Current Report Filing (8-k)
August 18 2020 - 9:00AM
Edgar (US Regulatory)
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
August
18, 2020
Date
of Report (Date of earliest event reported)
AGBA
Acquisition Limited
(Exact
Name of Registrant as Specified in its Charter)
British
Virgin Islands
|
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001-38909
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n/a
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(State
or other jurisdiction
of incorporation)
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|
(Commission
File Number)
|
|
(I.R.S.
Employer
Identification No.)
|
Room
1108, 11th Floor, Block B
New
Mandarin Plaza, 14 Science Museum Road
Tsimshatsui
East, Kowloon, Hong Kong
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|
n/a
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(Address
of Principal Executive Offices)
|
|
(Zip
Code)
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Registrant’s
telephone number, including area code: +852 3998 4852
N/A
(Former
name or former address, if changed since last report)
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:
☐ Written
communications pursuant to Rule 425 under the Securities Act
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on
which registered
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Units, each consisting of one Ordinary Share, $0.001 par value, one Redeemable Warrant to acquire one-half of one Ordinary Share, and one Right to acquire one-tenth (1/10) of an Ordinary Share
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AGBAU
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NASDAQ Capital Market
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Ordinary Shares
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AGBA
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NASDAQ Capital Market
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Warrants
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AGBAW
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NASDAQ Capital Market
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Rights
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AGBAR
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NASDAQ Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07.
Submission of Matters to a Vote of Security Holders.
AGBA
Acquisition Limited (the “Company” or “AGBA”) held its annual meeting of shareholders on August 18, 2020
(the “Annual Meeting”). On the July 28, 2020, the record date for the Annual Meeting, there were 5,975,000 AGBA ordinary
shares entitled to be voted at the Annual Meeting, 57.39% of which were represented in person or by proxy.
The
final results for each of the matters submitted to a vote of AGBA’s shareholders at the Annual Meeting are as follows:
1.
Election of Directors
Shareholders
elected all of the five nominees for directors to serve until the next annual meeting of shareholders. The voting results were
as follows:
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FOR
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WITHHELD
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BROKER NON-VOTE
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Gordon Lee
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3,429,256
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0
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0
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Vera Tan
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3,429,256
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0
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0
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Brian Chan
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3,429,256
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0
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0
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Eric Lam
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3,429,256
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0
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0
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Thomas Ng
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3,429,256
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0
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0
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2.
Ratification of Independent Registered Public Accounting Firm
Shareholders
ratified the reappointment of Marcum LLP to serve as the Company’s independent registered public accounting firm for the
fiscal year ending December 31, 2020. The voting results were as follows:
FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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3,429,256
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0
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0
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0
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated:
August 18, 2020
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AGBA ACQUISITION LIMITED
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By:
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/s/
Gordon Lee
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Name:
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Gordon
Lee
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Title:
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Chief
Executive Officer
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2
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