Item 5.03 Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal
Year.
On December 27, 2021, Malacca Straits Acquisition Company Limited (the
"Company") held its 2021 annual general meeting (the "Annual Meeting") of
shareholders. At the Annual Meeting, the Extension Amendment Proposal (as
defined below) to amend the Company's Amended and Restated Memorandum and
Articles of Association ("Charter Amendment") was approved. Under Cayman Islands
law, the Charter Amendment took effect upon approval of the Extension Amendment
Proposal (as defined below). The Company plans to file the Charter Amendment
with the Cayman Islands General Registry within 15 days of the Annual Meeting.
The terms of the Charter Amendment are set forth in the Company's definitive
proxy statement filed with the Securities and Exchange Commission on November
22, 2021.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting on December 27, 2021, the Company's shareholders were
presented the proposals to (i) appoint five directors to serve on the Company's
board of directors (the "Board") until the 2023 annual general meeting of the
Company or until their successors are appointed and qualified, (ii) ratify the
selection by the audit committee of WithumSmith+Brown, PC ("Withum") to serve as
the Company's independent registered public accounting firm for the year ended
December 31, 2021 (the "Auditor Ratification Proposal"), and (iii) to extend the
date by which the Company must consummate a business combination from January
17, 2022 (which is 18 months from the closing of the Company's initial public
offering) to October 17, 2022 (or such earlier date as determined by the Board)
by amending the Company's Amended and Restated Memorandum and Articles of
Association (the "Extension Amendment Proposal"). The proposal to adjourn the
Annual Meeting to a later date was not presented because there were enough votes
to approve each of the foregoing proposals.
Set forth below are the final voting results for each of the foregoing
proposals. Pursuant to the Company's Amended and Restated Memorandum and
Articles of Association, directors are appointed by the affirmative vote of a
majority of the holders of the Class B ordinary shares of the Company (the
"Class B Ordinary Shares") who attend and vote at the Annual Meeting. The
approval of the Auditor Ratification Proposal requires the affirmative vote of a
majority of the holders of the ordinary shares of the Company (including Class A
ordinary shares and Class B Ordinary Shares, together, the "Ordinary Shares")
who attend and vote at the Annual Meeting. The approval of the Extension
Amendment Proposal requires the affirmative vote of a majority of at least
two-thirds of holders of Ordinary Shares who attend and vote at the Annual
Meeting.
All five director nominees were elected as directors with the following vote
from the holders of Class B Ordinary Shares:
For Against Abstentions
Kenneth Ng 3,593,750 0 0
Stanley Wang 3,593,750 0 0
Christian Jason Chan 3,593,750 0 0
Ping He 3,593,750 0 0
Dwi Prasetyo Suseno 3,593,750 0 0
The appointment of Withum as the Company's independent registered public
accounting firm for the fiscal year ended December 30, 2021 was ratified with
the following vote from the holders of Ordinary Shares:
For Against Abstentions Broker Non-Votes
15,069,918 4,783 388,983 1,165,414
The Extension Amendment Proposal was approved with the following vote from the
holders of Ordinary Shares:
For Against Abstentions Broker Non-Votes
13,811,111 256,926 230,233 1,165,414
In connection with the vote to approve the Extension Amendment Proposal, the
holders of 9,669,449 Ordinary Shares properly exercised their right to redeem
their shares for cash at a redemption price of approximately $10.01 per share,
for an aggregate redemption amount of approximately $96,761,060.02 in connection
with the Extension Amendment Proposal.
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