[SEASPAN CORPORATION Part I 1 Item 1. Identity of Directors, Senior Management and Advisors 3 Item 2. Offer Statistics and Expected Timetable 3 Item 3. Key Information 3 Item 4. Information on the Company 31 Item 5. Operating and Financial Review and Prospects 53 Item 6. Directors, Senior Management and Employees 79 Item 7. Major Shareholders and Related Party Transactions] [FIRST AMENDMENT TO SEASPAN CORPORATION STOCK INCENTIVE PLAN THIS FIRST AMENDMENT WHEREAS WHEREAS WHEREAS NOW, THEREFORE, I. Effective as of the Effective Date, Section 4(a) of the Plan is hereby deleted and replaced in its entirety with the following: Shares Available “(a) II. Effective as of the Effective Date, the definition of “Consultant” appearing in Section 2 of the Plan,] [AMENDMENT TO AMENDED AND RESTATED MANAGEMENT AGREEMENT THIS AMENDMENT is dated for reference as of August 5, 2008 AMONG: SEASPAN CORPORATION, AND: SEASPAN MANAGEMENT SERVICES LIMITED AND: SEASPAN ADVISORY SERVICES LIMITED AND: SEASPAN SHIP MANAGEMENT LTD. AND: SEASPAN CREW MANAGEMENT LTD. WHEREAS: Management Agreement A. The parties to this amending agreement are parties to a management agreement amended and restated] [Subsidiaries of Seaspan Corporation The following companies are subsidiaries of Seaspan Corporation as of March 25, 2011: Seaspan Finance I Co. Ltd. Seaspan Finance II Co. Ltd. Seaspan Finance III Co. Ltd. Seaspan (Asia) Corporation Seaspan Investment I Ltd. Seaspan Containership 2181 Ltd. Seaspan Containership 2177 Ltd. Seaspan Containership S452 Ltd. Seaspan Containership 2180 Ltd. EX-8.1 4 dex81.htm SUBSIDIARIES OF] [CERTIFICATION I, Gerry Wang, Chief Executive Officer of the company, certify that: 1. I have reviewed this report on Form 20-F of Seaspan Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under] [CERTIFICATION I, Sai W. Chu, Chief Financial Officer of the Company, certify that: 1. I have reviewed this report on Form 20-F of Seaspan Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances] [18 U.S.C. SECTION 1350, OF THE SARBANES-OXLEY ACT OF 2002 Company Form 20-F (1) (2) The information contained in the Form 20-F fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: March 30, 2011 Gerry Wang EX-13.1 7 dex131.htm SEASPAN CORPORATION CERTIFICATION OF GERRY WANG, CHIEF EXECUTIVE OFFICER] [18 U.S.C. SECTION 1350, OF THE SARBANES-OXLEY ACT OF 2002 Company Form 20-F (1) (2) The information contained in the Form 20-F fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: March 30, 2011 Sai W. Chu Chief Financial Officer (Principal Financial and Accounting Officer) 1 EX-13.2 8 dex132.htm SEASPAN CORPORATION CERTIFICATION] [Consent of Independent Registered Public Accounting Firm The Board of Directors Seaspan Corporation: We consent to the incorporation by reference in the registration statement (No. 333-151329) on Form F-3D and registration statement (No. 333-168938) on Form F-3 of Seaspan Corporation of our reports (1) dated March 30, 2011, with respect to the consolidated balance sheets of Seaspan Corporation as of]