9 February 2024
MTI
Wireless Edge Ltd
("MTI" or the
"Company")
Notice of shareholder
meetings
Proposed appointment of
Non-Executive Director
MTI Wireless Edge Ltd. (AIM: MWE),
the technology group focused on comprehensive communication and
radio frequency solutions across multiple sectors, is pleased to
announce that it will be holding its annual general meeting (the
"AGM") and an extraordinary
general meeting of the Company (the "EGM") (together the "General Meetings") at 14.00 hrs (London
time) on 20 March 2024. The General Meetings will be held at the
offices of Allenby Capital Limited, 5 St Helen's Place, London,
EC3A 6AB for the purpose of:
AGM
1. the presentation of
the 2023 financial reports;
2. re-electing Mr. Zvi
Borovitz as chairman of the Company;
3. re-electing Mr. Moni
Borovitz, the Company's CEO, as a director of the
Company;
4. re-electing Mr. Dov
Feiner, the Company's antenna division General Manager, as a
director of the Company;
5. re-electing Mr. David
Yariv as a non-executive director of the Company;
6. re-electing Mr.
Michael Yehezkel Karo as a non-executive director of the Company;
and
7. re-appointing BDO
Israel LLP as the Company's auditors for the year ending 31
December 2024 and to authorize the directors to determine the
auditors' remuneration for such year in accordance with the
recommendation of the Audit Committee.
EGM
8. approving the
appointment of Mrs Hani Lerman as external director for three
years; and
9. subject to the
approval of resolution 8, approving the granting of
an indemnity letter to Mrs Hani
Lerman, on the same terms
as the other officers of the Company and
in accordance with the 2022 Remuneration
Policy.
Shareholders should note that Mr.
Luke Ahern will remain in his position as a non-executive external
director as a result of the fact that his appointment was for three
years from March 2022.
Shareholders should also note that,
following its publication, the Company will not be posting hard
copies of the annual report for the year ended 31 December 2023 to
its shareholders. Shareholders who require a copy of the
annual report may download it, once published, from the Company's
website at www.mtiwirelessedge.com
or write to the Company, at MTI Wireless Edge Ltd
Headquarters,11 Hamelacha St. Afek Industrial Park, Rosh-Ha'Ayin,
Israel, requesting a hard copy.
Election of Mrs. Hanna
(Hani) Lerman as external director
for three years
Pursuant to the provisions of the
Israeli Companies Law, the Company has to nominate an external
(independent) director every three years for a maximum of three
terms (totalling nine years). Mrs. Lihi Elimelech Bechor was first
nominated as external director of the Company on March 2015, which
was followed by two extensions until the maximum term allowed and
therefore the Company is required to appoint a replacement external
director. The Company wishes to nominate Mrs. Hani Lerman as an
external director, conditional on the consent of shareholders at
the Company's forthcoming EGM on 20 March 2024 and, if approved,
the appointment will become effective as from the close of the
EGM.
Subject to her appointment, Mrs.
Lerman will be entitled to annual remuneration in accordance
with the Companies Regulations (Rules concerning
Remuneration and Expenses for External Directors), 5760-2000
and the Remuneration Policy. In addition, she will
be entitled to be included in the Company's insurance and indemnity
arrangements for officers.
Hani Lerman is a director of NASDAQ
listed dermatology company Sol-Gel Technologies Ltd. Mrs
Lerman has served as Chief Financial Officer at Arkin Holdings
since 2015. From 2010 until 2014, Mrs Lerman served as the
Chief Financial Officer of Sansa Security (previously known as
Discretix Technologies) and from 2006 until 2010 she served as
Chief Financial Officer of Storwize, which was acquired by IBM in
2010. She holds a Master's Degree in Business Administration
with a major in Finance and a B.A. in Economics and Accounting,
both from Tel-Aviv University, Israel. Mrs Lerman has
previously served as an external director of MTI from 2006 to
2015.
Additional disclosures
required under the AIM Rules for Companies
Pursuant to Rule 17 and Schedule Two
Paragraph (g) of the AIM Rules for Companies, Hanna Lerman
(formerly Hanna Helman), age 51, is, or has during the previous
five years, been a director or partner of the following companies
and partnerships:
Current Directorships or Partnerships
|
|
Directorships or Partnerships in the previous five
years
|
Sol-Gel Technologies Ltd.
|
|
Exalenz Bioscience Ltd.
Sphera Funds Management
Ltd.
|
Mrs Lerman currently holds 41,271
Ordinary Shares in the Company.
Notice to shareholders
The notice of the General Meetings
will be posted to shareholders and will shortly be available on the
Company's website at the following
address, www.mtiwirelessedge.com,
in accordance with AIM Rule 20.
For
further information please contact:
MTI
Wireless Edge Ltd
Moni Borovitz, CEO
|
+972 3 900
8900
http://www.mtiwirelessedge.com
|
Allenby Capital Limited (Nomad
and Joint Broker)
Nick Naylor/Alex Brearley/Piers
Shimwell (Corporate Finance)
Guy McDougall/Amrit Nahal (Sales and
Corporate Broking)
|
+44 20
3328 5656
|
Shore Capital (Joint
Broker)
Toby Gibbs/Rachel Goldstein
(Corporate Advisory)
|
+44 20
7408 4090
|
Novella (Financial
PR)
Tim Robertson/Safia
Colebrook
|
+44 20
3151 7008
|
About MTI Wireless Edge Ltd. ("MTI")
Headquartered in Israel, MTI is a
technology group focused on comprehensive communication and radio
frequency solutions across multiple sectors through three core
divisions:
Antenna division
MTI is internationally recognized as
a producer of commercial off-the-Shelf and custom-developed antenna
solutions in a broad frequency range of HF to 170 GHz for
commercial, RFID and military applications. MTI continuously
invests in ground breaking technologies, explores new frequencies,
and devises innovative solutions which empower our wireless
communication customers with cutting-edge off-the-shelf and
custom-made antennas.
We are at the forefront of
technology and innovation, being the first to introduce Dual Band
parabolic antennas, E Band Automatic Beam Steering antennas, E Band
FCC compliant flat antennas, and more.
MTI supplies directional and
omnidirectional antennas for outdoor and indoor deployments,
including smart antennas for 5G backhaul, Broadband access, public
safety, RFID, base station and terminals for the utility
market.
Military applications include a wide
range of broadband, tactical and specialized communication
antennas, antenna systems and DF arrays installed on numerous
airborne, ground and naval, including submarine, platforms
worldwide.
Water Control & Management division
Via its subsidiary, Mottech Water
Solutions Ltd ("Mottech"), MTI provides high-end remote control and
monitoring solutions for water and irrigation applications based on
Motorola's IRRInet state-of-the-art control, monitoring and
communication technologies.
As Motorola's global
prime-distributor Mottech serves its customers worldwide through
its international subsidiaries and a global network of local
distributors and representatives. With over 25 years of experience
in providing customers with irrigation remote control and
management, Mottech's solutions ensure constant, reliable and
accurate water usage, increase crops quality and yield while
reducing operational and maintenance costs providing fast ROI while
helping sustain the environment. Mottech's activities are focused
in the market segments of agriculture, water distribution,
municipal and commercial landscape as well as wastewater and
storm-water reuse.
Distribution & Professional Consulting Services
division
Via its subsidiary, MTI Summit
Electronics Ltd., MTI offers consulting, representation and
marketing services to foreign companies in the field of RF and
Microwave solutions and applications including engineering services
(including design and integration) in the field of aerostat systems
and the ongoing operation of Platform subsystems, SIGINT, RADAR,
communication and observation systems which is performed by the
Company. It also specializes in the development, manufacture and
integration of communication systems and advanced monitoring and
control systems for the Government and defence industry
market.