Zoomcar (ZCAR) Proxy Filing summary

Executive summary

• Annual meeting of stockholders scheduled for September 26, 2024, with proxy materials available online and voting options by internet, phone, or mail.

• Supplement issued to correct typographical errors in the previously distributed proxy card; corrected version attached.

Voting matters and shareholder proposals

• Election of Swatick Majumdar and John Clarke as directors to serve until the 2027 annual meeting.

• Proposal to effect a reverse stock split at a ratio between one-for-fifty and one-for-one hundred fifty, at the Board's discretion.

• Approval sought for the exercise of unregistered warrants to purchase up to 55,084,746 shares of common stock, potentially issuing more than 20% of outstanding shares.

• Ratification of Grant Thornton Bharat LLP as independent registered public accounting firm for the fiscal year ending March 31, 2025.

Board of directors and corporate governance

• Board recommends voting in favor of all proposals and director nominees.

• Proxy allows for discretionary voting on other business that may arise at the meeting.