To: DownSouth who wrote (794 ) 7/30/1999 12:50:00 PM From: Beltropolis Boy Read Replies (2) | Respond to of 1331
psychologically, this may be another good reason to stay aboard. ----- NOTICE OF ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 8, 1999 ------------------ NOTICE IS HEREBY GIVEN that the 1999 Annual Meeting of Shareholders of COMVERSE TECHNOLOGY, INC. (the "Company") will be held at the Huntington Hilton, 598 Broadhollow Road (Route 110), Melville, New York, on Friday, October 8, 1999, commencing at 10:00 A.M. (local time) for the following purposes: 1. To consider and act upon a proposal to amend the Certificate of Incorporation of the Company to increase from 100,000,000 to 300,000,000 the aggregate number of authorized shares of the Company's Common Stock, par value $.10 per share ("Common Stock"). 2. To elect nine directors who will serve as the Board of Directors of the Company until the next annual meeting of shareholders and the election of their qualified successors. 3. To consider and vote upon a proposal to adopt the Company's 1999 Stock Incentive Compensation Plan, under which up to 3,500,000 shares of Common Stock may be issued as equity-based compensation to employees and directors of the Company. 4. To consider and vote upon a proposal to amend to the Company's Employee Stock Purchase Plan, to increase from 375,000 to 750,000 the total number of shares of Common Stock available for purchase by participating employees thereunder. 5. To consider and act upon a proposal to ratify the engagement of Deloitte & Touche LLP as independent auditors of the Company for the year ending January 31, 2000. 6. To transact such other business as may properly come before the meeting or any adjournment thereof. Only those shareholders of record at the close of business on August 16, 1999 are entitled to receive notice of and to vote at the Annual Meeting or any adjournment thereof.