TEL-AVIV, Israel, August 10 /PRNewswire-FirstCall/ -- RiT Technologies
(NASDAQ: RITT) today announced that its 2009 Annual General Meeting of
Shareholders will be held on Monday, September 14, 2009 at 10:00 a.m. (Israel
time), at the offices of the Company, 24 Raoul Wallenberg Street, Tel Aviv
69719, Israel. The record date for the meeting is August 12, 2009. The
Company will send to its shareholders of record a proxy statement describing
the various matters to be voted upon at the meeting, along with a proxy card
enabling them to indicate their vote on each matter. The Company will also
furnish the proxy statement to the Securities and Exchange Commission (SEC)
on Form 6-K.
The agenda of the annual general meeting is as follows:
1. To re-elect three (3) directors to the Board of Directors
of the Company;
2. To elect Ms. Galia Druker as an external director, who
shall replace Mr. Hagen Hultzsch;
3. To approve the re-appointment of KPMG Somech Chaikin as the
Company's independent auditors for the fiscal year ending December
31, 2009; and to authorize our Board of Directors to delegate to
the Audit Committee the authority to fix the remuneration of KPMG
Somech Chaikin in accordance with the volume and nature of their
services;
4. To clarify and approve the grant of indemnification
agreements for the benefit of our directors;
5. To approve the Convertible Loan Agreement between the
Company and Stins Coman Incorporated, the Company's controlling
shareholder;
6. To consider the audited consolidated financial statements
of the Company for the year ended December 31, 2008; and
7. To transact such other business as may properly come before
the Meeting or any adjournment thereof.
Items 1 and 3 require the approval of a simple majority of the shares
voted on the matter. Item 2 requires the approval of a simple majority of the
shares voted on the matter, provided that either (i) the shares voted in
favor of the resolution include at least one-third of the shares voted by
shareholders who are not 'controlling shareholders' (as such term is defined
in the Israeli Companies Law), or (ii) the total number of shares voted
against the resolution by shareholders who are not controlling shareholders
does not exceed 1% of the outstanding shares.