At a special meeting held on Wednesday, InterOil Corporation shareholders overwhelmingly voted to approve the transaction with ExxonMobil Corporation.
More than 80 percent were in favour of the proposed transaction by ExxonMobil to acquire all outstanding shares of InterOil Corp announced last month, valued for more than $2.5 billion.
"I would like to thank our shareholders for their overwhelming support for this value-creating transaction," InterOil chairman Chris Finlayson said.
"This transaction delivers shareholders a material and immediate premium, a potential direct cash payment based on the Elk-Antelope resource certification and exposure to future value through ownership of ExxonMobil shares.
“We look forward to continuing to work with ExxonMobil to satisfy the last required conditions and to completing the transaction promptly.”
The transaction is expected to close by the end of September 2016.
PNG consumer watchdog, the Independent Consumer and Competition Commission (ICCC), have threatened to seek legal advice if the proposed acquisition of InterOil by ExxonMobil proceeds.
InterOil holds a lucrative petroleum development licence in Papua New Guinea and ExxonMobil is the developer of the multi-billion kina LNG Project.