Fox-Wizel Ltd. Corporation Number at the Registra

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CHAPTER D

Additional Information on the Corporation

Name of Corporation: Fox-Wizel Ltd.

Corporation number at the 51-215760-3 Registrar of Companies:

Address: Hermon Street, Airport City, Ben-Gurion Airport (Regulation 25a)

Telephone: 03-9050100 (Regulation 25a)

Fax: 03-9050200 (Regulation 25a)

E-mail: [email protected] (Regulation 25a)

Date of balance sheet / December 31, 2016 statement of financial position:

Date of report: March 19, 2017 (Regulations 1 and 7)

Year of report: 2016 (from January 1, 2016 through December 31, 2016)

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FOX-WIZEL LTD.

Regulation 10a: Condensed Quarterly Statements of Income (NIS in thousands)

For the table presenting condensed statements of income of the Corporation for each of the quarters in 2016, see paragraph 2.1 to the Board of Directors' Report.

Regulation 10c: Use of Proceeds from Securities with reference to Proceeds Targets based on Prospectus

Irrelevant.

Regulation 11: List of Investments in Subsidiaries and Associates as of the Reporting Date (NIS in thousands)

Carrying amount in the Company's Main terms separate of the financial debenture, statements, as % of share loan or defined in % of shares capital, capital note Regulation 9c, Issued and and voting (years to as of the paid-up convertible rights and maturity, statement of Authorized share securities authority to linkage and Balance of Type of financial share capital capital held by the appoint interest debentures, Company name security position date (shares) (shares) Company directors terms) loans Fox-Wizel (BVI) Ltd. Share 0 10 1 100 100 0 0 Fox-Wizel China Ltd. Share 2,011 125 125 100 100 0 0 Billy Haus Ltd. Share 22,360 <1 <1 50 50 0 0 A.H. Fashion Manufacture and Marketing 3020 Ltd. Share 35,117 2 2 50 50 0 0 Laline Candles and Soaps Ltd. Share 50,411 <1 <1 50 50 0 0 Yanga Ltd. Share 9,801 <1 <1 50 50 0 0 Retailors Ltd. Share 12,330 <1 <1 90 09 9 9 FWS Retail Ltd. Share *) 51,170 1 1 199 199 9 9

*) See Note 5c to the periodic financial statements of the Company as of December 31, 2016.

Regulation 12: Changes in Investments in Subsidiaries and Related Companies in the Reporting Year

See Notes 5 and 19 to the periodic financial statements of the Company as of December 31, 2016.

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Regulation 13: Comprehensive Income of Subsidiaries and Associates and the Company's Share of Earnings Therefrom as of the Statement of Financial Position Date (NIS in thousands)

Management fees Income (loss) Income (loss) paid to the before taxes (*) after taxes (*) Corporation Dividend Fox-Wizel China Ltd. (3,143) (3,143) - - Billy Haus Ltd. 2,963 2,018 240 7,000 A.H. Fashion Manufacture and Marketing 3020 Ltd. 2,282 1,775 360 - Laline Candles and Soaps Ltd. 2,264 1,535 600 2,544 Yanga Ltd. 1,972 1,445 216 1,325 Retailors Ltd. 8,546 6,377 300 - FWS Retail Ltd. - (**) (64) 9,144 -

(*) Based on the ownership interests in each company. (**) Net of management fees of NIS 9,144 thousand paid to Fox.

Regulation 20: Trade on the Stock Exchange

Discontinuance of trade - in the reporting year, the trade of the Company's securities was not discontinued.

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Regulation 21: Compensation to Interested Parties and Senior Officers

The following table provides details of the compensation that was paid in the reporting year to each of the five most senior officers in the Company or in a company under its control (NIS in thousands):

Compensation * for services Other compensation Details of compensation recipients (NIS in thousands) (NIS in thousands) Share- Total on Holding based annual basis Name Scope of rate in the Salary Bonus payment Management Consulting Other Rental (NIS in (****) Position position Corporation (1) (2) (3) fees fees Commission ** Interest fees Other thousands) Harel Wizel (m) Group CEO 25.04% 100% (5) (6) 3,024 660 ------3,684 Ran Arnon (m) Senior VP 100% - 1,189 330 ------1,519 Elad Vered (m) VP Purchase and Logistic 100% - 1,081 253 ------1,334 Erez Malka (m) CEO of Laline 100% - 1,037 150 - 1,187 Sharon Biton (m) CEO of FWS 100% - 883 250 ------1,133 Interested parties Assaf Wizel (m) CEO of Fox 24.97% Israel 100% (5) 1,169 360 ------1,529 Michal Rivkind (f) CEO of TCP Israel 100% - 1,043 170 1,222 Abraham Zaldman Chairman of (m) the Board 100% - - - - - 360 - - - - - 360

*) The amounts in the table are presented in terms of annual cost to the Company. **) Also includes expenses related to telephone, vehicle and severance and vacation expenses according to actuary. ***) Pursuant to section 6A to the Male and Female Workers (Equal Pay) Law, the gender of the salary recipient detailed in Regulation 21 should be indicated.

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(1) The employment conditions of Messrs. Harel Wizel, Ran Arnon, Elad Vered and Assaf Wizel comprise the following components: social provisions including advanced study fund and loss of work capacity insurance, recreation days as prescribed by the law, vehicle, 18-33 days of paid annual leave and cell phone allowance.

(2) The termination of employment of each of the above officers requires an advance notice of 180 days. In addition, each of the above officers is entitled to severance pay based on their latest salary multiplied by the number of years of employment, less compensation and adjustment fees in an amount equivalent to an overall salary for six months.

(3) According to the Company's remuneration plan, a bonus plan was adopted for the Group's CEO and other management members under the 2016 remuneration plan. The annual bonus is determined as deriving from the consolidated net income in the Company in each year as follows:

 Net annual income of NIS 50 to NIS 70 million - the annual bonus to the Group's CEO will be 1% of the annual net income, the annual bonus to the vice Group's CEO will be 0.5% of the annual net income, the total annual bonus to the group of managers will be 1.2% of the annual net income and the total annual bonus to the group of managers who are "controlling shareholder" or "its relative" will be 1.2% of the annual net income.

 Net annual income of NIS 70 to NIS 110 million - the annual bonus to the Group's CEO will be 1.5% of the annual net income, the annual bonus to the vice Group's CEO will be 0.75% of the annual net income, the total annual bonus to the group of managers will be 1.6% of the annual net income and the total annual bonus to the group of managers who are "controlling shareholders" or "their relatives" will be 1.6% of the annual net income.

 Net annual income of more than NIS 110 million - the annual bonus to the Group's CEO will be 2% of the annual net income, the annual bonus to the vice Group's CEO will be 0.9% of the annual net income, the total annual bonus to the group of managers will be 1.9% of the annual net income and the total annual bonus to the group of managers who are "controlling shareholders" or "their relatives" will be 1.9% of the annual net income.

 The overall bonus as a percentage of net annual income of the Company for all Company's management (managers as defined in the 2016 remuneration plan and other managers that are not officers and are not included in the 2016 remuneration plan), except the Group's CEO and the vice Group's CEO, will be up to 4.5% of the annual net income if annual net income is between NIS 50 and NIS 70 million; up to 6% of the annual net income if annual net income is more than NIS 70 but less than NIS 110 million and up to 7% of the annual net income if annual net income is more than NIS 110 million.

 The Remuneration Committee and the Board are authorized to reduce the actual amounts of the bonus to be distributed.

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Further, the bonuses will be granted provided that:

 Net annual income is more than NIS 50 million. Despite the above, the Remuneration Committee has the authority to decide on a distribution of up to NIS 2 million to all Company's management provided that it will not be more than 3 monthly salaries of the controlling shareholder or its relative.

 A manager is employed at the Company for at least six months before the end of the calendar year in respect of which the bonus is granted.

 The annual bonus (excluding the Group's CEO) will not exceed 20% of total distribution (of overall annual bonus).

 The annual bonus will not be more than 10 monthly salaries (cost to employer).

 During the period of the plan, the Company's management will review the need to update the manager's monthly salary at the rate of up to 10%.

For additional details regarding bonuses granted to officers, see Note 19 to the periodic financial statements of the Company as of December 31, 2016 and report on the meeting notice of February 3, 2016 (TASE reference: 2016-01-022393).

(4) On October 18, 2011, the general meeting approved the adoption of an option plan for the controlling shareholders and interested parties in the Company. In the context of the plan, each of Messrs. Elad Vered, Assaf Wizel and Mrs. Michal Rivkind received 32,182 unregistered stock options that are convertible into the Company's shares and Mr. Ran Arnon received 64,364 stock options and Mr. Harel Wizel received 257,456 stock options as above. For additional details regarding share-based payment and the number of options issued, see Note 19 to the financial statements.

(5) Messrs. Harel Wizel, Assaf Wizel and Iftach Wizel hold equal parts in the issued and outstanding share capital of Wizel Holdings A.I.H. Ltd., which holds 25.04% of the Company's issued share capital.

(6) Mr. Harel Wizel holds the entire issued and outstanding share capital of May Wizel Holdings Ltd., which holds about 0.07% of the Company's issued share capital.

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Directors' remuneration

Directors' remuneration and standard related expenses recognized as expenses by the Company in the financial statements for 2016 in a total of approximately NIS 598 thousand were paid to Messrs. Alon Cohen, Israel Maimon (until May 31, 2016) and Danny Rimoni (since May 26, 2016), who serve as external directors, and to Mrs. Osnat Ronen who serves as independent director.

Regulation 21a: Control in the Company

To the best of the Company's and its directors' knowledge, the controlling shareholders in the Company are as follows:

1. Tricot Fox Ltd. - a private company wholly owned and controlled by Mr. Avraham Fox (in final chaining) ("Tricot Fox"). Tricot Fox holds about 24.64% of the Company's issued and outstanding share capital1 (about 24.57% on a fully diluted basis).

2. Wizel Holdings A.I.H. Ltd. ("Wizel Holdings") - a private company wholly owned and controlled by Mr. Assaf Wizel. Wizel Holdings holds about 25.04% of the Company's issued and outstanding share capital2 (about 24.96% on a fully diluted basis).

Regulation 22: Transactions with Controlling Shareholders

Transactions listed in section 270(4) to the Israeli Companies Law, 1999 ("the Companies Law")

1. On November 23, 2016, the Company's Board approved the employment of Mr. Moran Wizel, the son of the Company's controlling shareholder, Mr. Harel Wizel, as an employee in the store chain of one of the Company's brands for a monthly salary and sales commissions that will not be more (in the aggregate) the average monthly salary in the market, pursuant to the Regulation 1b to the Companies Regulations (Reliefs in Transactions with Interested Parties), 2000 ("the Relief Regulations"). For additional details, see the immediate report of November 23, 2016 (TASE reference: 2016-01-022393).

1 In addition, as of December 31, 2016, Mr. Yishay Fox and Mr. Oded Shaul Fox, Mr. Avraham Fox's sons, each holds about 0.04% of the Company's issued and outstanding share capital. 2 In addition, as of December 31, 2016, Mr. Harel Wizel holds about 0.07% of the Company's issued and outstanding share capital through a private company controlled by him.

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2. On March 13, 2016, the Company's general meeting approved an updated remuneration plan3 to its officers which establishes a framework regarding the amount of bonus and salary to which the Company's officers are entitled to including controlling shareholders and their relatives. The meeting also approved the adjustment of the bonus component in the employment contracts of the controlling shareholders and their relatives to the bonus component in the 2016 remuneration policy. For additional details, see the report on the meeting notice of February 3, 2016 (TASE reference: 2016-01-022393).

3. On December 27, 2015, the Company's general meeting approved, among others, the extension of the letter of indemnity which had been approved by the general meeting on January 10, 2013 (TASE reference: 2013-01-010860) to the controlling shareholders in the Company and their relatives: Messrs. Avraham Fox, Harel Wizel, Assaf Wizel, Elad Vered and Mrs. Michal Rivkind for an additional period of three years starting from the date of the meeting's approval. This is according to the provisions of section 275(A1)(1) to the Companies Law, 1999 and according to the remuneration policy which was brought to the approval of that meeting. For additional details, see an immediate report of August 20, 2015 (TASE reference: 2015-01-100557).

4. On December 4, 2014, the Company's general meeting approved, among others, the extension of the existing tenure and employment terms of the controlling shareholders in the Company and their relatives: Messrs. Harel Wizel, Assaf Wizel, Elad Vered and Mrs. Michal Rivkind. The extension of the term is for a period of three years starting from the date of the general meeting's approval, as specified in the meeting notice report and based on the Company's remuneration policy. The tenure and employment terms of the beneficiaries in the above agreements will remain unchanged. For additional details see the report on the meeting notice of October 28, 2014 (TASE reference: 2014-01- 182802).

5. On December 25, 2013, the Company's general meeting approved an update in the vehicle component in the employment contract of Mrs. Michal Rivkind and Mr. Elad Vered, both relatives of Mr. Avraham Fox, the Company's controlling shareholder, based on the Company's remuneration plan (as approved in September 2013) such that the cost of vehicle placed at the beneficiaries' disposal will not be more than NIS 300 thousand, linked to the CPI of June 2013. For additional details, see an immediate report of November 19, 2013 (TASE reference: 2013-01-195981).

6. On January 10, 2013, the Company's general meeting approved, among others, the amendment and replacement of letters of indemnity which had been previously granted to officers in the Company, including to directors and the controlling shareholders in the Company and their relatives with a new format of letters of indemnity ("the new letters of indemnity"), which consist, among others, of adjustments to the revisions enacted in the Companies Law and in the Israeli Securities Law, 1968 and to the new provisions which became effective upon the adoption of the law for improving enforcement procedures. The

3 The updated remuneration plan replaces the former remuneration plan of the Company which was approved on September 2, 2013, see immediate report of July 29, 2013 (TASE reference: 2013-01-103149).

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overall amount of indemnity payable by the Company (in addition to any amounts receivable from insurance policies) to all officers on a cumulative basis and with respect to all the letters of indemnity that have been or will be issued by the Company will not exceed an amount equivalent to 25% of the Company's predetermined equity. For additional details, see an immediate report of December 6, 2012 (TASE reference: 2012-01-303666).

7. On October 18, 2011, the general meeting approved, among others, transactions with interested parties as follows:

7.1 The value of the vehicle placed at the Company CEO's disposal was updated to a maximum of NIS 550,000, linked to the CPI. The updating of the value of the CEO's vehicle was discussed in the Remuneration Committee's meeting of July 7, 2011 and approved by the Company's Audit Committee on August 17, 2011 and by the Company's Board on August 21, 2011.

7.2 Approval of an options plan, for details see Regulation 21 above, compensation to senior officers. For additional details, see also Chapter B - the Board of Directors' Report, Chapter C - Corporate Governance Aspects. For additional details, see immediate reports of October 10, 2011 (TASE reference: 2011-01-299352) and August 22, 2011 (TASE reference: 2011-2-248145).

Additional transactions with controlling shareholders

1. On November 17, 2015, the Company's Remuneration Committee and Board approved the renewal and the extension of the directors' and officers' liability insurance policy of the controlling shareholders in the Company and their relatives for an additional period of three years starting from the date of the approval according to the provisions of Regulation 1b(5) to the Relief Regulations. For additional details, see immediate report of November 18, 2015 (TASE reference: 2015-01-157611).

2. According to the provisions of Regulation 1b(5) to the Relief Regulations, on December 5, 2012, after having received the Audit Committee's approval, the Company's Board approved to include Messrs. Avraham Fox, Harel Wizel and Assaf Wizel, who serve as officers and are controlling shareholders in the Company, as well as Mrs. Michal Rivkind and Mr. Elad Vered, Mr. Avraham Fox's respective daughter and son-in-law, who serve as officers in the Company, among the directors and officers insured under the new insurance policy. For additional details, see immediate report of December 6, 2012 (TASE reference: 2012-01-303687) and in Regulation 29a below.

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3. Immaterial transaction procedure:

On November 25, 2012, the Company's Board decided to adopt certain guidelines and rules for classifying the Group's transactions with interested parties therein as immaterial transactions pursuant to Regulation 41a(6) to the Israeli Securities Regulations (Annual Financial Statements), 2010 ("the Financial Statement Regulations"). Among others, the Board ruled as follows:

(a) In the absence of any special qualitative considerations underlying the relevant circumstances, a transaction with an interested party which is not unusual4 (as this term is defined in the Companies Law) will be viewed as an immaterial transaction if it does not exceed NIS 150,000, adjusted for the increase rate in the CPI compared to the CPI published for October 2012 on November 15, 2012.

(b) Individual transactions with interested parties which are co-dependent and in practice form part of the same engagement (such as managing joint negotiations for a variety of transactions) will be viewed as a single transaction. Individual transactions with interested parties which are no co-dependent such as purchase of inventory from an interested party based on a specific order and without a commitment for purchase will be viewed as individual transactions.

(c) Transactions with interested parties which are classified as immaterial by a subsidiary of the Company will also be viewed as immaterial at the Company's level. A transaction classified as material by a subsidiary will be examined at the Company's level.

For additional details, see immediate report of November 26, 2012 (TASE reference: 2012-01-289698).

Regulation 24: Holdings of Interested Parties and Senior Officers in the Company's Securities as of the Reporting Date

See immediate report of January 5, 2017 (TASE reference: 2017-01-001825).

4 An "unusual transaction" is one not in the Company's ordinary course of business, not at arm's length or which might have a material effect on the Company's profits, assets or liabilities.

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Regulation 24a: Authorized Share Capital, Issued Share Capital and Convertible Securities

1. Authorized share capital - 15,000,000 Ordinary shares of NIS 0.01 par value each.

2. Issued share capital - 13,476,211 Ordinary shares of NIS 0.01 par value each.

3. Unregistered stock options - 40,228 stock options allocated to officers which are exercisable into 40,228 Ordinary shares of the Company.

4. Dormant shares - none.

Regulation 24b: Registrar of the Company's Shareholders

I.D. No. / Citizenship company / country of Type of Number of Name of shareholder No. registration Address shares shares Bank Hapoalim LeIsrael 510356603 Israel 62 Yehuda Ordinary Registration Company Ltd. Halevi Street, shares of Tel-Aviv 13,476,210 NIS 0.01 par Chen Lamdan 55677515 Israel 9 Yigal Alon value each Street, Tel-Aviv 1 Total shares 13,476,211

Regulation 26: The Company's Directors

1. Director name and position: Avraham Fox - Director I.D. number: 008202228 Citizenship: Israeli Domicile for service of judicial Fox House, Hermon Street, Airport City, Ben-Gurion documents: Airport Birth date: July 27, 1945 Education: Secondary Date of beginning of tenure as director: February 1, 2000 Main occupation in the last five years: CEO of Tricot Fox Ltd. Serves as director in: A. Fox Investments Ltd., Tricot Fox Ltd, Fox-Wizel Ltd. Employee of the Company, its subsidiary, No a related company or an interested party therein: Member on Board committees: No Independent or external director: No Possesses accounting and financial Professional competence expertise or professional competence: Family relative of another interested party Yes. Father of Michal Rivkind-Fox, father-in-law of in the corporation: Elad Vered

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2. Director name and position: Harel Wizel - Director and CEO I.D. number: 022314702 Citizenship: Israeli Domicile for service of judicial Fox House, Hermon Street, Airport City, Ben-Gurion documents: Airport Birth date: May 1, 1966 Education: Secondary Date of beginning of tenure as director: February 1, 2000 Main occupation in the last five years: Group CEO5 Serves as director in: Fox-Wizel Ltd.,Laline Candles and Soaps Ltd., FWS Retail Ltd., A.H. Fashion Manufacture and Marketing 3020 Ltd., Yanga Ltd., Retailors Ltd., Billy Haus Ltd., Wizel Real Estate A.I.H. Ltd., Wizel Holdings A.I.H. Ltd., May Wizel Ltd. Employee of the Company, its subsidiary, Group CEO a related company or an interested party therein: Member on Board committees: Financial Risk Management Control Committee Independent or external director: No Possesses accounting and financial Professional competence expertise or professional competence: Family relative of another interested party Yes. Brother of Assaf Wizel and Iftach Wizel and father in the corporation: of Moran Wizel

5 Until January 25, 2012 also served as Chairman of the Company's Board of Directors.

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3. Director name and position: Abraham Zaldman - Chairman of the Board I.D. number: 05795919 Citizenship: Israeli Domicile for service of judicial 6 Shivtei Israel Street, Raanana documents: Birth date: August 23, 1948 Education: Academic studies in Economics, Business Administration and Statistics Date of beginning of tenure as director: February 1, 2008 Main occupation in the last five years: CEO of Leumi Partners Ltd., Chairman of the Board of Leumi Mortgage Bank Ltd., Chairman of the Board of Leumi Partners Underwriters, Chairman of the Board of Leumi Partners Research, Chairman of the Board of Leumi Start, Chairman of the Board of Leumi Start Management (2000), Director in Paz Oil Ltd., Director in Partner Communications Ltd., Director in Electra Consumer Products Ltd., Director in Super Pharm Ltd., Director in Avgol Industries Ltd., Director in Technorov Ltd., Director in Keshet Broadcasting Ltd., Director in Archimedes Global Cyprus Ltd. Serves as director in: Fox-Wizel Ltd (Chaieman).,Polyurethane Ltd., Executive Board Member in MATI Raanana, Director in Liliot Group, Director in Liliot Bakery, Member of Investment Committee in Dualis Social Investment Fund, Director in Bank Mizrahi Tefahot Employee of the Company, its subsidiary, No a related company or an interested party therein: Member on Board committees: Financial Risk Management Control Committee (Chairman) Independent or external director: No Possesses accounting and financial Accounting and financial expertise expertise or professional competence: Family relative of another interested party No in the corporation:

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4. Director name and position: Danny Rimoni - External Director I.D. number: 059133173 Citizenship: Israeli Domicile for service of judicial 27 Hazivoni Street, Mazor documents: Birth date: November 16, 1964 Education: BSc in Economics from the Hebrew University of Jerusalem Date of beginning of tenure as director: May 26, 2016 Main occupation in the last five years: CEO and Director of Rimoni Industries Ltd. (a public company), Director of Rimoni Plast Ltd., Storenext Ltd., and of Value Data (Management) 2014 Ltd. Serves as director in: Fox-Wizel Ltd.,Rimoni Industries Ltd., Rimoni Plast Ltd., Storenext Ltd., and Value Data (Management) 2014 Ltd. Employee of the Company, its subsidiary, No a related company or an interested party therein: Member on Board committees: Audit Committee, Financial Statement Approval Committee, Remuneration Committee (Chairman) Independent or external director: External director Possesses accounting and financial Professional competence expertise or professional competence: Family relative of another interested party No in the corporation:

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5. Director name and position: Alon Cohen - External Director I.D. number: 4055364 Citizenship: Israeli Domicile for service of judicial Levinstein Tower, 23 Begin Road, Tel-Aviv documents: Birth date: June 11, 1946 Education: BSc in Economics and Political Sciences from the Hebrew University of Jerusalem Date of beginning of tenure as director: October 18, 2011 Main occupation in the last five years: CEO and Chairman of Alon Cohen Ltd., Chairman of the Board of Gan Shmuel Foods Ltd., Chairman of the Board of Ganir (92) Ltd., Chairman of the Board of Oxygen and Argon Works Ltd., Chairman of the Board of Gas Technologies Ltd., Chairman of the Board of Gases and Liquids Ltd., Chairman of the Board of Oxygen Stores (Trade) Ltd., Chairman of the Board of S.L.G. Ltd., Chairman of the Board of Oxygen Center Ltd., Industrial Buildings Ltd., Jerusalem Economic Corporation Ltd.; Receiver and Liquidator of Kika (in Receivership and Liquidation) Ltd. Serves as director in: Gan Shmuel Foods Ltd., Ganir (92) Ltd., Fox-Wizel Ltd., Alon Ltd., Jerusalem Economic Corporation Ltd., Receiver and Liquidator of Kika (in Receivership and Liquidation) Ltd., Fox-Wizel Ltd Employee of the Company, its subsidiary, No a related company or an interested party therein: Member on Board committees: Audit Committee (Chairman), Financial Risk Management Control Committee, Financial Statement Approval Committee (Chairman), Remuneration Committee Independent or external director: External director Possesses accounting and financial Accounting and financial expertise expertise or professional competence: Family relative of another interested party No in the corporation:

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6. Director name and position: Osnat Ronen - Director I.D. number: 579792077 Citizenship: Israeli Domicile for service of judicial 13 Zayin Beheshvan Street, Ramat-Hasharon documents: Birth date: November 29, 1962 Education: BSc in Mathematics and Computer Sciences and MA in Business Administration from the Tel-Aviv University Date of beginning of tenure as director: March 20, 2012 Main occupation in the last five years: From 2015 - founder and partner of FireWind PE Between 2013 and 2015, represents Liquidnet in Israel Between 2008 and 2013, General Partner in Veolia PE Fund, Director in the following companies: Amiad Filtration Systems Ltd., Aeronautics Ltd., Orad Ltd., Matomy Media Ltd., Degania Silicone Ltd. Serves as director in: Fox-Wizel Ltd., Partner Communications Ltd., Bank Mizrahi Tefahot, the College of Management - Academic Studies (Pro Bono), Research Development Company of the Hebrew University (Pro Bono), Perion Network Ltd. Employee of the Company, its subsidiary, No a related company or an interested party therein: Member on Board committees: Audit Committee, Financial Statement Approval Committee, Financial Risk Management Control Committee, Remuneration Committee Independent or external director: Independent director Possesses or professional competence: Accounting and financial expertise Family relative of another interested party No in the corporation:

Regulation 26a: The Corporation's Senior Officers

1. Name: Uzi Shmueli I.D. number: 055904122 Birth date: July 8, 1959 Date of beginning of tenure: April 7, 2003 Position filled in the Company, a The Company's Internal Auditor subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: BA in Business Administration from the Israeli College of Management, CPA Main occupation in the last five years: Partner in accounting firm, Internal Auditor in public companies

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2. Name: Shahar Rania I.D. number: 028824712 Birth date: November 5, 1971 Date of beginning of tenure: July 19, 2010 Position filled in the Company, a VP Finance and Information Systems subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: BA in Economics and Business Administration from the Haifa University, MBA in Business Administration from the Israeli College of Management, CPA Main occupation in the last five years: VP Finance and Information Systems at Fox Group, Controller at Fox Group Serves as director in: FWS Retail Ltd., Yanga Ltd., Retailors Ltd. and Billy Haus Ltd.

3. Name: Ran Arnon I.D. number: 022310304 Birth date: March 1, 1966 Date of beginning of tenure: March 1, 2002 Position filled in the Company, a Senior VP of Fox-Wizel Ltd. subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: MBA in Business Administration from the Hebrew University of Jerusalem Main occupation in the last five years: CEO of Fox Israel, Senior VP of Fox Israel Serves as director in: Laline Candles and Soaps Ltd., A.H. Fashion Manufacture and Marketing 3020 Ltd. and Billy Haus Ltd.

4. Name: Erez Malka I.D. number: 028733848 Birth date: July 12, 1971 Date of beginning of tenure: March 1, 2015 Position filled in the Company, a CEO of Laline Candles and Soaps Ltd. subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: BA in Business Administration from the Israeli College of Management Main occupation in the last five years: Director in American Eagle, CEO of Laline Candles and Soaps Ltd.

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5. Name: Elad Vered I.D. number: 033211509 Birth date: September 4, 1976 Date of beginning of tenure: March 1, 2002 Position filled in the Company, a VP Purchase and Logistic subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party Son-in-law of Mr. Avraham Fox, a controlling in the corporation: shareholder in the Company Education: BA in Business Administration from the Derby University Main occupation in the last five years: VP Purchase, VP Purchase and Logistic

6. Name: Avior Teboul I.D. number: 066559212 Birth date: November 30, 1983 Date of beginning of tenure: April 13, 2015 Position filled in the Company, a Controller at Fox Group subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: Academic. BA in Business Administration and Economics from the Ben-Gurion University. CPA Main occupation in the last five years: Controller at Fox Group, Assistant VP Finance at Fox Group, Auditor at Somekh Chaikin (KPMG)

7. Name: Sharon Biton I.D. number: 25428442 Birth date: July 28, 1973 Date of beginning of tenure: July 1, 2009 Position filled in the Company, a CEO of FWS subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested party No in the corporation: Education: Secondary Main occupation in the last five years: CEO of Fox Russia and VP Sales of Fox Israel

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8. Name: Kobi Tavor I.D. number: 035749043 Birth date: July 26, 1978 Date of beginning of tenure: April 13, 2015 Position filled in the Company, a Controller at Fox Group subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested No party in the corporation: Education: Academic. BA in Business Administration and Economics from the Israeli College of Management. CPA Main occupation in the last five years: Controller at Fox Group, Controller at Cargal Flexible Packaging, Assistant Comptroller/ Assistant VP Finance at Fox-Wizel

9. Name: Keren Kurtz Zilber I.D. number: 038706982 Birth date: April 9, 1976 Date of beginning of tenure: April 13, 2015 Position filled in the Company, a VP of Marketing and Advertising subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested No party in the corporation: Education: Academic. BA in Communication and Management from the Israeli College of Management Main occupation in the last five years: VP Marketing, Manager of Special Marketing Projects

10. Name: Noa Landau Teichner I.D. number: 040624645 Birth date: October 8, 1980 Date of beginning of tenure: January 15, 2014 Position filled in the Company, a VP of Real Estate subsidiary thereof, or related company thereto or interested party therein: Family relative of another interested No party in the corporation: Education: Academic Main occupation in the last five years: VP Real Estate, Assistant CEO and VP of Business Development

Regulation 26b: Independent Signatories

The Company has no independent signatories.

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Regulation 27: The Corporation's Auditors

Kost Forer Gabbay & Kasierer (EY), CPAs of 3 Aminadav Street, Tel-Aviv.

Regulation 28: Change in Memos or in the Articles of Association

In a special annual meeting of the Company's shareholders of November 6, 2016, section 62(a) to the Company's articles was amended to include the option of publishing a notice of a general meeting on the Company's website, under the law. For the report of the meeting, see TASE reference: 2016-01-072864.

Regulation 29: Directors' Recommendations and Resolutions

Regulation 29a: Directors' Recommendations to the General Meeting and Resolutions that do not Require the General Meeting's Approval, all in connection with the following affairs:

1. Dividend payment

 The Company's Board in its meeting of March 27, 2016 decided to distribute a dividend totaling approximately NIS 19,018 thousand. The dividend represents approximately NIS 1.41 per Ordinary share.

 The Company's Board in its meeting of March 19, 2017 decided to distribute a dividend totaling approximately NIS 32,672 thousand. The dividend represents approximately NIS 2.42 per Ordinary share.

2. Revision of the Articles

For details, see Regulation 28 above.

Regulation 29b: Decisions of the General Meeting Accepted not in accordance with the Executive Management's Recommendations regarding issues detailed in Sub-regulation (a)

None.

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Regulation 29c: Special Meeting Decisions

1. A special meeting of the Company's shareholders of November 6, 2016 approved to amend the Company's articles. For details, see Regulation 28 above.

2. A special meeting of the Company's shareholders of May 26, 2016 approved to appoint Mr. Danny Rimoni as external director on the Company's Board and to pay Mr. Danny Rimoni annual compensation and participation fees based on the maximum amounts stated in the Second and Third Addendums to the Companies Regulations (Rules Regarding Compensation and Expenses for External Director), 2000 and according to the Company's capital tier. For additional details, see the report on the meeting notice of April 20, 2016 (TASE reference: 2016-01-052555).

3. A special meeting of the Company's shareholders of March 2, 2016 approved an updated remuneration policy for the Company which replaced the existing policy at that time. For details, see Regulation 22 above.

Regulation 29a: Details of Quittance, Insurance or Liability for Indemnity Granted to Officers as Defined in the Companies Law, in Effect on the Report Date

Liability for indemnity

See Regulation 22 above regarding the terms of the liability for indemnity.

Insurance

On November 17, 2015, the Company's Remuneration Committee and Board approved the renewal and the extension of the directors' and officers' liability insurance policy of the controlling shareholders in the Company and their relatives for an additional period of three years starting from the date of the approval pursuant to the provisions of Regulation 1b(5) to the Relief Regulations. The policy will be applicable worldwide, including the United States and Canada, within a liability limit of NIS 60,000,000 per claim and in the aggregate and for annual premium of NIS 66,000. The Company's deductible amounts up to NIS 120,000 for labor related claims covered in Israel, up to NIS 100,000 for claims relating to securities laws and up to NIS 100,000 for claims filed in the United States and/or Canada and up to NIS 30,000 for claims that are not in the United States and/or Canada. (TASE reference: 2015-01-191148).

Harel Wizel - CEO and Director Abraham Zaldman - Chairman of the Board

March 19, 2017

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