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Chairman, CEO quit BOS

Four of the directors of BOS Better OnLine Solutions (Nasdaq:BOSC) (BOSC - Get Report) have quit, led by CEO Moti Weiss and chairman Aviram Wertheim, after a spat with the company's founder and board.

"Harsh differences of opinion" arose, the company announced, over how to implement an earlier decision to sell the operations of BOS subsidiary Pacific Information Systems Pacinfo, and the identity of the director who would conduct talks and oversee the process.

The other directors who stepped down are Aharon Dovrat, Moti Weiss and Ariella Zochovitzky.

The key issue at stake was who will lead the sale of U.S.-based Pacinfo, which BOS purchased in May 1998. The four quit after the board decided to replace Weiss, the CEO of BOS and chairman of Pacinfo, with BOS president Israel Gal, who also chaired Pacinfo.

Wertheim indicated, the company said, that he resigned because appointing Gal to sell Pacinfo's assets could damage the company's future, in his opinion.

Wertheim joined BOS's board in January 2002, replacing Dovrat as the company's chairman.

At the time he undertook to buy a million BOS shares through a private placement at $2 per share, but he reneged. That price was 122% above BOS's current share price on the market. The board said it would not enforce the agreement because an enforced placement might hurt the company.

Pacinfosystems is a reseller of other manufacturers, such as IBM, Hewlett Packard, Microsoft, and Intel. BOS, which specializes in Voice over Internet Protocol solutions, ended the first quarter of 2002 with revenues of $1.8 million, and a loss of $4.8 million. In the parallel quarter, BOS lost $2.3 million.

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