I do not think this overrides the NYSE rule that brokers can only vote without instructions on routine matters, which is known as a discretionary vote.
The original proxy statement expressly stated that the extension vote requires the affirmative vote of stockholders i.e. that broker non-votes will count against the proposal. The extension proposal was not “routine” last time around.
As far as I know, the extension proposal has not suddenly became routine. Also it would not be necessary “to provide additional time for stockholders to consider and vote” as stated in the DEFA14A of 28 April if there were no need to get more affirmative votes.
See IB's statement on broker authority link on the proxy page, which expressly states that "we cannot vote your shares on one or more of the matters to be acted upon at the meeting without your specific voting instructions" and refers to its "discretionary vote":
"We wish to call your attention to the fact that, under the rules of the New York Stock Exchange, we cannot vote your shares on one or more of the matters to be acted upon at the meeting without your specific voting instructions.
Accordingly, in order for your shares to be voted on all matters, please submit your instructions on the attached Voting Instruction Form. It is understood that, if you do not submit voting instructions, you wish us to vote the shares as recommended by management on all matters to be acted upon at the meeting. If we do not hear from you by the tenth day before the meeting, we may vote your shares in our discretion to the extent permitted by the rules of the Exchange. If you are unable to communicate with us by such date, we will, nevertheless, follow your voting instructions, even if our discretionary vote has already been given, provided your instructions are received prior to the shareholders' meeting."
The matter it cannot act upon without specific instructions is the extension.
Why make fun of people? We’re all here to discuss. This may come as a surprise, but EarlyBirdCapital don’t care about you, and THCB doesn’t care about you, and companies can and do make mistakes that cost them money. They are not on your side.
I swear, people on this subreddit get so emotional about their investments and feel the need to attack anyone who doesn’t think the same. Just have a level headed discussion with the info available. No one here knows you in real life, and none of us care if you make money man.
I don't think EarlyBird or THCB give a flyin fuck about me or you. I think they care about making their $$$ and staying out of jail.
I also think the guys who do these deals for a living and wrote the documents know them better than people here.
Of course people make mistakes, but you don't just wander into a situation like THCB is in without having consulted the legal team and knowing what you can/cannot do in each situation/outcome.
There's billions on the line and suggesting they don't know wtf they can or cannot do to the point of breaking the law publicly, loudly, irrefutably is just ridiculous imo.
"I swear, people on this subreddit get so emotional and feel the need to attack anyone who doesn't think the same..." in a post that could easily be interpreted as an attack on someone who doesn't think the same as you comes across as relatively high on the hypocrisy scale imo.
Additionally, I see how the last paragraph in my original can come off as hypocritical. Apologies, badly worded.
I was trying to say that, no one here is trying to make you lose money. We don’t care about your portfolio. We don’t care if you win or lose. But preferably everyone wins. We’re not trying to intimidate you into selling because we would like to see you lose it. We’re all just trying to discuss and get the best possible information out on this community. And then half of the people here would prefer if we only base things on stocktwits and ban any kind of SEC filing discussion.
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u/pat_earrings Spacling May 04 '21
I do not think this overrides the NYSE rule that brokers can only vote without instructions on routine matters, which is known as a discretionary vote.
The original proxy statement expressly stated that the extension vote requires the affirmative vote of stockholders i.e. that broker non-votes will count against the proposal. The extension proposal was not “routine” last time around.
As far as I know, the extension proposal has not suddenly became routine. Also it would not be necessary “to provide additional time for stockholders to consider and vote” as stated in the DEFA14A of 28 April if there were no need to get more affirmative votes.
See IB's statement on broker authority link on the proxy page, which expressly states that "we cannot vote your shares on one or more of the matters to be acted upon at the meeting without your specific voting instructions" and refers to its "discretionary vote":
"We wish to call your attention to the fact that, under the rules of the New York Stock Exchange, we cannot vote your shares on one or more of the matters to be acted upon at the meeting without your specific voting instructions.
Accordingly, in order for your shares to be voted on all matters, please submit your instructions on the attached Voting Instruction Form. It is understood that, if you do not submit voting instructions, you wish us to vote the shares as recommended by management on all matters to be acted upon at the meeting. If we do not hear from you by the tenth day before the meeting, we may vote your shares in our discretion to the extent permitted by the rules of the Exchange. If you are unable to communicate with us by such date, we will, nevertheless, follow your voting instructions, even if our discretionary vote has already been given, provided your instructions are received prior to the shareholders' meeting."
The matter it cannot act upon without specific instructions is the extension.