[INDEX TO REPORT ON FORM 20-F PART I Item 1. Identity of Directors, Senior Management and Advisors 3 Item 2. Offer Statistics and Expected Timetable 3 Item 3. Key Information 4 Item 4. Information on the Company 27 Item 4A. Unresolved Staff Comments 47 Item 5. Operating and Financial Review and Prospects 47 Item 6. Directors, Senior Management and Employees] [AMENDMENT TO RIGHT OF FIRST REFUSAL AGREEMENT Amendment Company Seaspan Parties Agreement THIS AMENDMENT TO RIGHT OF FIRST REFUSAL AGREEMENT (this “ RECITALS WHEREAS, the Parties desire to amend the Agreement to (i) extend the outside date of the ROFR Period from March 31, 2015 to March 31, 2016 and (ii) amend and add ROFR Review Dates. NOW, THEREFORE, in] [AMENDMENT TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT Amendment Executive Company Parties Agreement THIS AMENDMENT TO THE AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “ RECITALS WHEREAS, the Parties desire to amend the Agreement to extend the term of employment of the Executive by extending the outside date of the ROFR Period from March 31, 2015 to March 31, 2016.] [AMENDMENT TO AMENDED AND RESTATED TRANSACTION SERVICES AGREEMENT Amendment Manager Company Parties Agreement THIS AMENDMENT TO THE AMENDED AND RESTATED TRANSACTION SERVICES AGREEMENT (this “ RECITALS WHEREAS, the Parties desire to amend the Agreement to extend the outside date of the ROFR Period from March 31, 2015 to March 31, 2016. NOW, THEREFORE, in consideration of the covenants and agreements] [AMENDMENT TO FINANCIAL SERVICES AGREEMENT Amendment Manager Company Parties Agreement THIS AMENDMENT TO THE FINANCIAL SERVICES AGREEMENT (this “ RECITALS WHEREAS, the Parties desire to amend the Agreement to extend the outside date of the ROFR Period from March 31, 2015 to March 31, 2016 and to extend the lock-up period relating to a portion of the Financing Fee Shares.] [AMENDMENT TO LOCK UP AGREEMENT Amendment Agreement Company Wang Stockholders Stockholder THIS AMENDMENT TO LOCK UP AGREEMENT (this “ Employment Agreement Transaction Services Agreement WHEREAS, the Company and Wang are entering into amendments to (a) that certain Amended and Restated Executive Employment Agreement, dated as of December 7, 2012 (as the same may be amended from time to time, the] [SEASPAN CORPORATION SUBSIDIARIES COMPANY NAME INCORPORATION OWNERSHIP DATE OF DISSOLVED Seaspan Holding Co. Namu Ltd. Marshall Islands Seaspan Corporation owns 100% August 27, 2014 Seaspan Holding Co. Tabul Ltd. Marshall Islands Seaspan Corporation owns 100% August 27, 2014 Seaspan HHI Holding 2638-2640 Ltd. Marshall Islands Seaspan Corporation owns 100% January 30, 2013 Seaspan HHI 2638 Ltd. Marshall Islands Seaspan HHI] [CERTIFICATION I, Gerry Wang, Chief Executive Officer of Seaspan Corporation (the “Company”), certify that: 1. I have reviewed this report on Form 20-F of the Company; 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] [CERTIFICATION I, Sai W. Chu, Chief Financial Officer of Seaspan Corporation (the “Company”), certify that: 1. I have reviewed this report on Form 20-F of the Company; 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] [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 10, 2015 Gerry Wang Chief Executive Officer EX-13.1 10 d837930dex131.htm EX-13.1] [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 10, 2015 Sai W. Chu Chief Financial Officer (Principal Financial and Accounting Officer) EX-13.2 11 d837930dex132.htm EX-13.2] [KPMG LLP Telephone (604) 691-3000 Chartered Accountants Fax (604) 691-3031 PO Box 10426 777 Dunsmuir Street Internet www.kpmg.ca Vancouver BC V7Y 1K3 Canada The Board of Directors Seaspan Corporation We consent to the incorporation by reference in the registration statement (No. 33-151329) on Form F-3D, registration statement (No. 333-173207) on Form S-8, registration statement (No. 333-180895) on Form F-3ASR, registration]