UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(D) of the Securities Exchange Act of 1934
Date
of report (date of earliest event reported): November 14,
2008
WPCS
INTERNATIONAL INCORPORATED
(Exact
name of registrant as specified in its charter)
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Delaware
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0-26277
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98-0204758
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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One
East Uwchlan Avenue, Suite 301, Exton, PA 19341
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (610) 903-0400
Copy
of correspondence to:
Marc J.
Ross, Esq.
Thomas A.
Rose, Esq.
James M.
Turner, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway
New York,
New York 10006
Tel: (212)
930-9700 Fax: (212) 930-9725
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item
5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective
November 14, 2008, WPCS International Incorporated (the “Company”), based on the
recommendation of the Nomination Committee of the Board of Directors (the
“Board”), appointed Michael A. Doyle to the Board as an independent director.
From November 2000 to July 2008, Mr. Doyle was the Eastern Division president of
Comcast Cable (a subsidiary of Comcast Corporation). Prior to that,
from November 1988 to November 2000, he served as Regional Senior Vice President
East and West region of Comcast Cable. Mr. Doyle has over twenty-five
years experience as an executive with Comcast Corporation. He holds a
B.A degree in political science and psychology from Drew
University.
There are
no arrangements or understandings between Mr. Doyle and any other person
pursuant to which he was selected to serve on the Board, and there are no
relationships between Mr. Doyle and the Company that would require disclosure
under Item 404(a) of Regulation S-K. Mr. Doyle has been named to serve on
the Board’s Executive, Audit and Nominating Committees and has been elected
Chairman of the Executive Committee.
A copy of
the press release issued by the Company relating to the appointment of Mr. Doyle
as a member of the Board is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
ITEM
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
99.1 Press
Release, issued November 18, 2008
SIGNATURE
Pursuant to the requirement of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly
authorized.
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WPCS
INTERNATIONAL INCORPORATED |
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Dated: November
18, 2008
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By:
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/s/ JOSEPH
HEATER |
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Joseph
Heater |
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Chief
Financial Officer |
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