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| Press Release - May 26, 2006 |
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Yoqneam, Israel, May 26, 2006 MIND CTI to Host Annual Meeting of Shareholders MIND C.T.I. LTD. (NASDAQ: MNDO), a leading provider of convergent end-to-end billing and customer care solutions for VoIP, Mobile, Wireline and Quad-play carriers worldwide, today announces that its 2006 Annual General Meeting of Shareholders will be held on Thursday, June 29, 2006 at 09:00 A.M. (Israel time), at the offices of the Company, Industrial Park, Building 7, Yoqneam 20692, Israel. Shareholders of record at the close of business on June 1, 2006 are entitled to vote at the Meeting. All shareholders are cordially invited to attend the Meeting in person. Proxy statements and proxy cards for use by shareholders that cannot attend the meeting in person will be sent by mail to shareholders that hold shares registered with the American Stock Transfer & Trust Company, including shares held via DTC members. Alternatively, pursuant to the Israeli Companies Regulations (Written Ballots and Position Notices), 5766-2005, shareholders are entitled to vote their shares by a Hebrew-language written ballot, the form of which (together with the relevant instructions) may be obtained on the website of the Israeli Securities Authorities at: http://www.magna.isa.gov.il, on the website of the Tel-Aviv Stock Exchange Ltd. at: http://maya.tase.co.il, or directly from the Company. The agenda of the meeting is as follows: (i) to re-appoint Kesselman & Kesselman, certified public accountants in Israel and a member of PricewaterhouseCoopers International Limited, as the Company’s independent auditors; (ii) to approve the continuing service of Monica Eisinger as both (1) President and Chief Executive Officer and (2) Chairperson of the Board of Directors of the Company for a period of up to three years; (iii) to approve amendments to the Company's Articles of Association in order to incorporate certain provisions of recent amendments of the Israeli Companies Law, including amendments relating to the indemnification of directors and officers; (iv) subject to the approval of the amendments to the Company's Articles of Association relating to the indemnification of directors and officers, to approve new indemnification agreements of the Company in favor of its directors who serve from time to time; and (v) to discuss the Company’s audited financial statements for the year ended December 31, 2005. The vote required: Approval of the matters in paragraphs (i), (iii) and (iv) above requires the affirmative vote of a majority of the ordinary shares present in person or by proxy or written ballot, and voting on the matter. Approval of the matter in paragraph (ii) above requires the affirmative vote of a majority of the ordinary shares present, in person or by proxy or written ballot, and voting on the matter, which affirmative vote must include at least two-thirds of the ordinary shares of non-controlling shareholders (if any) present, in person or by proxy or by written ballot, and voting on the matter. About MIND MIND CTI Ltd. is a leading provider of convergent prepaid and postpaid end-to-end billing and customer care solutions for VoIP, Mobile, Wireline and Quad-play carriers worldwide. Since 1997 MIND has been a pioneer in enabling the VoIP technology for emerging and incumbent service providers. In August 2005 MIND acquired Sentori, Inc., a US based provider of customer care and billing solutions to wireless carriers and mobile virtual network operators (MVNO's). Sentori, Inc. brings over ten years of wireless experience staff and seven years of a wireless operational solution to carriers. MIND operates from offices in Europe, Israel and the United States. For financial information, reports and presentations, please visit the Investor Relations site: http://www.mindcti.com/ir Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995: All statements other than historical facts included in the foregoing press release regarding the Company's business strategy are "forward looking statements." These statements are based on management's beliefs and assumptions and on information currently available to management. Forward-looking statements are not guarantees of future performance, and actual results may materially differ. The forward looking statements involve risks, uncertainties, and assumptions, including the risks discussed in the Company's filings with the United States Securities Exchange Commission. The Company does not undertake to update any forward-looking information. For more information please contact:
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