BRANF / Baran Group Ltd - Documents déposés auprès de la SEC, rapport annuel, procuration

BRANF / Baran Group Ltd. / MENORA MIVTACHIM HOLDINGS LTD. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Baran Group Ltd. (Name of Issuer) Ordinary Shares, NIS 1.00 par value per share (Title of Class of Securities) M18955100 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

Joint Filing Agreement

Exhibit 1 Joint Filing Agreement Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of shares of Baran Group Ltd.

FORM 15

15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission file number: 333-100683 BARAN GROUP, LTD. (Exact name of Registrant as specified

AUDITORS’ REPORT To the Shareholders of Tefen – Industrial Engineering And System Analysis Ltd.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2003 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC

As filed with the Securities and Exchange Commission on June 25, 2004 Registration No. 333-100683 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECU

S-8 POST As filed with the Securities and Exchange Commission on June 25, 2004 Registration No.

Disclaimer Statement SIGNATURE

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated June 25, 2004 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indicate

BARAN GROUP LTD. INDEX Results for the Three Month Ended March 31, 2004 Financial Highlights: Operational Highlights: Financial information by divisional classification Additional Review: Communication Division Industry Division Civil Engineering Div

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated June 4, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indicate

FORM 6-K SIGNATURE EXHIBIT 1 Disclaimer Statement SIGNATURE

6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated April 4th, 2004 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) In

Disclaimer Statement SIGNATURE

6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated April 1st, 2004 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) In

Full Year 2003

6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated March 30, 2004 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Ind

Disclaimer Statement

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated February 4, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indic

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 31, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (T

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 31, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indi

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 22, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (T

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 22, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indi

BARAN GROUP LTD. INDEX BARAN GROUP LTD. BARAN GROUP LTD. BARAN GROUP LTD. BARAN GROUP LTD. BARAN GROUP LTD. Note 4- Financial information by geographical areas Results of Operations Comparison of Three Months Ended September 30, 2002 to Three Months

6-K 1 d30388.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 3, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corpora

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated November 18, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (T

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated November 18, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indi

As filed with the Securities and Exchange Commission on November 6, 2003 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BARAN GROUP, LTD.

As filed with the Securities and Exchange Commission on November 6, 2003 Registration No.

Baran Group Ltd. (hereinafter the “Company”)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated October 23, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indic

BARAN GROUP LTD. INDEX Note 1- Basis of presentation: Note 2- Earning Per Share Note 3- Financial information by divisional classification Note 4- Financial information by geographical areas OPERATING AND FINANCIAL REVIEW AND PROSPECTS Results of Ope

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated August 28, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indica

Baran Group Ltd, (hereinafter the “Company”)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated August 25, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indica

Baran Group Ltd, (hereinafter the “Company”)

6-K 1 d30201.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated August 11, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporat

Baran Group Ltd, (hereinafter the “Company”)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated July 30, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indicate

Baran Group Ltd. (hereinafter- the :“Company”)

6-K 1 d30189.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated July 8, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate O

BARAN GROUP, LTD. NOTICE OF GENERAL ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 10, 2003 PROXY BARAN GROUP, LTD. Proxy for General Special Meeting of Shareholder to be held July 10, 2003 THIS PROXY IS SOLICITED ON BEHALF OF THE MANAGEMENT OF TH

6-K 1 d30144.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated June 4, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant's name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate O

BARAN GROUP LTD. INDEX BARAN GROUP LTD. BARAN GROUP LTD. BARAN GROUP LTD. BARAN GROUP LTD. OPERATING AND FINANCIAL REVIEW AND PROSPECTS Results of Operations Comparison of Three Months Ended March 31, 2002 to Three Months Ended March 31, 2003 Critica

6-K 1 d30139.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated May 30, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant's name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate O

TRANSLATED FROM HEBREW. This English translation is for convenience purposes only, in the event of any conflict, the Hebrew version will control. Baran Group Ltd. 8 Haomarim St., Omer 84965 Tel: +972-8-6200-200 Fax: +972-8-6200-201 Baran Group Ltd. 8

6-K 1 d30121.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated April 30, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate

CERTIFICATIONS

CERTIFICATIONS I, Meir Dor, Chairman of the Board and Chief Executive Officer, certify that: 1.

TABLE OF CONTENTS FORWARD LOOKING STATEMENTS PART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE ITEM 3. Risk Factors The markets in which Baran competes are highly competitive. Baran’s

20-F 1 d30099.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) | | REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR | X | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2002 OR | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

BARAN GROUP, LTD. NOTICE OF GENERAL SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 27, 2003

EX-1 3 e300149ex1.htm PRESS RELEASE BARAN GROUP, LTD. NOTICE OF GENERAL SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 27, 2003 NOTICE IS HEREBY GIVEN that a general special meeting of Baran Group, Ltd. (the “Company”) will be held at our executive offices at 5 Menachem Begin Avenue, 4th Floor, Beit Dagan, Israel, on April 27, 2003 at 5 p.m. (Israel time). The purpose of the general special m

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated March 25, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indicat

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated March 12, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indicat

Dear Sirs,

3.12.2003 To To To The Securities Exchange Authority Tel Aviv Stock Exchange The Companies Registrar 22 Canfay Hanesharim St. 54 Ehad Ha’am St. P.O.Box 28178 Jerusalem- 95464 Tel-Aviv- 65202 Jerusalem- 91280 Fax: +972-2-6513940 Fax: +972-3-5105379 Dear Sirs, Re: Immediate Report- Baran Group Ltd. ID# 52-003725-0 I am honored to file this immediate report, on behalf of my client Baran Group Ltd. (h

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated February 10, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (T

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated February 10, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indi

Baran Group Ltd. 8 Haomarim St., Omer 84965 Tel: +972-8-6200-200 Fax: +972-8-6200-201

Baran Group Ltd. 8 Haomarim St., Omer 84965 Tel: +972-8-6200-200 Fax: +972-8-6200-201 Date: 2.10.2003 To To To The Securities Exchange Authority Tel Aviv Stock Exchange The Companies Registrar 22 Canfay Hanesharim St 54 Ehad Ha’am St P.O.Box 28178 Jerusalem- 95464 Tel-Aviv- 65202 Jerusalem- 91280 Fax: +972-2-6513940 Fax: +972-3-5105379 Re: An amended Immediate Report of Baran Group Ltd. ID# 52-003

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated January 30, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Tr

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated January 30, 2003 Commission File Number 333-100683 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indic

BARAN GROUP, LTD. NOTICE OF GENERAL SPECIAL MEETING OF SHAREHOLDERS To Be Held On February 27, 2003

BARAN GROUP, LTD. NOTICE OF GENERAL SPECIAL MEETING OF SHAREHOLDERS To Be Held On February 27, 2003 NOTICE IS HEREBY GIVEN that a General Special Meeting of Baran Group, Ltd. (the “Company”) will be held at our executive offices at 5 Menachem Begin Ave., 4th floor, Beit Dagan, Israel, on Thursday, February 27, 2003 at 5:00 p.m. (Israel time). The agenda of the General Special Meeting will be as fo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) Under the Securities Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) Under the Securities Exchange Act of 1934 Baran Group Ltd. (Name of Issuer) Ordinary Shares, NIS 1.00 par value per share (Title of Class of Securities) M18955 10 0 (CUSIP N

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 12, 2002 Commission File Number 000-50088 BARAN GROUP LTD. (Tr

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated December 12, 2002 Commission File Number 000-50088 BARAN GROUP LTD. (Translation of Registrant’s name into English) Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL (Address of Principal Corporate Offices) Indic

Baran Group Ltd. Report for the Nine Months Ended September 30, 2002 (Translation into English) Members of the Board of Directors Meir Dor — Chairman of the Board & CEO Yom Tov Samia — President & COO Menachem Gal — Executive Officer Aviel Raviv — Ex

EX-2 4 w66272exv2.htm EXHIBIT 2 EXHIBIT 2 Baran Group Ltd. Report for the Nine Months Ended September 30, 2002 (Translation into English) Members of the Board of Directors Meir Dor — Chairman of the Board & CEO Yom Tov Samia — President & COO Menachem Gal — Executive Officer Aviel Raviv — Executive Officer Arieh Shaked * Jonathan Inbar Isaac Friedman Israel Gotman Israel Scop Liora Ofer Shuki Shor

BARAN GROUP LTD. INTERIM REPORT (UNAUDITED) AT SEPTEMBER 30, 2002 TABLE OF CONTENTS

EX-1 3 w66272exv1.htm EXHIBIT 1 EXHIBIT 1 BARAN GROUP LTD. INTERIM REPORT (UNAUDITED) AT SEPTEMBER 30, 2002 TABLE OF CONTENTS Page CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - IN US $, ADJUSTED TO THE EXCHANGE RATE OF SEPTEMBER 2002 Balance sheets 2-3 Statements of income 4 Statements of changes in shareholders’ equity 5-6 Statements of cash flows 7-9 Notes to financial statements 10-11 BARAN GRO

BARAN GROUP ANNOUNCES THIRD QUARTER AND NINE MONTH RESULTS Baran Maintains its Record of 20+ Years of Profitability, Despite Lower Sales; Merger With o2wireless Completed; Baran Group Listed on Nasdaq as “BRAN”; Baran Thailand Established and Generat

Press Release FOR IMMEDIATE RELEASE Contacts: Sasson Shilo The Baran Group 972-8-6200200 sasson.

BARAN GROUP AND O2WIRELESS SOLUTIONS COMPLETE MERGER Combined Company to List on NASDAQ National Market as “BRAN” At Tower Summit Show, Company Introduces its Full Range of Engineering Solutions

Exhibit 99 Press Release FOR IMMEDIATE RELEASE Contacts: Joel Strimban 678 455 1182 joel.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated November 13, 2002 Commission File Number 000-50088 BARAN GROUP LTD. Bar

6-K 1 w65548e6vk.htm BARAN GROUP FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 Dated November 13, 2002 Commission File Number 000-50088 BARAN GROUP LTD. Baran House 8 Omarim St. Industrial Park Omer 84965 ISRAEL Indicate by check mark whether the registrant files

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 BARAN GROUP LTD. (Exact name of registrant as specified in

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 BARAN GROUP LTD. (Exact name of registrant as specified in its charter) ISRAEL N.A. (State of incorporation or organization) (IRS Employer Identification No.) Baran House, 8 Omarim St. Industrial Park, Omer 84

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 O2WIRELESS SOLUTIONS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 689803 10 4 (CUSIP Number)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 O2WIRELESS SOLUTIONS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 689803 10 4 (CUSIP Number) Meir Dor Copy To: Chairman Baran Group Ltd. Baran House 8 Omarim St. Industrial Park Omer 84965, Israel Telephone: (972) 8-6200-200 Wayne M. Zell, Esq. Mintz Levin Cohn Fer

WARRANT TO PURCHASE STOCK o2WIRELESS SOLUTIONS, INC. (A GEORGIA CORPORATION)

EX-99.4 3 w64396exv99w4.htm WARRANT AGMT. BT & BETWEEN BARAN & O2WIRELESS Exhibit 99.4 THIS WARRANT AND THE SHARES OF CAPITAL STOCK ISSUED UPON ANY EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD OR OTHERWISE TRANSFERRED BY ANY PERSON, INCLUDING A PLEDGEE, UNLESS (1) EITHER (A)

IRREVOCABLE PROXY

EX-99.5 4 w64396exv99w5.htm FORM OF IRREVOCABLE PROXY AGREEMENT Exhibit 99.5 IRREVOCABLE PROXY A. Reference is made to that certain Agreement and Plan of Merger dated as of June 5, 2002 (the “Merger Agreement”), among Baran Group Ltd., a corporation organized under the laws of Israel (“Baran”), Baran Acquisition Sub, Inc., a Georgia corporation and a wholly-owned subsidiary of Baran (“Baran Sub”),