Item 5.07
Submission of Matters to a Vote of Security Holders.
On October 22, 2021, Innovative
Payment Solutions, Inc. (the “Company”) conducted its 2021 annual meeting of stockholders (the “Annual Meeting”).
The number of shares of common stock entitled to vote at the Annual Meeting was 353,951,679 shares outstanding as of the record date (the
“Voting Stock”). No other shares of the Company’s capital stock were entitled to vote at the Annual Meeting.
The number of shares of
Voting Stock present or represented by valid proxy at the Annual Meeting was 254,893,713 shares. At the Annual Meeting, the
Company’s stockholders (i) elected each of William D. Corbett, Richard Rosenblum, James Fuller, Madisson Corbett, Clifford
Henry and David Rios as a director until the Company’s next annual meeting or until their successors shall be elected and
qualified, (ii) ratified the appointment of RBSM LLP as the Company’s independent registered public accounting firm for fiscal
year 2021, (iii) approved an amendment to the Company’s Articles of Incorporation to effect a reverse stock split of the
issued and outstanding shares of common stock at a ratio to be determined in the discretion of the board of directors within a range
of one (1) share of common stock for every two (2) to thirty (30) shares of common stock, (iv) approved an amendment to the
Company’s Articles of Incorporation to increase the number of authorized shares of common stock of the Company from
500,000,000 shares to 750,000,000 shares, (v) approved the Company’s 2021 Stock Incentive Plan, (vi) approved the adjournment
of the Annual Meeting, (vii) approved the advisory vote on the approval of executive compensation, and (viii) approved a three-year
frequency for holding an advisory vote on approval of executive compensation on executive compensation. The Company’s
stockholders did not approve the amendment to the Company’s Articles of Incorporation to provide the board with the authority
to, at its discretion, fix by resolution or resolutions, the designations, rights and privileges of the company’s preferred
stock. The following is a tabulation of the voting on the proposals presented at the Annual Meeting:
Proposal No. 1 – Election of Directors
William D. Corbett, Richard
Rosenblum, James Fuller, Madisson G. Corbett, Clifford Henry and David Rios were each elected as a director to serve for a one-year term
that expires at the 2022 annual meeting of stockholders or until their successors shall be elected and qualified. The voting results were
as follows:
Nominee
|
|
Shares Voted For
|
|
|
Shares Withheld
|
|
|
Broker Non-Vote
|
|
William D. Corbett
|
|
|
70,395,740
|
|
|
|
23,675,884
|
|
|
|
56,282,344
|
|
Richard Rosenblum
|
|
|
70,395,740
|
|
|
|
17,494,305
|
|
|
|
56,282,344
|
|
James Fuller
|
|
|
70,395,740
|
|
|
|
17,410,706
|
|
|
|
56,282,344
|
|
Madisson G. Corbett
|
|
|
70,395,740
|
|
|
|
25,044,212
|
|
|
|
56,282,344
|
|
Clifford W. Henry
|
|
|
70,395,740
|
|
|
|
17,392,019
|
|
|
|
56,282,344
|
|
David Rios
|
|
|
70,395,740
|
|
|
|
17,363,669
|
|
|
|
56,282,344
|
|
Proposal No. 2 – Ratification of the
appointment of independent registered public accounting firm
The appointment of RBSM LLP
as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified. The voting
results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
239,555,405
|
|
|
|
12,362,974
|
|
|
|
2,975,334
|
|
|
|
0
|
|
Proposal No. 3 – Approval of Amendment
to the Company’s Articles of Incorporation to Effect a Reverse Stock Split of the Issued and Outstanding Shares of Common Stock
at a Ratio To Be Determined in the Discretion of the Board of Directors Within a Range of One (1) Share of Common Stock for Every Two
(2) to Thirty (30) Shares of Common Stock
An amendment to the Company’s
Articles of Incorporation to effect the reverse stock split at a ratio to be determined at the discretion of the Board within a range
of one (1) share of common stock for every two (2) to thirty (30) shares of common stock was approved. The voting results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
195,880,759
|
|
|
|
57,863,081
|
|
|
|
1,149,873
|
|
|
|
0
|
|
Proposal No. 4 – Approval of Amendment
to the Company’s Articles of Incorporation to increase the authorized shares of common stock from 500,000,000 shares to 750,000,000
shares
An amendment to the Company’s
Articles of Incorporation to the authorized shares of common stock from 500,000,000 shares to 750,000,000 shares was approved. The voting
results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
183,720,861
|
|
|
|
68,276,157
|
|
|
|
2,896,695
|
|
|
|
0
|
|
Proposal No. 5 – Approval of the Company’s
2021 Stock Incentive Plan
The Company’s 2021 Stock
Incentive Plan was approved. The voting results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
152,475,651
|
|
|
|
36,655,138
|
|
|
|
9,494,580
|
|
|
|
56,268,344
|
|
Proposal No. 6 – Approval of an Amendment
to the Company’s Articles of Incorporation to to Provide the Board With the Authority to, at its Discretion, Fix by Resolution or
Resolutions, the Designations, Rights and Privileges of the Company’s Preferred Stock
An amendment to the Company’s
Articles of Incorporation to provide the board with the authority, at its discretion, to fix by resolution or resolutions, the designations,
rights, and privileges of the Company’s Preferred Stock was not approved. The voting results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
151,318,460
|
|
|
|
40,681,950
|
|
|
|
6,624,959
|
|
|
|
56,268,344
|
|
Proposal No. 7 – Approval of The Adjournment
of the Annual Meeting
The adjournment of the annual
meeting was approved, however it was determined not to adjourn the Annual Meeting. The voting results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
195,814,493
|
|
|
|
46,641,407
|
|
|
|
12,437,813
|
|
|
|
0
|
|
Proposal No. 8 – Advisory Vote on
the Approval of Executive Compensation
The advisory vote on the approval
of executive compensation was approved. The voting results were as follows:
Shares Voted For
|
|
|
Shares Voted Against
|
|
|
Shares Abstaining
|
|
|
Broker Non-Vote
|
|
|
151,271,699
|
|
|
|
37,633,504
|
|
|
|
9,720,166
|
|
|
|
56,268,344
|
|
Proposal No. 9 – Advisory Vote Regarding
the Frequency of Future Advisory Votes on Executive Compensation
The advisory vote regarding
the frequency of future advisory votes on executive compensation was approved for three years. The voting results were as follows:
One Year
|
|
|
Two Years
|
|
|
Three Years
|
|
|
Abstentions
|
|
|
Broker Non-Vote
|
|
|
66,895,310
|
|
|
|
3,141,057
|
|
|
|
128,279,874
|
|
|
|
14,000
|
|
|
|
56,577,472
|
|