MANAGEMENT AGREEMENT
Exhibit 4.10
|
between
SHIP
FINANCE INTERNATIONAL LIMITED
and
its SUBSIDIARIES
and
FRONTLINE MANAGEMENT (BERMUDA) LTD.
CONTENTS
Clause Page
1.
|
APPOINTMENT
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4
|
2.
|
THE
SFIL GROUP’S MANAGEMENT FUNCTIONS
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4
|
3.
|
THE
SUBSIDIARIES
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4
|
4.
|
SERVICES
|
5
|
5.
|
GENERAL
CONDITIONS
|
7
|
6.
|
MANAGEMENT
FEE – REIMBURSEMENT OF COSTS
|
7
|
7.
|
AUTHORITY
|
8
|
8.
|
INDEMNITY
|
8
|
9.
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CONFIDENTIALITY
|
9
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10.
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TERMINATION
|
9
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11.
|
DEFAULT
|
10
|
12.
|
FORCE
MAJEURE
|
10
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13.
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NOTICES
|
10
|
14.
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MISCELLANEOUS
|
11
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15.
|
GOVERNING
LAW AND ARBITRATION
|
11
|
Schedule
1 List
of Subsidiaries
THIS MANAGEMENT AGREEMENT(the
“Agreement”) is made on
this 29th day of
November 2007 between:
(1)
|
SHIP FINANCE INTERNATIONAL
LIMITED of Par-la-Ville Place, 14 Par-la-Ville Road, Xxxxxxxx HMGX,
Bermuda (the “Company”);
|
(2)
|
THE SUBSIDIARIES OF THE
COMPANY, LISTED IN SCHEDULE 1 HERETO (the “Subsidiaries”)
|
and
(3)
|
FRONTLINE MANAGEMENT (BERMUDA)
LTD. of Par-la-Ville Place, 14 Par-la-Ville Road, Xxxxxxxx HMGX,
Bermuda (the “Manager”)
|
(hereinafter
jointly referred to as the “Parties” and, individually, as
a “Party”.)
WHEREAS :
(A)
|
The
Company is a limited company organized under the laws of Bermuda, having
its registered office at the address stated
above.
|
(B)
|
The
Company’s shares are listed on the New York Stock
Exchange.
|
(C)
|
The
Company is, through the Subsidiaries, the owner of a number of tanker, dry
bulk and other vessels, offshore drilling rigs and other
assets.
|
(D)
|
It
is the Company’s policy to outsource its and the Subsidiaries’
administrative needs to other corporate entities, either owned or
controlled by itself or by third
parties.
|
(E)
|
The
Company was, during the period from its incorporation until 31 December
2006, provided with such management services as its board required to
carry out the day-to-day management of the Company and its assets by the
Manager under the terms of (i) an administrative services agreement
with, inter alia, the Manager dated 1 January 2004, (ii) an
administrative management agreement with, inter alia, the Manager dated
20 June 2005, (iii) an administrative management agreement with,
inter alia, the Manager dated 17 January 2006 and (iv) an
administrative management agreement with, inter alia, the Manager dated
1 October 2006 (collectively, the “Admin
Agreements”).
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(F)
|
The
Company’s subsidiaries (including but not limited to the Subsidiaries)
were, during the period from the Company’s incorporation until
31 December 2006, provided with such general management services as
their respective boards required to carry out the day-to-day management of
their activities by the Manager under the terms of the Admin
Agreements.
|
(G)
|
The
Manager has, in the period referred to in Recital (E) above, subcontracted
parts of the services provided to the Company to its affiliates, Frontline
Management AS (“FrontMan
AS”) and Frontline Corporate Services Ltd (“FrontCorp”).
|
(H)
|
The
Company decided, in the first quarter of 2006, to establish a wholly owned
subsidiary, Ship Finance Management AS (“SFManagement”), for the
purpose of establishing a proprietary management team which, on market
terms, would provide the Company and the Subsidiaries with the majority of
the management services required by
them.
|
(I)
|
SFManagement
became operational on 1 may 2006 and assumed, gradually throughout the
remainder of 2006, responsibility for the provision of the management
services required by the Company and the Subsidiaries on terms orally
agreed with the board of the
Company.
|
(J)
|
The
scope and terms of the administrative services provided by SFManagement
were to the Company effective from 1 January 2007 have today been
documented in a written management agreement between SFManagement and the
Company (the “General
Management Agreement”).
|
(K)
|
The
Parties have agreed to enter into this Agreement in order to document the
terms upon which the Manager, with effect from 1 January 2007, has
provided and shall continue to provide certain management services to the
Company and the Subsidiaries and, as part of such agreement, to document
the agreed cancellation of the Admin Agreements in relation to the Company
and the Subsidiaries with effect from such
date.
|
NOW THEREFORE, the Parties
have agreed as follows:
1.
|
APPOINTMENT
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1.1
|
The
Company and the Subsidiaries (the “SFIL Group”) hereby confirm the
appointment of the Manager, effective from 1 January 2007, as responsible
for those of their respective management functions that are described
herein on the terms and conditions set forth in the
following.
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1.2
|
The
Parties hereby confirm their agreement that the Admin Agreements were
terminated in respect of the Company and the Subsidiaries, effective on 31
December 2006.
|
2.
|
THE
SFIL GROUP’S MANAGEMENT FUNCTIONS
|
2.1
|
Ultimate
responsibility for the administration of the Company and the Subsidiaries
lies with the Company’s board of directors of the Company (the “Board”).
|
The board
of directors of each Subsidiary is formally responsible for the administration
thereof but answers to the Board as its sole shareholder.
2.2
|
The
Manager confirms its understanding that the services provided hereunder
shall supplement the services provided by SFManagement under the General
Management Agreement
and that SFManagement thus has the overall responsibility for providing
the Company with the management services the Company requires from time to
time.
|
2.3
|
The
Manager further agrees to and accepts that it shall report to SFManagement
in respect of the services to be provided by it hereunder. Further, the
Manager confirms that it will ensure that its subcontractors in providing
the services shall report to SFManagement
too.
|
3.
|
THE
SUBSIDIARIES
|
3.1
|
The
Company’s assets are, generally, held through wholly owned
subsidiaries.
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3.2
|
The
Company’s subsidiaries as of the date hereof are listed in Schedule 1
hereto and are parties to the
Agreement.
|
If and
when a Subsidiary is sold or liquidated, this Agreement shall terminate in
relation to such Subsidiary without further notice.
If a new
subsidiary (in this context defined as a wholly owned subsidiary of the Company)
is incorporated or otherwise acquired by the Company, whether directly or
indirectly, it shall be deemed to have acceded to this Agreement as a “Subsidiary”) at such
time.
The
Parties agree, for documentary purpose, to update Schedule 1 in relation to
subsidiaries acquired, liquidated or divested by the Company at regular
intervals.
3.3
|
The
Manager shall, on matters of particular importance to a Subsidiary, keep
such Subsidiary’s board of directors informed (while reporting to the
Board). Final decisions in such matters shall be taken by the board of
directors of such Subsidiary.
|
4.
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SERVICES
|
4.1
|
The
Manager shall, throughout the term of this Agreement, make the following
services available to the SFIL
Group:
|
|
4.1.1
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Corporate
Governance Services
|
|
(a)
|
The
Manager shall assist SFManagement with all aspects of the Company’s
corporate governance which relates to Bermuda law and shall, in
particular, assist with the conveying of board and shareholders meetings
in Bermuda.
|
|
(b)
|
The
Manager shall prepare all documentation of written resolutions passed by
the Board and the board of directors of the Subsidiaries and the
shareholder(s) of the Company and the Subsidiaries along with minutes from
their respective meetings and shall, furthermore, be responsible for the
same being signed and safely filed. SFManagement shall be provided with
copies thereof.
|
|
(c)
|
The
Manager shall assist the Company’s company secretary in preparing and
implementing all aspects of the Company’s employee share option plan from
time to time.
|
|
(d)
|
The
Manager shall be responsible for the operation of the Company’s
shareholder register.
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|
(e)
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The
Manager shall be responsible for the corporate books and records of the
Subsidiaries.
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4.1.2
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Accounting
– Corporate Governance - Auditing -
Reports
|
|
(a)
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The
Manager shall be responsible for the SFIL Group’s accounting
functions.
|
This
shall include both the day-to-day accounting of the SFIL Group’s activities of
the Company and the Subsidiaries and the consolidation of the accounts for the
SFIL Group (which shall include the preparation of the Company’s Form 20F
according to US GAAP).
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(b)
|
The
SFIL Group’s accounting shall be based on US GAAP and such accounting
principles as the Board from time to time shall have
approved.
|
|
(c)
|
The
Manager shall maintain all financial records and books of account of all
transactions of the Company and the Subsidiaries in accordance with
applicable laws and proper accounting
practice.
|
|
(d)
|
The
Manager shall be responsible for the preparation of the Company’s and the
SFIL Group’s interim and annual closing of
accounts.
|
|
(e)
|
The
Manager shall, by way of designing and implementing necessary procedure
assist the Board in ensuring that the SFIL Group meets all relevant
corporate governance principles (including but not limited to the
Xxxxxxxx-Xxxxx Act).
|
|
(f)
|
The
Manager shall assist the SFIL Group’s auditors in the continuous and
annual audit of the Company’s and the Subsidiaries’
accounts.
|
|
(g)
|
The
Manager shall prepare such interim reports in respect of the performance
of the Company and the SFIL Group as SFManagement shall require from time
to time.
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4.1.3
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Company
Records
|
|
(a)
|
The
Manager shall be responsible for the safekeeping and professional filing
of all the SFIL Group’s original corporate documents, such archive being
physically located in Bermuda.
|
|
(b)
|
The
Manager shall establish and maintain an adequate and accessible archive,
either or both in electronic and physical form, over all documents
relevant to the SFIL Group’s
business.
|
|
(c)
|
The
Manager shall ensure that SFManagement has full access to such archive and
shall assist SFManagement in the maintenance of a copy-set of such
documents in SFManagement’s office.
|
4.1.4
|
Government
Relations - Taxes
|
The
Manager shall ensure compliance by the Company with all laws, regulations and
provisions applicable to the Company in Bermuda.
4.1.5
|
Insurances
|
The
Manager shall advise the SFIL Group on all issues relevant to the insurance of
its assets and activities, such advice to include the preparation of general
guidelines for cover, the identification of relevant insurers and the terms for
the insurance of the Company’s assets and activities.
4.1.6
|
Accidents
- Contingency Plans
|
The
Manager shall handle all accidents involving assets or personnel owned or
employed by the SFIL Group on the SFIL Group and the Board’s behalf and shall,
in such cases, liaise with SFManagement and the Board in accordance with such
instructions as the same shall provide from time to time.
The
Manager shall establish a crisis management procedure which shall be submitted
to the Board for approval and which, thereafter, shall be updated whenever
necessary.
4.1.7
|
Sale
and Purchase of Assets
|
The
Manager shall assist SFManagement in identifying sale and purchase and
newbuilding opportunities, assist in the negotiations of the terms thereof
(always within the scope defined by the Board) and the closing of any such
transaction.
(The
services specified in this Clause 4.1 shall hereinafter be referred to as the
“Services”.)
4.2
|
The
Manager may, at its discretion, sub-contract any of the Services to its
affiliates FrontMan AS and FrontCorp, always provided that the Manager
shall remain responsible for the overall performance of the Services
notwithstanding any such subcontracting or
delegation.
|
All such
subcontracting arrangements shall be documented in writing and shall incorporate
provisions reflecting, inter alia, the content of Clauses 2, 5 and
9.
5. GENERAL
CONDITIONS
5.1
|
The
Manager shall, in performing its duties hereunder, effectively and
faithfully serve the Company and the Subsidiaries. In exercising the
powers and authorities hereby conferred on it, the Manager
shall:
|
|
(a)
|
always
use its best endeavours to protect and promote the Company’s and the
Subsidiaries’ interests;
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(b)
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observe
all applicable laws and regulations relevant to the Company’s and the
Subsidiaries’ activities; and
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|
(c)
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always
act in accordance with good and professional management
practice.
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5.2
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The
Manager shall be entitled to provide management services to other
companies or entities, provided that the provision of such services is not
deemed detrimental to the interests of the SFIL
Group.
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5.3
|
The
Manager shall not afford preference to any vessel or company under its
management but shall, so far as practicable, ensure a fair distribution of
service to all such vessels and companies from time to
time.
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The
Manager shall, in performing the Services, be entitled to have regard to its
overall responsibility in relation to all matters as may from time to time be
entrusted to its management and in particular, but without prejudice to the
generality of the foregoing, be entitled to allocate available supplies,
manpower and services between its management assignments in such manner as in
the prevailing circumstances the Manager considers to be fair and
reasonable.
5.4
|
All
discounts, commissions and other benefits received by the Manager and/or
its employees from third parties as a consequence of the provision of the
Services shall be disclosed to the Board and, unless otherwise agreed,
placed at the Company’s or, as the case may be, the relevant Subsidiary’s
disposal.
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5.5
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The
Company shall, at all times, be allowed full access to the accounts and
records of the Manager which are relevant to the performance of the
Services.
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Representatives
of the Company’s auditor shall, in relation to the audit of the Company’s
accounts, always be considered authorised.
5.6
|
The
Manager shall, upon request, provide the Company with copies of all
documents relevant to the Company or a Subsidiary in its possession and
otherwise compile such facts and records on the basis of such documents as
shall, from time to time be requested by the
Board.
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6.
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MANAGEMENT
FEE – REIMBURSEMENT OF COSTS
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6.1
|
The
Company shall pay the manager a fee (the “Management Fee”) as consideration
for the Manager’s provision of the
Services.
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6.2
|
The
Management Fee shall, in relation to each calendar year, be detailed in a
fee letter to be submitted by the Manager to the Company no later than 1
December in the preceding year.
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The
Management Fee shall cover those of the Services that are provided to the
Subsidiaries as well as those provided to the Company.
6.3
|
The
Company shall make on account payments of the Management Fee throughout
the year in accordance with the terms of the annual fee
letter.
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6.4
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The
Management Fee shall be based on the market price for administrative
services similar to the Services covered by
it.
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6.5
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Both
the Manager and the Company may, if it can be documented that the scope of
the Services changes materially during a year, demand that the Management
Fee or a specified element therein for such year is revised with effect
for the remainder of the relevant year. The Manager shall have the same
right if the Manager’s cost base increases materially during a
year.
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6.6
|
The
Company shall reimburse the Manager for all out-of-pocket expenses
incurred by the Manager in relation to third parties in connection with
the provision of the Services.
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7.
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AUTHORITY
|
7.1
|
The
Manager is, within the scope of the Services and subject to the
limitations set forth below, authorised to act on the Company’s and each
Subsidiary’s behalf and shall obligate the Company by its
signature.
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The
general authority set forth above shall be limited as follows:
|
(i)
|
The
Manager shall not, unless specifically authorised by the Company or a
Subsidiary, be authorised to act for the Company or such Subsidiary
outside the scope of the Services;
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|
(ii)
|
The
Manager’s general authority shall always be limited by applicable laws
(including, but not limited to, Bermuda law) and the Company’s and each
Subsidiary’s bye-laws or similar constitutional documentation and the
specific limitations set forth
herein;
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(iii)
|
The
Manager’s general authority shall always exclude matters of an irregular
nature or special importance (always including the chartering or
lease out of material assets) unless specifically authorised by the Board
or the board of directors of a Subsidiary (whether in general or for a
limited period or within set limits without time limitation or
specifically in relation to a particular
transaction).
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7.2
|
The
Company and the Subsidiaries hereby ratify, confirm and undertake, at all
times, to allow, ratify and confirm all actions the Manager and its
employees shall lawfully take or cause to be taken on the Company’s or a
Subsidiary’s behalf in the bona fide performance of the
Services.
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8.
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INDEMNITY
|
8.1
|
The
Manager shall be under no responsibility or liability for any loss or
damage, whether as a loss of profits or otherwise, to the Company or a
Subsidiary arising out of any act or omission involving any error of
judgment or any negligence on the part of the Manager or any of its
officers or employees in connection with the performance of the Services,
unless the acts or omissions leading to a loss or damage are caused by
gross negligence or wilful misconduct on the part of the Manager, its
officers or employees.
|
The
Manager’s liability to compensate the Company or a Subsidiary for any loss shall
be limited to the Management Fee in the year preceding the year in which such
loss arose.
8.2
|
The
Company agrees to indemnify and keep the Manager and its officers and
employees together with its subcontractors and such subcontractors’
employees and officers indemnified against any and all liabilities, costs,
claims, demands, proceedings, charges, actions, suits or expenses of
whatsoever kind or character that may be incurred or suffered by any of
them howsoever arising (other than by reason of fraud or dishonesty on
their part) in connection with the provisions of the Services to both the
Company and the Subsidiaries.
|
If the
Board or the board of directors of a Subsidiary requires the Manager to take any
action which, in the opinion of the Manager, might make the Manager liable for
the payment of any money or liable in any other way, the Manager shall be kept
indemnified by the Company in an amount and a form satisfactory to it as a
prerequisite to taking such action.
8.3
|
The
indemnities provided by the Company hereunder shall cover all reasonable
costs and expenses payable by the Manager in connection with any claims to
which the indemnity obligation of the Company
applies.
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8.4
|
The
indemnification provided by the Company pursuant to this Clause 8 shall
not be deemed exclusive of any other rights to which those seeking
indemnification may be entitled under any statute, agreement, the bye-laws
of the Company or otherwise, and shall continue after the termination of
this Agreement.
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9.
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CONFIDENTIALITY
|
9.1
|
All
Confidential Information furnished to the Manager, its subcontractors or
any of their respective employees or directors pursuant to this Agreement
shall be and remain the property of the Company or the relevant
Subsidiary, and shall be kept confidential by the
Manager.
|
For the
purpose of this clause “Confidential Information” shall mean information
relating to the business of the SFIL Group which the Manager becomes aware of or
generates in the course of or in connection with the performance of the
Services.
The
provisions of this Clause 9.1 shall not apply to Confidential Information which
is:
|
(i)
|
required
to be disclosed by law or court order;
or
|
|
(ii)
|
becomes
public knowledge otherwise than as a result of the conduct of the
Manager.
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10.
|
TERMINATION
|
10.1
|
Each
of the Company and the Manager may terminate this Agreement following no
less than 3 month’s prior written notice to the other
Party.
|
The
Agreement shall automatically terminate in relation to the Subsidiaries if
terminated pursuant to the above.
10.2
|
Termination
shall be without prejudice to any rights or liabilities of the Parties
arising
|
|
prior
to or in respect of any act or omission occurring prior to
termination.
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10.3
|
In
the event of termination, the Management Fee shall be pro ratal to the
date of termination (after taking into account such additional amounts, if
any, as time spent and the responsibility undertaken by the Manager during
the relevant period immediately prior to termination
justify).
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10.4
|
In
the event of termination of the Agreement, the Manager shall procure that
all such acts are done as may be necessary to give effect to such
termination and the Company shall secure and the Manager, subject to
payment of all amounts due to it hereunder, shall cooperate in the
appointment of a substitute manager as circumstances may
require.
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10.5
|
Upon
the termination of this Agreement, the Manager shall hand over to the
Company all books of account, correspondence and records relating to the
affairs of the Company and the Subsidiaries which are the property of the
Company and the Subsidiaries and which are in its or its sub-contractors’
possession.
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11.
|
DEFAULT
|
11.1
|
If
the Manager shall, by any act or omission, be in breach of any material
obligation under this Agreement and such breach shall continue for a
period of fourteen (14) days after written notice thereof has been given
by the Company to the Manager, the Company shall have the right to
terminate this Agreement with immediate effect by notice to the
Manager.
|
The right
to terminate this Agreement shall be in addition to and without prejudice to any
other rights which the Company and the Subsidiaries may have against the Manager
hereunder.
11.2
|
Each
of the Manager and the Company (but not a Subsidiary) may forthwith by
notice in writing to the other Party terminate this Agreement if an order
be made or a resolution be passed for the winding up of the other Party or
if a receiver be appointed of the business or property of the other Party,
or if the other Party shall cease to carry on its business or make special
arrangement or composition with its creditors or if any event analogous
with any of the foregoing occurs under any applicable law with relevance
to the other Party.
|
12.
|
FORCE
MAJEURE
|
No Party
shall incur liability of any kind or nature whatsoever in relation to the other
Party in the event of a failure to perform any of its obligations hereunder if
such failure is directly or indirectly caused by circumstances beyond its
control such as war or war-like activities, government orders, riots, civil
commotion, strike, lock-out or similar actions, an act of God, peril of the sea
or any other similar cause.
13.
|
NOTICES
|
13.1
|
All
correspondence or notices required or permitted to be given under this
Agreement shall be given in English and sent by mail, telefax, email or
delivered by hand at the following
addresses:
|
If to the
Company and the Subsidiaries:
Visiting address:
|
|
Xxx-xx-Xxxxx
Xxxxx
00
Xxx-xx-Xxxxx Xxxx
Xxxxxxxx
XXXX
Xxxxxxx
|
|
Postal address:
|
|
X.X.Xxx
0000
XX
00
Xxxxxxx
|
|
Fax: +
0 000 000 0000
Telephone: +
1. 000 000 0000
Att.: Chairman
of the Board
|
|
If
to the Manager:
|
|
Frontline Management
(Bermuda) Ltd.
|
|
Visiting address:
|
|
Par-la-Ville
Place
14
Par-la-Ville Road
Xxxxxxxx
HMGX
Bermuda
|
|
Postal address:
|
|
X.X.Xxx
XX 0000
Xxxxxxxx
XXXX
Xxxxxxx
|
|
Fax: + 0 000 000
0000
Telephone: +
1 441 295 6935
Att.: Managing
Director
|
or such other address as either Party may designate to the other Party in writing. |
14.
|
MISCELLANEOUS
|
14.1
|
None
of the Parties shall be entitled to assign its rights and/or obligations
under this Agreement unless the prior written consents of the other
Parties hereto have been obtained. This principle shall not apply to the
subcontracting by the Manager of the provision of parts of the Services
pursuant to Clause 4.2.or such other address as either Party may designate
to the other Party in writing.
|
14.2
|
Nothing
in this Agreement shall be deemed to constitute a partnership between
the
|
|
Parties.
|
14.3
|
No
term of this Agreement is enforceable by a person who is not a party to
it.
|
14.4
|
This
Agreement shall not be amended, supplemented or modified save by written
agreement signed by or on behalf of the
Parties.
|
15.
|
GOVERNING
LAW AND ARBITRATION
|
15.1
|
This
Agreement shall be governed by Norwegian
law.
|
15.2
|
Any
dispute, controversy or claim arising out of or relating to this Agreement
(including the breach, termination or invalidity thereof), shall be
settled by arbitration in accordance with the provisions of the Norwegian
Arbitration Xxx 0000.
|
The
arbitration proceedings shall be held in Oslo and shall, if either Party so
requests, be conducted in the English language.
For
and on behalf of
|
For
and on behalf of
|
|
SHIP
FINANCE INTERNATIONAL LIMITED
|
FRONTLINE
MANAGEMENT (BERMUDA) LTD.
|
|
/s/
Xxxxx Xxxxxxxxx
|
/s/
Xxxxx Xxxxxx
|
|
Xxxxx
Xxxxxxxxx
|
Xxxxx
Xxxxxx
|
|
Chairman
|
As
per special authority
|
|
For
and on behalf of
|
||
THE
SUBSIDIARIES
|
||
/s/
Xxxx Xxxxxxxxx
|
||
Xxxx
Xxxxxxxxx
|
||
Director
|
Schedule
1
LIST
OF SUBSIDIARIES
as
of 6 November 2007
Vessel
Owning Subsidiaries
|
||
Name
of Company
|
Registered
|
Name
of Vessel
|
Ariake
Transport Corporation
|
Liberia
|
Xxxxx
|
Xxxxxxxx
Pte Ltd
|
Singapore
|
Front
Viewer
|
Benmore
Shipping Inc
|
Cyprus
|
Sea
Alfa
|
Blizana
Pte Ltd
|
Singapore
|
Front
Rider
|
Bolzano
Pte Ltd
|
Singapore
|
Mindanao
|
Xxxxxxxx
Shipping Ltd
|
Liberia
|
Front
Driver
|
Cirebon
Shipping Pte Ltd
|
Singapore
|
Front
Vanadis
|
Edinburgh
Navigation S.A.
|
Liberia
|
Edinburgh
|
Fox
Maritime Pte Ltd
|
Singapore
|
Front
Sabang
|
Front
Ardenne Inc.
|
Liberia
|
Front
Ardenne
|
Front
Brabant Inc.
|
Liberia
|
Front
Brabant
|
Front
Dua Pte Ltd
|
Singapore
|
Front
Duchess
|
Front
Empat Pte Ltd
|
Singapore
|
Front
Highness
|
Front
Enam Pte Ltd
|
Singapore
|
Hebei
River
|
Front
Falcon Inc.
|
Liberia
|
Front
Falcon
|
Front
Glory Shipping Inc.
|
Liberia
|
Front
Glory
|
Front
Xxxxx Pte Ltd
|
Singapore
|
Front
Climber
|
Front
Lima Pte Ltd
|
Singapore
|
Front
Lady
|
Front
Opalia Inc
|
Liberia
|
Front
Opalia
|
Front
Pride Shipping Inc.
|
Liberia
|
Front
Pride
|
Front
Saga Inc.
|
Liberia
|
Front
Page
|
Front
Scilla Inc.
|
Liberia
|
Front
Scilla
|
Front
Sembilan Pte Ltd
|
Singapore
|
Front
Leader
|
Front
Serenade Inc.
|
Liberia
|
Front
Serenade
|
Front
Shadow Inc
|
Liberia
|
Golden
Shadow
|
Front
Splendour Shipping Inc.
|
Liberia
|
Front
Splendour
|
Front
Stratus Inc.
|
Liberia
|
Xxxxxx
|
Front
Tiga Pte Ltd
|
Singapore
|
Front
Duke
|
Golden
Estuary Corporation
|
Liberia
|
Front
Comanche
|
Golden
Fjord Corporation
|
Liberia
|
Xxxxx
|
Golden
Narrow Corporation
|
Liberia
|
Golden
Victory
|
Golden
Seaway Corporation
|
Liberia
|
Front
Vanguard
|
Golden
Sound Corporation
|
Liberia
|
Front
Vista
|
Golden
Tide Corporation
|
Liberia
|
Front
Circassia
|
Hitachi
Hull 4983 Corporation
|
Liberia
|
Xxxxx
|
Xxxxxx
Bay Marine Company Limited
|
Cyprus
|
Front
Force
|
Jaymont
Shipping Inc
|
Cyprus
|
Sea
Beta
|
Katong
Investments Ltd
|
Liberia
|
Front
Breaker
|
Langkawi
Shipping Ltd.
|
Liberia
|
Front
Birch
|
Millcroft
Maritime SA
|
Liberia
|
Front
Champion
|
Newbond
Shipping Company Limited
|
Cyprus
|
Front
Energy
|
Rettie
Pte Ltd
|
Singapore
|
Front
Striver
|
Rig
Finance
|
Bermuda
|
West
Ceres
|
Rig
Finance II Limited
|
Bermuda
|
West
Prospero
|
Sea
Ace Corporation
|
Liberia
|
Front
Ace
|
Sibu
Shipping Ltd.
|
Liberia
|
Front
Maple
|
Transcorp
Pte Ltd
|
Singapore
|
Front
Xxxxxx
|
Ultimate
Shipping Ltd
|
Liberia
|
Front
Century
|
SFL
Geo I Limited
|
Bermuda
|
TBN
|
SFL
Xxx XX Limited
|
Bermuda
|
TBN
|
SFL
Geo III Limited
|
Bermuda
|
TBN
|
SFL
Europa Inc
|
Xxxxxxxx
Islands
|
Montemar
Europa
|
SFL
Sea Pike Ltd.
|
Cyprus
|
Sea
Pike
|
SFL
Sea Cheetah Ltd.
|
Cyprus
|
Sea
Cheetah
|
SFL
Sea Halibut Ltd.
|
Cyprus
|
Sea
Halibut
|
SFL
Sea Jaguar
|
Cyprus
|
Sea
Jaguar
|
SFL
Sea Trout Ltd.
|
Cyprus
|
Sea
Trout
|
SFL
Avon Inc.
|
Liberia
|
SFL
Avon
|
SFL
Xxxxx Inc.
|
Liberia
|
SFL
Xxxxx
|
SFL
Dee Inc.
|
Liberia
|
SFL
Dee
|
SFL
Humber Inc.
|
Liberia
|
SFL
Humber
|
SFL
Tamar Inc.
|
Liberia
|
SFL
Xxxxx
|
Xxxxxx
Island Inc.
|
Liberia
|
Golden
Island
|
Golden
Straits Inc.
|
Liberia
|
Golden
Straits
|
Front
Heimdall Inc.
|
Liberia
|
SFL
Heimdall
|
Front
Baldur Inc.
|
Liberia
|
SFL
Baldur
|
XX
Xxxxxx LLC
|
Delaware
|
Horizon
Hunter
|
XX
Xxxx LLC
|
Delaware
|
Horizon
Xxxx
|
XX
Eagle LLC
|
Delaware
|
Horizon
Eagle
|
XX
Xxxxxx LLC
|
Delaware
|
Horizon
Xxxxxx
|
XX
Tiger LLC
|
Delaware
|
Horizon
Tiger
|
Non
Vessel Owning Subsidiaries – Under Liquidation
|
||
Name
of Company
|
Registered
|
Previously
Owned Vessel
|
Front
Target Inc.
|
Liberia
|
Front
Target
|
Front
Tobago Shipholding Inc
|
Liberia
|
Front
Tobago
|
Front
Transporter Inc.
|
Liberia
|
Front
Transporter
|
Front
Traveller
|
Liberia
|
Front
Traveller
|
Granite
Shipping Company Ltd.
|
Bahamas
|
Front
Granite
|
Southwest
Tankers Inc.
|
Liberia
|
Front
Sunda
|
West
Tankers Inc.
|
Liberia
|
Front
Comor
|
Sub
Holding Subsidiaries
|
||
Name
of Company
|
Registered
|
|
Madeira
International Corp.
|
Liberia
|
|
SFL
Holdings LLC
|
Delaware
|