Future FinTech Group (FTFT) Proxy Filing summary

Executive summary

• Special Meeting scheduled for August 2025 to vote on five key proposals impacting capital structure and financing.

• Proposals include a 100-fold increase in authorized common stock, multiple equity financings, and mechanisms to ensure sufficient votes.

• Board unanimously recommends approval of all proposals, citing strategic flexibility and capital needs.

• Forward-looking statements highlight potential dilution, market price impact, and anti-takeover considerations.

Voting matters and shareholder proposals

• Proposal One: Increase authorized common stock from 6,000,000 to 600,000,000 shares.

• Proposal Two: Approve share issuance upon conversion of the Streeterville Note, potentially exceeding 20% of outstanding shares and triggering change of control.

• Proposal Three: Approve unregistered offshore equity financing of up to 15,000,000 shares to non-U.S. investors, exceeding 20% threshold and causing change of control.

• Proposal Four: Approve up to $10,000,000 in pre-paid financing with Avondale Capital, potentially exceeding 20% of shares and causing change of control.

• Proposal Five: Allow adjournment of the meeting to solicit additional proxies if needed.

Board of directors and corporate governance

• Board has sole discretion on timing of share increase filing and future share issuances.

• Board can fill director vacancies and set the number of directors by resolution.

• Special meetings can be called by CEO, 10% shareholders, or the Board.

• No cumulative voting; removal of directors requires majority vote.

• Shareholder actions by written consent require prior Board approval.