TASE member or by mail, if requested, and a request in this regard shall be given in advance for a specific securities account. An unregistered shareholder may instruct that his ownership certification be transferred to the company via the electronic voting system;

  7. An unregistered shareholder is entitled to receive, via email and free of charge, a link to the version of the voting paper and position statements on the distribution site, from the TASE member through which he holds his shares, unless he informed the TASE member that he is not interested in receiving such a link or that he is interested in receiving voting papers by mail for payment; his notification regarding the voting papers shall also apply regarding the receipt of position statements;

  8. One or more shareholders holding, on the record date, shares at a rate constituting five percent or more of the total voting rights in the company, as well as anyone holding such a rate of the total voting rights that are not held by the controlling shareholders of the company as defined in Section 268 of the Companies Law, is entitled, by himself or through a proxy on his behalf, after the convening of the meeting, to review at the company's registered office, during regular working hours, the voting papers and the voting records via the electronic voting system that reached the company.

Holding approximately 1,066,265 ordinary shares of the company constitutes a holding rate of approximately 5% of all voting rights in the company.

The quantity of shares constituting 5% of all voting rights in the company not held by the controlling shareholders in the company is approximately 384,173 ordinary shares of the company.

  1. Following the publication of the voting paper, there may be changes to the agenda, including the addition of an item to the agenda, position statements may be published, and the updated agenda and position statements published in the company's reports on the distribution site may be reviewed.

  2. The last date the company will publish an amended voting paper if an addition of an item to the agenda is requested is until March 25, 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. .

Voting Card

  • Part Two -

Company Name: Prashkovsky Investments and Construction Ltd.

Company No.: 51-381781-7

Company Address: 10 Moti Kind St., Rehovot

Meeting Date: Thursday, April 16, 2026, at 15:00

Meeting Type: Special General Meeting of the Company's shareholders

Record Date: March 18, 2026

Shareholder Details: (To be completed by the shareholder)

A. Name of Shareholder (the undersigned):
B. ID No.:
C. If the shareholder does not have an Israeli ID - Passport No.:
Country of issue: Passport validity:
D. If the shareholder is a corporation - Corporation No.:
Country of incorporation:

Notice regarding the identity of the voter: (Mark ☐ in the appropriate place in the table)

Institutional Investor Interested Party Senior Officer I am not one of these entities

Voting Method: (Mark ☐ in the appropriate place in the table)

| | Subject on the Agenda
(Votable via voting card) | Voting Method^{1} | | | Are you an interested party and/or a controlling shareholder?^{2} | |
| --- | --- | --- | --- | --- | --- | --- |
| | | For | Against | Abstain | Yes | No |
| 1. | Update and extension of the terms of the Company's engagement with Mrs. Maya Karadi, who is among the controlling shareholders of the company, as legal counsel for the Company starting from June 1, 2026. | | | | | |

Shareholders holding shares through a TASE member according to section 177(1) of the Companies Law – this voting card is valid only when accompanied by a confirmation of ownership, except in cases where the voting is via the system. For shareholders registered in the Company's register of shareholders – the voting card is valid only when accompanied by a photocopy of the ID card/passport/certificate of incorporation.

The following are details regarding my being an interested party and/or a controlling shareholder in the approval of the subject on the agenda:

Date:

Signature

3/11/2026 | 2:07:55 PM