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Notice of Extraordinary General Meeting

25 Nov 2013 07:00

EMBLAZE LTD - Notice of Extraordinary General Meeting

EMBLAZE LTD - Notice of Extraordinary General Meeting

PR Newswire

London, November 24

Emblaze Ltd (LSE:BLZ) ("Emblaze" or "the Company") Notice of Extraordinary General Meeting Herzeliya, Israel, 25 November 2013: The Company has today issued a Notice of Extraordinary General Meeting ("EGM").The EGM will be held at 12.00 (noon) on 30 December 2013 at the Hilton LondonTower Bridge (Meeting Room 5), 5 More London Place, London SE1 2BY, UnitedKingdom. The EGM is convened for the purpose of seeking Shareholder's authority toappoint Ms. Keren Arad-Leibovitz a second statutory independent director, asrequired by the Israeli Companies Law. Such appointment, if approved, wouldtake effect at the end of the EGM. Under the Israeli Companies Law, 5759-1999 and regulations promulgatedthereunder (the "Israeli Companies Law"), companies incorporated under the lawsof Israel whose shares have been offered to the public in or outside of Israel,are required to appoint at least two statutory independent directors (the"external directors") who meet certain Israeli statutory criteria ofindependence; such criteria are generally in line with the independencerequirement under the 2010 UK Corporate Governance Code (the "Code"). If an external directorship becomes vacant and there are fewer than twoexternal directors on the board of directors at that point in time, the boardof directors is required under the Israeli Companies Law to call ashareholders' meeting as soon as practicable to appoint a replacement externaldirector. Currently, the board of directors of Emblaze (the "Board") includesone director designated as an external director, Mr. Zvi Shur, who was electedat the Company's annual general meeting in April for a third three-year term asan external director commencing 24 November 2013. The Board is therefore convening this EGM to seek Shareholders' authority toappoint a second external director. Mrs. Keren Arad-Leibovitz, Adv. has over 15 years of extensive experience inIsraeli and International corporate and commercial law as an attorney admittedto practice in Israel and in the State of New York. Adv. Leibovitz previouslyserved as a director, and as a statutory external director on the boards of twoIsraeli companies publicly traded in the Tel Aviv Stock Exchange. During thistime Adv. Leibovitz was also a member of the audit committees of thesecompanies. In the last seven years Adv. Leibovitz held the position of VPBusiness development and Head of legal Department in an Israeli privately heldgroup of companies, which portfolio included over 20 companies in the fields ofCellular Based Operations, Telecom Products and Services, Real Estate, TowerManagement, WiMax, and other investments. Markets of activities of the variousgroup companies included US, Western and Eastern Europe, South America, Asia,Africa and India. As part of her position, Adv. Leibovitz also served as adirector and member of the management team of six Israeli and foreign privatecompanies. As a member of the various boards of directors and management teams,Adv. Leibovitz participated in and managed various business processes andactivities, structured business strategies, reviewed financial reports,analyzed marketing and sales plans, and structured financing strategies andtransaction. Mrs. Keren Arad-Leibovitz was a director of Brimag Digital Age Ltd. between2003-2008, and of (Y.Z) Queenco Ltd. between 2005-2009 (both companies aretraded in the Tel Aviv Stock Exchange). In addition, in recent years, Mrs.Arad-Leibovitz served as a director of Tower Vision Ltd., Tower Vision JerseyLimited, Tower Vision Mauritius Limited, Ctware Ltd., Cellnet Ltd., and ITSIntegrated Telecom Systems Ltd. (which was put under a temporary liquidation byorder of the Tel Aviv Court in June 2013). Mrs Arad Leibovitz also serves as adirector of Shay Leibovitz Management Services Ltd. (a family private company). Copies of the Notice will be submitted to the National Storage Mechanism andwill shortly be made available on the Company's website at www.emblaze.com andfrom the National Storage Mechanism at www.morningstar.co.uk/uk/NSM, and willbe posted to Shareholders shortly. Enquiries: Hagit Gal, Emblaze Ltd. hagit.gal@emblaze.com The Emblaze Group is traded on the London Stock Exchange (LSE: BLZ) since 1996.www.emblaze.com
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