Zhuo Wang
About Zhuo Wang
Independent director of Metal Sky Star Acquisition Corporation (MSSA) since March 31, 2022; age 37. Background spans investment and management roles across logistics, securities brokerage, consulting, and construction in Singapore, Hong Kong and China. Education: Bachelor of Science in Business Management from Babson College (Boston, MA). Current board service at Mingzhu Logistics Holdings Limited (Nasdaq: YGMZ).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Mingzhu Logistics Holdings Limited (Nasdaq: YGMZ) | Director | Since Apr 2018 | Board oversight at public logistics company |
| Springview Enterprises Pte Ltd (Singapore) | Marketing Manager | Since Jun 2018 | Commercial development in construction design/supply |
| Exquisite Elite Limited | Director | Since Nov 2017 | Investment holding oversight |
| China International Holdings | Managing Director | Since May 2017 | Leadership across group businesses |
| China International Securities Limited (Hong Kong) | Managing Director | Since Jun 2016 | Oversees brokerage services, operations, performance |
| China International Corporate Management Limited | Managing Director | Since Jun 2016 | Consulting for SMEs in Asia |
| Shines International Limited (Singapore) | Head of Finance & Operations | Since Apr 2016 | Finance/operations management (education consulting) |
| Total Best Investments Limited | Director | Since Mar 2016 | Investment holding governance |
| GGL Enterprises Pte Ltd (Singapore) | Head of Finance & Marketing | Since 2012 | Finance/marketing leadership (construction services) |
| Belvedere Ventures Pte Ltd | Director | Jun 2011 – Oct 2016 | Real estate development oversight |
| Sandhurst Global Pte Ltd | Director | Not specified | Director service |
| Acquired Time (HK) Limited | Director | Sep 2013 – Aug 2014 | Security staffing/systems governance |
External Roles
| Company | Listing | Role | Start Date |
|---|---|---|---|
| Mingzhu Logistics Holdings Limited | Nasdaq: YGMZ | Director | Apr 2018 |
Board Governance
- MSSA Board: one class of five directors, elected to two-year terms; current nominees include Zhuo Wang (independent).
- Independence: Zhuo Wang is designated an independent director. MSSA’s Audit Committee is comprised of independent directors and reviews related-party transactions. Committee membership details for Zhuo Wang are not disclosed.
- Tenure: on MSSA Board since March 31, 2022 (two-year director election cycles; current election slate reaffirms his service). Attendance rates are not disclosed.
Other Directorships & Interlocks
- Public company: Director at Mingzhu Logistics Holdings Limited (Nasdaq: YGMZ). No disclosed business dealings between MSSA and YGMZ; no explicit interlocks with MSSA counterparties disclosed.
Expertise & Qualifications
- Investment and management expertise across logistics, brokerage, consulting, and construction, with regional exposure in Asia (Singapore/Hong Kong/China).
- Academic credential: Babson College (Business Management).
Equity Ownership
| Holder | Beneficial Ownership (MSSA) | % of Outstanding Shares | Notes |
|---|---|---|---|
| Zhuo Wang | None | 0% | Has a pecuniary interest in MSSA ordinary shares through ownership of Sponsor (M‑Star Management Corporation) |
| M‑Star Management Corporation (Sponsor) | 3,205,000 shares (2,875,000 founder + 330,000 private placement) | 85.3% | Controlled by CEO/Chair Wenxi He; directors (including Zhuo Wang) have pecuniary interest via Sponsor |
Governance Assessment
- Alignment and incentives: Zhuo Wang does not directly own MSSA common stock but has a pecuniary interest via Sponsor ownership. Sponsor holds 85.3% and its securities (founder/private units) become worthless if no business combination closes—creating strong incentives to extend timelines and consummate a deal, potentially biasing independent directors toward extensions over liquidation.
- Related-party financing and fees: MSSA pays the Sponsor $10,000 per month for administrative services; Sponsor has extended significant loans to fund extensions and transaction costs, with balances of $2,672,403 as of Sep 30, 2024; up to $1,500,000 of loans may convert into private units at $10.00 per unit. These arrangements heighten conflict risk given directors’ pecuniary interest in the Sponsor.
- Timeline extensions and listing risk: The Board is seeking up to nine one-month extensions to Jan 4/5, 2026 with $25,000 monthly payments, enabling continuation beyond Nasdaq’s 36-month SPAC completion window. MSSA acknowledges risk of suspension/delisting if a combination is not completed by Apr 5, 2025, and further extension may conflict with Nasdaq IM 5101‑2; governance oversight of these risks is critical.
- Redemptions and trust mechanics: Per-share trust value was approximately $12.35 as of Mar 5, 2025; high redemption levels concentrate control among insiders (Sponsor/affiliates) and can reduce public float, amplifying governance concerns on minority protection.
- Processes for conflicts: Audit Committee of independent directors reviews related-party transactions; however, the Sponsor’s dominant ownership and financing roles present structural conflicts that require robust recusals and enhanced disclosure. Names and attendance of committee members are not disclosed in the materials reviewed.
RED FLAGS
- Dominant Sponsor ownership (85.3%) and directors’ pecuniary interest via Sponsor—strong incentive to favor extensions/deal closure over liquidation.
- Significant related-party loans and monthly admin fees to Sponsor; convertibility into private units (dilution risk).
- Planned extension beyond Nasdaq’s SPAC window, with explicit delisting risk if not closed by Apr 5, 2025.
- Lack of disclosed committee assignments and director meeting attendance—limits visibility into governance effectiveness.
Where You Can Find More Information: MSSA proxy statements contain additional details and risk disclosures.