ISRAEL CREDIT CARDS LTD. TABLE OF CONTENTS BOARD OF DIRECTORS AND MANAGEMENT REPORT Report of the Board of Directors and Management - December 31, 2020 13 General Survey, Targets and Strategy 13 Summary description of the Company 13 Summary of main financial data 14 Holding structure 16 Organizational structure 17 Summary description of the main risks to which the Company is exposed 18 The outbreak of the Coronavirus 18 Business targets and strategy, and development expectations in the coming year 21 Explanations and Analysis of the Results and the Business Position 26 Trends, phenomena, developments and material changes 26 Changes in accounting policies 27 Material developments in income, expenses and other comprehensive income 27 The structure and development of assets, liabilities, capital and capital adequacy 34 Operating segments 42 Principal investee companies 46 Risk Review 48 General description of the risks and their management 48 Credit risk 54 Market and liquidity risks 64 Operational risk 69 Other risks 71 Critical Accounting Policy and Assessments, Controls and Procedures 77 Accounting policies on critical matters 77 Critical accounting assessments 77 Controls and procedures 82 Certification by the Chief Executive Officer 84 Certification by the Chief Accountant 85 Report of the Board of Directors and Management on the Internal Control over Financial Reporting 86 ISRAEL CREDIT CARDS LTD. FINANCIAL REPORT Report of the Independent Auditors to the Shareholders of Israel Credit Cards Ltd. - In Accordance with the Public Reporting Directives of the Supervisor of Banks Regarding Internal Control over Financial Reporting 88 Statement of Profit and Loss for the Year Ended December 31 90 Consolidated Statement of Other Comprehensive Income for the Year Ended December 31 91 Balance Sheet 92 Statement of Changes in Equity 93 Statement of Cash Flows for the Year Ended December 31 94 Statement of Cash Flows for the Year Ended December 31 (Continued) 95 Notes to the Financial Statements as at December 31, 2020 96 Note 1 - General 96 Note 1 - General (Continued) 97 Note 2 - Reporting Principles and Accounting Policy 97 Note 3 - Income from Credit Card Transactions 122 Note 4 - Net Interest Income 122 Note 5 –Non-Interest Financing Income 123 Note 6 - Operating Expenses 123 Note 7 - Selling and Marketing Expenses 124 Note 8 - Administrative and General Expenses 124 Note 9 - Provision for Taxes on Profit 124 Note 10 - Cash and Bank Deposits 128 Note 11 - Credit Risk, Receivables on Credit Card Transactions and Allowance for Credit Losses on a Consolidated Basis 129 Note 12 - Receivables (1) on Credit Card Transactions and Off-Balance-Sheet Credit Risk by Size of Borrower’s Debts 140 Note 13 - Securities 141 Note 13 – Securities (Continued) 142 Note 14 - Investments in Investee Companies (Consolidated - Associates) and Details Thereof 143 Note 15 - Buildings and Equipment 146 Note 15 - Buildings and Equipment (Continued) 147 Note 16 - Other Assets 149 Note 17 - Credit from Banks 149 Note 18 - Payables on Credit Card Transactions 150 Note 19 - Subordinated Notes 150 Note 20 - Other Liabilities 151 Note 21 - Employee Benefits 151 Note 21 - Employee Benefits 152 Note 22 - Capital Adequacy and Leverage Pursuant to the Supervisor of Banks’ Directives 161 Note 23 - Contingent Liabilities and Commitments 166 Note 24 - Guarantees 185 Note 25 - Operating Segments 185 Note 26 - Assets and Liabilities According to Linkage Basis 189 Note 27 - Assets and Liabilities According to Linkage Basis and Maturity Period 191 Note 28 - Balances and Fair Value Estimates of Financial Instruments 195 Note 29 – Activity in derivative instruments extent, credit risks and repayment times 197 Note 29 – Activity in derivative instruments extent, credit risks and repayment times (Continued) 198 Note 30 - Interested and Related Parties of the Company and its Subsidiaries 199 Note 31 – The Outbreak of the Coronavirus 206 ISRAEL CREDIT CARDS LTD. REPORT ON CORPORATE GOVERNANCE AUDIT AND OTHER DETAILS Corporate Governance and Audit 210 The Board of Directors and Management 210 The Internal Auditor 215 Remuneration of External Auditors (1) (2) 218 Remuneration of Senior Officers 219 Transactions with Controlling Shareholders and Related Parties 220 Additional Details Regarding the Company’s Business and its Management 220 Fixed assets and Facilities 220 Intangible Assets 222 Human Capital 223 Material Agreements 224 Material Legislative and Regulatory Restrictions and Special Constraints Applicable to the Company 227 Directives issued by the Banking Supervision Department 228 Operating Segments - Additional Details 231 Legal Proceedings 236 Appendices to the Annual Report 238 Rates of Interest Income and Expenses of the Company and its Subsidiary and Analysis of Changes in Interest Income and Expenses 238 Consolidated Balance Sheet - Multi-Quarter Information 242 Consolidated Statement of Profit and Loss - Multi-Quarter Information 243 Consolidated Statement of Profit and Loss - Multi-Period Information 244 Consolidated Balance Sheet - Multi-Quarter Information 245 Glossary 246 Initials 250 Index 251 ISRAEL CREDIT CARDS LTD. Members of the Board of Directors of the Company Esther Deutsch, Chair Esther Einhorn Ilan Biran Keren Bar-Hava Yuval Gavish Eyal Hayardeny Moshe Cohen Nachman Nitzan Liliya Kaplan ISRAEL CREDIT CARDS LTD. BOARD OF DIRECTORS AND MANAGEMENT REPORT Report of the Board of Directors and Management - December 31, 2020 13 General Survey, Targets and Strategy 13 Summary description of the Company 13 Summary of main financial data 14 Holding structure 16 Organizational structure 17 Summary description of the main risks to which the Company is exposed 18 The outbreak of the Coronavirus 18 Business targets and strategy, and development expectations in the coming year 21 Explanations and Analysis of the Results and the Business Position 26 Trends, phenomena, developments and material changes 26 Changes in accounting policies 27 Material developments in income, expenses and other comprehensive income 27 The structure and development of assets, liabilities, capital and capital adequacy 34 Operating segments 42 Principal investee companies 46 Risk Review 48 General description of the risks and their management 48 Credit risk 54 Market and liquidity risks 64 Operational risk 69 Other risks 71 Critical Accounting Policy and Assessments, Controls and Procedures 77 Accounting policies on critical matters \Critical accounting assessments 77 Controls and procedures 82 Certification by the Chief Executive Officer 84 Certification by the Chief Accountant 85 Report of the Board of Directors and Management on the Internal Control over Financial Reporting 86 Board of Directors and Management Report ISRAEL CREDIT CARDS LTD. Statement of the Chairman of the Board of Directors Dear stakeholders, On behalf of the Board of Directors and Management, I am honored to present the annual financial report for the year 2020. CAL has finished the year 2020 with results that reflect the continuation of the momentum of activity in the Company, together with the ongoing handling of the crisis caused by the spread of the Coronavirus, which has placed many challenges before the Company. The virus changed the global order very swiftly, and has had a sharp impact on lifestyles and consumer habits. These changes have has a direct impact on CAL's operating lines and had caused damage central revenue channels. The implications of the crisis are very apparent in these financial statements. Whereas in January and February the Company's trend of growth continued from previous years, from March onwards, following the outbreak of the virus and the imposition of restrictions by the government, a significant reduction occurred in the volume of activity. As a result, there has been a significant decrease in CAL's revenues, which derived primarily from a decrease in the volume of transactions executed abroad, which occurred in parallel to a jump in the Company's credit losses expenses, are a result of the assessment of the risk that is inherent in the portfolio. When the crisis broke out, the Company dedicated itself to ensuring the health of its employees, which involved adopting the routine of working from afar, and it harnessed its resources to help its customers. Within this context, it established infrastructure for the deferral of payments pursuant to the directives issued by the Banking Supervision Department, and has also provided credit supported by a guarantee from the State for entitled businesses, pursuant to the criteria that have been set by the Ministry of Finance. All of this was done together with various benefits, which the Company has provided for its customers in periods of lockdown and compulsory isolation. In tandem with the handling of the implications of the crisis, we have continued with a series of long-term strategic initiatives and technological and infrastructure projects, with an emphasis on the updating of the core systems, and have taken action to simplify and to improve processes and experiences from the customer's perspective. Within this context, the Company has invested in the development of projects in order to provide advanced services in the field of credit card use, including TraffiCal, CalPay and the conversion of cards to contactless cards. Furthermore, a number of agreements have been signed with new and existing business partners during the year, including an agreement with Apple, for the embedding of the Apple-Pay App, a cooperation agreement with