Villar International Ltd. — Board/Management Information 2025

Aug 13, 2025

July 7, 2025

To:

VILLAR INTERNATIONAL LTD. ("the Company")

Dear Sirs,

Re: Declaration of External Director

I, the undersigned, Shirith Kasher, holder of ID number 022803332, after being informed that I must declare the truth and after being informed of the provisions of the Companies Law, 1999 ("the Law") and its regulations, and in particular the provisions relating to the eligibility for appointment as an external director, hereby declare that I meet the eligibility requirements set forth in the Law to serve as an external director in the Company, and in this regard I declare that:

1. I possess the necessary qualifications and the ability to devote the appropriate time to perform my duties as a director in the Company, taking into account, among other things, the special needs of the Company and its size. My education, skills, and professional experience, both past and present, provide me with the professional qualifications to perform my duties as a director in the Company, including, among others, as detailed below:

1.1 Education:

• Bachelor of Laws (LL.B.) from Tel Aviv University
• Bachelor of Science in Life Sciences from Tel Aviv University
• MBA with a specialization in Strategy and Entrepreneurship from Ono Academic College.

1.2 Main occupations during the past 5 years (including previous positions in the Company):

• Self-employed. Consultant in the field of financial strategy. Serving as an independent or external director in the following corporations:

  • Meitav Dash Investments Ltd.
  • Poalim Equity Ltd.
  • Maytronics Ltd.
  • Hachsharat HaYishuv in Israel Ltd.
  • Zemach Feed Mills Ltd.
  • Yesodot Eitanim Ltd.

• I possess a high level of skill and understanding in business matters (accounting and financial expertise) – accounting and financial statements in a manner that enables me to deeply understand the Company's financial statements and to conduct discussions regarding the presentation of financial data, based on my education and experience as detailed above.

• My other roles or occupations will not create conflicts of interest with my role as a director and will not impair my ability to serve as a director.

• I have the ability to read and understand financial statements, as required by the Companies Regulations (Instructions and Conditions regarding the Procedure for Approving Financial Statements), 2010, based on my education and professional experience as detailed above.

• I am not a relative of the controlling shareholder, and neither I nor my relative, partner, employer, or anyone to whom I am subordinate, directly or indirectly, or a corporation in which I am the controlling shareholder, at the date of this affidavit or in the two years preceding it, have any connection to the Company, the controlling shareholder of the Company, or a relative of the controlling shareholder, at the date of this affidavit or to another corporation.

In this affidavit:

• "Connection" existence of employment relations, business or professional ties in general or control, as well as serving as an office holder, except for serving as a director appointed to serve as an external director in a company that is about to offer shares to the public for the first time;

• "Another corporation" a corporation whose controlling shareholder, at the date of this affidavit or in the two years preceding it, is the Company or its controlling shareholder.

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

• I do not serve as a director in a corporation where one of the external directors is a director in the Company.

• I am not an employee of the Israel Securities Authority, nor am I an employee of a stock exchange in Israel.

• Without derogating from the provisions of subsection 6 above, neither I, my relative, my partner, my employer, anyone to whom I am subordinate directly or indirectly, or a corporation in which I am the controlling shareholder, have business or professional ties with anyone to whom a connection is prohibited according to the provisions of section 6 above, even if such ties are not in general, except for negligible ties, and I have not received compensation contrary to the provisions of section 244(b) of the Companies Law.

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

• I have not been convicted by a final judgment in a court outside Israel of bribery, fraud, offenses of managers in a corporation, or offenses of misuse of inside information.

• I have not been convicted by a first instance court, of an offense not listed in subsections 11 and/or 12 above, which the court determined, due to its nature, severity, or circumstances, that I am not fit to serve as a director in a public company, for the period determined by the court.

• No enforcement measure (as defined in section 52nn of the Securities Law) has been imposed on me by the Administrative Enforcement Committee under Chapter H4 of the Securities Law, under Chapter Z2 of the Regulation of Investment Advice and Portfolio Management Law, 1995, or under Chapter Y1 of the Joint Investment Trust Law, 1994, as applicable, prohibiting me from serving as a director in a company.

• I am of legal age, have not been declared by a court as legally incompetent under the Legal Capacity and Guardianship Law, 1962, and have not been declared bankrupt under the Bankruptcy Ordinance [New Version], 1980.

• I undertake to notify the Company immediately if there is any change in my above declarations during my term as an external director in the Company.

• I am not aware of any other material fact that could affect my service as a director, and if I were aware of such a fact, I would have stated it in this declaration.

• I am aware that this declaration will be presented at the general meeting where my candidacy to serve as a director and my classification as an external director will be considered, will be kept at the Company's office, and will be open for inspection by any person. I am also aware that this declaration will be published as an appendix to the immediate report regarding the convening of the general meeting of the Company's shareholders.

• I am aware that the submission of my appointment for approval by the Company's general meeting is based, among other things, on this declaration.

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

Respectfully,

Date: July 7, 2025

Shirith Kasher

Image alt: Handwritten signature of Shirith Kasher