RA'ANANA, Israel and
POWDER SPRINGS, Georgia,
Aug. 20, 2020 /PRNewswire/
-- Mer Telemanagement Solutions Ltd. (MTS) (Nasdaq
Capital Market: MTSL), a global provider of telecommunications
expense management (TEM), call accounting and contact center
software, today announced that it will hold its annual general
meeting of shareholders (the "Meeting") on Thursday, September 24, 2020 at 10:30 a.m. (Israel time) offices of the Company's legal
counsel, Ephraim Abramson & Co.,
Law Offices, 52 Menahem Begin Rd., Sonol Tower, 12th
Floor, Tel Aviv, 6713701,
Israel, and thereafter as it may
be adjourned or postponed from time to time. As part of the
Company's precautions regarding the Coronavirus (Covid-19), the
Company will enable participation and convening of the meeting via
teleconference at the following dial-in numbers and code:
Israel dial-in number:
076-5990000, US dial-in number: 712-770-5561 - Conference code:
150360#.
The agenda of the Meeting is as follows:
- To re-elect Haim Mer as a member
of the Board of Directors for a term expiring at our 2021 Annual
General Meeting of Shareholders and when his successor is elected
and qualified;
- To re-elect Ms. Varda Trivaks as an outside director (as such
term is defined in the Israeli Companies Law) for a fifth term and
to approve her terms of service;
- To approve terms of procurement of a directors' and officers'
liability insurance policy for current and future office holders;
and
- To ratify and approve the reappointment of Kost Forer Gabbay & Kasierer, registered
public accountants, a member of Ernst & Young Global, as the
Company's independent registered public accountants for the year
ending December 31, 2020, and to
authorize the Board of Directors to fix such independent registered
public accountants' compensation in accordance with the volume and
nature of their services or to delegate such power to the Audit
Committee.
In addition, the auditor's report and consolidated financial
statements of the Company for the year ended December 31, 2019 will be reviewed and discussed
at the Meeting.
Shareholders of record at the close of business on Tuesday, August 25, 2020 are entitled to notice
of and to vote at the Meeting or any adjournments or postponements
thereof. The Company plans to mail a proxy statement that describes
the proposals to be considered at the Meeting and a proxy card on
or about Friday, August 28, 2020. The
proxy statement and proxy card will also be furnished to the
Securities and Exchange Commission (the "SEC") on Form 6-K
on or about August 20, 2020.
The approval of the election of a director in Item 1 and the
proposals set forth in Items 2 through 4 requires the affirmative
vote of holders of at least a majority of our company's ordinary
shares represented at the Meeting, in person or by proxy, entitled
to vote and voting on the matter presented for passage. The
approval of the proposal set forth in Item 2 also requires
compliance with additional special "disinterested" voting
requirements as set forth in the proxy statement.
Shareholders wishing to express their position on an agenda item
may do so by submitting a written statement to the Company's
offices at the above address no later than September 14, 2020. Any position statement
received will be furnished to the SEC on Form 6-K, which will be
available to the public on the SEC's website at http://www.sec.gov.
Eligible shareholders may present proper proposals for inclusion in
the Meeting by submitting their proposals to the Company no later
than August 27, 2020.
Shareholders may vote their ordinary shares by means of a proxy
card, which is required to be received by the Company, along with
the documentation set forth in the proxy statement, at least four
(4) hours prior to the appointed time of the Meeting, to be counted
for the Meeting.
About MTS
Mer Telemanagement Solutions Ltd. (MTS) is focused on innovative
products and services for enterprises in the area of telecom
expense management (TEM), call accounting and contact center
software. Headquartered in Israel,
MTS markets its solutions through wholly-owned subsidiaries in
Israel, the U.S. and Hong Kong, as well as through distribution
channels. For more information please visit the MTS web site:
www.mtsint.com
Forward Looking Statements
Certain matters discussed in this news release are
forward-looking statements that involve a number of risks and
uncertainties including, but not limited to, the Company's ability
to achieve profitable operations, its ability to
continue to operate as a going concern, its ability to continue to
meet NASDAQ continued listing requirements, customer acceptance of
new products, the effects of the spread of
Coronavirus (COVID-19) and future measures taken by authorities in
the countries in which we operate on our operations, the demand for
our products and our customers' economic condition, the impact of
competitive products and pricing, market acceptance, the lengthy
sales cycle, proprietary rights of the Company and its competitors,
risk of operations in Israel,
general economic conditions and other risk factors detailed
in the Company's annual report and other filings with the United
States Securities and Exchange Commission.
MTS Contact:
Ofira
Bar
CFO
Tel: +972-9-7777-540
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SOURCE Mer Telemanagement Solutions Ltd. (MTS)