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Receipt of Pre-Ruling from Israeli Tax Authorities

Receipt of Pre-Ruling from Israeli Tax Authorities.

articleMti Wireless Edge LtdJuly 26, 20183/company/mti-wireless-edge-ltd/news/receipt-of-pre-ruling-from-israeli-tax-authorities
Receipt of Pre-Ruling from Israeli Tax Authorities

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[{"type":"text","content":"\n \nRNS Number : 7897V MTI Wireless Edge Limited 26 July 2018  \n\n26 July 2018\nMTI Wireless Edge Ltd \n(\"MTI\" or the \"Company\")\nProposed merger with MTI Computers & Software Services (1982) Ltd\nReceipt of Pre-Ruling from the Israeli Tax Authorities    \nMTI Wireless Edge Ltd (AIM: MWE), a market leader in the manufacture of flat panel antennas for fixed wireless broadband and a wireless irrigation solutions provider, announces receipt of a pre-ruling from the Israeli tax authorities with respect to the tax implications of the proposed merger (the \"Merger\") between the Company and MTI Computers & Software Services (1982) Ltd (\"MTIC\"). \nOn 25 July 2018, the Company and MTIC (the \"Merging Companies\") received a pre-ruling (the \"Pre-Ruling\") from the Israeli Tax Authorities (the \"ITA\") regarding the tax implications of the Merger on the Merging Companies and their shareholders.  The Pre-Ruling includes a tax exemption in respect of the Merger and the deferral of the taxable event for the shareholders of the Merging Companies until the realisation of their holdings in the Company, all in accordance with the conditions and subject to the restrictions set out in Part E2 (Structural Change and Merger) of the Israeli Income Tax Ordinance New Version, 1961 (Sections 103-103(s)) (the \"Ordinance\").  The Pre-Ruling was issued pursuant to the request made by the Merging Companies and includes the following determinations of the ITA in the framework of the Pre-Ruling:\n1.   The Merger Date (as defined in the Ordinance) will be the last day of the calendar quarter in which the Court Order to approve the Merger will be issued by the court1. Therefore, inter alia, restrictions that will apply to the Company and to the shareholders of the Merging Companies, as set out in the Ordinance (as further detailed in the document entitled Tax Implications of the Merger available on the Company's website) shall apply until the end of two years from the Merger Date (the \"Required Period\").\n2.   With respect to shareholders who were Controlling Shareholders, as such term is defined in section 103 to the Ordinance2, by virtue of their holdings in the Merging Companies prior to the Merger, the following shall apply: \na.   The combined holdings of such Controlling Share...

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