Check-Cap Ltd. (NASDAQ: MBAI)
Check-Cap is committed to strong corporate governance practices that promote accountability, transparency, and long-term value creation for our shareholders.
The Board of Directors of Check-Cap Ltd. maintains high standards of corporate governance. The policies and charters below outline the procedures and standards the Board follows to fulfill its responsibilities to shareholders.
To request a copy of any governance document, contact ir@mbody.ai.
Our board brings diverse experience in technology, M&A, and business operations.
David Lontini has served as Chairman of the Board of Check-Cap since January 2024. Mr. Lontini is an experienced business owner and operator with extensive mergers and acquisitions transaction expertise. He has held senior leadership positions at Pointstreak Sports Technologies, Maru/Matchbox, and the Toronto Argonauts Football Club. Mr. Lontini received his Bachelor of Arts in Liberal Arts and Political Science from York University.
Carlos Cheung has served as a member of the Board of Check-Cap since September 2024. Mr. Cheung is a seasoned technology entrepreneur and business leader with a background in software development and strategic growth. He was a founding team member of FOSSA, Inc., an enterprise software and cybersecurity company, where he gained significant experience in mergers and acquisitions, software due diligence, and strategic decision-making. Mr. Cheung received his Bachelor of Science in Business Administration from Georgetown University's McDonough School of Business.
Michael Hutton has served as a member of the Board of Check-Cap since January 2024. Mr. Hutton brings 28 years of experience in medical device technology companies, including 15 years of leadership at Phonak Canada, a subsidiary of Sonova Holding AG, and WSAudiology. He has significant mergers and acquisitions and strategic business development experience. Mr. Hutton was educated at the Toronto School of Business and the University of St. Gallen.
Daniel Kokiw has served as a member of the Board of Check-Cap since January 2024. Mr. Kokiw is an experienced business owner and operator with mergers and acquisitions transaction experience. He spent over eight years in a senior operational role at Zodiac Recreational of North America, a division of Zodiac Nautic, and has additional operations management experience at Rokan Laminating. Mr. Kokiw currently owns and operates a successful food retail business. He studied Psychology at Carleton University.
Board committee assignments and director independence status.
| Audit Committee | Compensation Committee | Nominating Committee | |
|---|---|---|---|
| David Lontini | |||
| Carlos Cheung | M | M | M |
| Michael Hutton | C | M | M |
| Daniel Kokiw | M | C | C |
All three committees are composed entirely of independent directors.
Forward-Looking Statements: This website contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to differ materially from those expressed or implied. Forward-looking statements include, but are not limited to, statements regarding the proposed merger with MBody AI Corp., the expected timing of completion of the transaction, the combined company's anticipated operations, and the expected benefits of the transaction. These statements are subject to risks, including the ability to satisfy closing conditions, NASDAQ listing approval, regulatory approvals, and other factors described in Check-Cap's filings with the SEC, including its Annual Report on Form 20-F and the F-1 Registration Statement. The C-Scan® System is not approved in the United States and is currently an investigational device. Investors are urged to review these filings, available at the Investor Relations page, for a more complete discussion of risks and uncertainties. Check-Cap assumes no obligation to update forward-looking statements except as required by law.
Additional Information: In connection with the proposed merger, Check-Cap Ltd. has filed a Registration Statement on Form F-1 and a Proxy Statement with the SEC. Investors and security holders are urged to read these documents and any amendments or supplements thereto, as well as other relevant documents filed with the SEC, because they contain important information about the proposed transaction. These documents are available free of charge at the SEC's website at www.sec.gov and on the Company's Investor Relations page.
No Offer or Solicitation: This website does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any securities of Check-Cap Ltd. or any other entity. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.