These excerpts taken from the OBAS 20-F filed Jun 27, 2008.

Schedule I



















No. of Shares Held by the Fund Prior to Sale


No. of Shares to be Sold to Optibase


Consideration to be Paid by Optibase at Closing to the Fund







Genesis Partners II LDC


Ackerstein Towers, Bldg. B, 4th floor












Genesis Partners II (Israel) LP


11 Hamenofim St.














Herzliya 46725, Israel














Attention: Hadar Kiriati














Fax: +972-9-972-9001












Schedule I
















No. of Shares Held by the Fund Prior to Sale


No. of Shares to be Sold to Optibase


Consideration to be Paid by Optibase at Closing to the Fund







Pitango Venture Capital Fund
III (Israeli Investors) LP


11 Hamenofim St., Bldg. B
Herzliya 46725, Israel
Attention: Daphna Cohen-Gersht




















Pitango Venture Capital Fund
III (Israeli Sub) LP






















Pitango Venture Capital Fund
III (Israeli Sub) Non-Q LP






















Pitango Parallel Investor Fund
III (Israel), LP






















Pitango Principals Fund III
(Israel) LP






















Pitango Venture Capital Fund
III Trusts 2000 Ltd.














Total:  1,473,957


Total:  629,591


Total:  $ 3,903,464


This excerpt taken from the OBAS 6-K filed Oct 5, 2005.


Subject to any provision of the law, the events are as follows:

1. Any issuance of securities, including without limitation, a public offering pursuant to a prospectus, a private offering, the issuance of bonus shares or any offer of securities in any other manner;

2. Conducting tender offers and any thing related thereto;

3. A “Transaction” within the meaning of Section 1 of the Companies Law(1), including without limitation negotiations for entering into a transaction, the transfer, sale or purchase or charge of assets or liabilities, including securities, or the grant or receipt of a right to any of the foregoing, receiving credit and the grant of collateral and any act directly or indirectly involved in such “Transaction”;

4. Report or notice filed in accordance with any applicable law, including the Companies Law and/or the Israeli Securities Law of 1968, and/or the Securities Exchange Act of 1933 and/or the Securities Exchange Act of 1934 including regulations promulgated thereunder, or in accordance with rules or instructions prevailing on an Israeli stock exchange or on Nasdaq-NM, or a stock exchange outside of Israel, or any law of another country regulating similar matters and/or the omission to act accordingly;

5. Any resolution with respect to distribution, as defined in the Companies Law;

6. Amendment to the Company’s structure or its reorganization or any resolution with respect to such matters, including without limitation, a merger, split, change in the Company’s capital structure, incorporation of subsidiaries, dissolution or sale thereof, issuance or distribution;

7. Taking part in tenders;

8. The making of any statement, including a bona fide statement or opinion made by an officer of the Company in such capacity, including during meetings of the Board of Directors or any committee thereof;

9. An act in contradiction to the articles or memorandum of association of the Company;

10. Any action or decision in relation to employer-employee relations, including the negotiation for, signing and performance of individual or collective employment agreements, other employees benefits (including allocation of securities to employees) and harassment suits;

11. Any action or decision in relation to work safety and/or working conditions;

12. Negotiation for, signing and performance of insurance policy;

1 Article 1 of the Companies Law defines “Transaction” as a contract or engagement or a unilateral decision of the company regarding a grant of a right or another benefit.”


13. Formulating working programs, including pricing, marketing, distribution, directives to employees, customers and suppliers and collaborations with competitors;

14. Decisions and/or acts pertaining to the environment, including dangerous substances;

15. Decisions and/or acts pertaining to the Consumer Protection Law, 5741-1981, and/or orders and/or Regulations thereunder;

16. Negotiating, making and performing of contracts of any kind and type with suppliers, distributors, agents, franchisees and the like of the products that are marketed and/or sold by, or by those serving, the Company;

17. Negotiating, the making and performing agreements with manpower contractors, service contractors, building contractors, renovations contractors, etc;

18. Reporting and/or filing of applications to the state authorities and other authorities; and

19. Any of the foregoing events relating to the capacity of such officer as an officer of a corporation controlled by the Company or otherwise affiliated therewith.


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