Orad Hi-Tec Systems Ltd. MINUTES OF THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS


On February 11, 2014, Orad Hi-Tec Systems Ltd. (the "Company") held an Extraordinary General Meeting of Shareholders (the "Meeting") at the offices of the Company's legal counsel - Holdstein Shalev, Law offices, Rothschild Blvd. 74-76 Tel Aviv 6578517, Israel, for the following purposes:
Present: Orly Vinik- Caspi, Adv and Ariel Grupper ADV as proxy/attorney-in-fact for
Clearstream Banking AG (6,558,183 shares).
The total number of shares represented at the Meeting was sufficient to constitute a quorum*.

Chairman: Orly Vinik- Caspi, Adv, presided as Chairman of the Meeting.

At the Meeting, the following resolutions were adopted unanimously (to be read in conjunction
with the Company's proxy statement):
1. To approve the Company's Compensation Policy for Officers**.
2. To approve the compensation terms of the Company's Chairman of the Board - Mr Dan
Falk
3. To approve the Company's D&O Insurance
4. To approve the appointment of Mr. Sami Totah as a Group A Director for a period of approximately three years
5. To approve the Company enter into a consulting agreement with Tel Aviv University and that such agreement will not constitute as an affinity of Ms. Goren (an external director) to the Company

* Quorum: 6,558,183 participating shares with voting rights, out of 11,240,585 shares with voting rights = 58.34%.

**Out of 6,558,183 participating shares: 6,472,383 shares declared on their personal interest (as defined in the Israeli Companies Law) ("Personal Interest ") in this resolution (100% of which voted to approve this resolution) and 85,800 shares declared that they don't have Personal Interest in this resolution (100% of which voted to approve this resolution).

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