| 2023-03-30 |
股东大会：
将于2023-04-20召开股东大会
会议内容 ▼▲
- 1.The Business Combination Proposal — to consider and vote upon a proposal to approve the Business Combination described in this proxy statement/prospectus, including (a) adopting the Business Combination Agreement, a copy of which is attached to the accompanying proxy statement/prospectus as Annex A, which, among other things, provides for the Share Exchange and the merger of JWAC with and into a wholly-owned subsidiary of the newly formed holding company Pubco, with each of JWAC and Chijet surviving as a separate, direct, wholly-owned subsidiary of Pubco, and (b) approving the other transactions contemplated by the Business Combination Agreement and related agreements described in this proxy statement/prospectus (which we collectively refer to as the “Business Combination Proposal”);
2.The Charter Amendments Proposal — to consider and vote upon a proposal to approve amended and restated memorandum and articles of association of Pubco (the “Proposed Charter”) in accordance with our certificate of incorporation, in the form attached hereto as Annex B (which we refer to as the “Charter Amendments Proposal”);
3.The Advisory Charter Amendments Proposals — to consider and vote upon, on a non-binding advisory basis, certain governance provisions in the Proposed Charter, presented separately in accordance with U.S. Securities and Exchange Commission (“SEC”) requirements (which we refer to as the “Advisory Charter Amendments Proposals”);
4.The Nasdaq Stock Issuance Proposal — to consider and vote on a proposal to approve, for purposes of complying with applicable listing rules of the Nasdaq Capital Market (“Nasdaq”), the issuance of more than 20% of the total issued and outstanding Pubco Ordinary Shares in connection with the Business Combination (which we refer to as the “Nasdaq Proposal”);
5.The Incentive Plan Proposal — to consider and vote upon a proposal to approve the Chijet Motors 2023 Stock Incentive Plan (the “Incentive Plan”), effective upon the consummation of the Business Combination, including the authorization of the shares reserve under the Incentive Plan, in substantially the form attached to the accompanying proxy statement/prospectus as Annex C (which we refer to as the “Incentive Plan Proposal”);
6.The Adjournment Proposal — to consider and vote upon a proposal to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of one or more proposals at the special meeting (which we refer to as the “Adjournment Proposal”).
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