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As Of Filer Filing For·On·As Docs:Size 3/17/22 Flex LNG Ltd. 20-F 12/31/21 94:20M |
Document/Exhibit Description Pages Size 1: 20-F Annual or Annual-Transition Report by a Foreign HTML 1.26M Non-Canadian Issuer 2: EX-2.2 Plan of Acquisition, Reorganization, Arrangement, HTML 54K Liquidation or Succession 3: EX-4.16 Instrument Defining the Rights of Security Holders HTML 33K 4: EX-8.1 Opinion of Counsel re: Tax Matters HTML 34K 7: EX-13.1 Annual or Quarterly Report to Security Holders HTML 26K 8: EX-13.2 Annual or Quarterly Report to Security Holders HTML 26K 5: EX-12.1 Statement re: the Computation of Ratios HTML 29K 6: EX-12.2 Statement re: the Computation of Ratios HTML 29K 9: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 24K 15: R1 Cover Page HTML 94K 16: R2 Audit Information HTML 30K 17: R3 Consolidated Statements of Operations HTML 94K 18: R4 Consolidated Statements of Comprehensive Income HTML 44K (Loss) 19: R5 Consolidated Balance Sheets HTML 144K 20: R6 Consolidated Balance Sheets (Parenthetical) HTML 31K 21: R7 Consolidated Statements of Cash Flows HTML 134K 22: R8 Consolidated Statements of Changes in Equity HTML 71K 23: R9 General HTML 28K 24: R10 Summary of Significant Accounting Policies HTML 55K 25: R11 Recent Accounting Pronouncements HTML 39K 26: R12 Significant Subsidiaries HTML 55K 27: R13 Earnings Per Share HTML 42K 28: R14 Income Tax HTML 47K 29: R15 Vessel Purchase Prepayments HTML 35K 30: R16 Vessels and Equipment, Net HTML 58K 31: R17 Other Current Assets HTML 34K 32: R18 Other Current Liabilities HTML 33K 33: R19 Restricted Cash HTML 27K 34: R20 Share Capital and Additional Paid in Capital HTML 49K 35: R21 Share Based Payments HTML 86K 36: R22 Financial Instruments HTML 62K 37: R23 Short-Term and Long-Term Debt HTML 86K 38: R24 Fair Value of Financial Assets and Liabilities HTML 53K 39: R25 Related Party Transactions HTML 68K 40: R26 Minimum Committed Revenue HTML 33K 41: R27 Subsequent Events HTML 34K 42: R28 Summary of Significant Accounting Policies HTML 110K (Policies) 43: R29 Significant Subsidiaries (Tables) HTML 54K 44: R30 Earnings Per Share (Tables) HTML 40K 45: R31 Income Tax (Tables) HTML 44K 46: R32 Vessel Purchase Prepayments (Tables) HTML 32K 47: R33 Vessels and Equipment, Net (Tables) HTML 56K 48: R34 Other Current Assets (Tables) HTML 33K 49: R35 Other Current Liabilities (Tables) HTML 33K 50: R36 Share Capital and Additional Paid in Capital HTML 47K (Tables) 51: R37 Share Based Payments (Tables) HTML 84K 52: R38 Financial Instruments (Tables) HTML 58K 53: R39 Short-Term and Long-Term Debt (Tables) HTML 59K 54: R40 Fair Value of Financial Assets and Liabilities HTML 46K (Tables) 55: R41 Related Party Transactions (Tables) HTML 61K 56: R42 Minimum Committed Revenue (Tables) HTML 32K 57: R43 General (Details) HTML 28K 58: R44 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 48K Segment Reporting (Details) 59: R45 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - HTML 32K Vessels (Details) 60: R46 SIGNIFICANT SUBSIDIARIES - Schedule of HTML 68K Subsidiaries (Details) 61: R47 EARNINGS PER SHARE - Schedule of Earnings Per HTML 60K Share (Details) 62: R48 INCOME TAX - Narrative (Details) HTML 31K 63: R49 INCOME TAX - Schedule of Components of Income Tax HTML 35K Credit (Expense) Reported in Income Statement (Details) 64: R50 INCOME TAX - Effective Income Tax Rate HTML 43K Reconciliation (Details) 65: R51 VESSEL PURCHASE PREPAYMENTS - Schedule of HTML 30K Equipment Prepayment Activity (Details) 66: R52 VESSEL PURCHASE PREPAYMENTS - Narrative (Details) HTML 41K 67: R53 VESSELS AND EQUIPMENT, NET - Schedule of Vessels HTML 57K and Equipment, Net (Details) 68: R54 VESSELS AND EQUIPMENT, NET - Narrative (Details) HTML 35K 69: R55 OTHER CURRENT ASSETS - Schedule of Other Current HTML 37K Assets (Details) 70: R56 OTHER CURRENT ASSETS - Narrative (Details) HTML 27K 71: R57 OTHER CURRENT LIABILITIES - Reconciliation of HTML 36K other current liabilities (Details) 72: R58 Restricted Cash (Details) HTML 27K 73: R59 SHARE CAPITAL AND ADDITIONAL PAID IN CAPITAL - HTML 50K Schedule of Shares Issued (Details) 74: R60 SHARE CAPITAL AND ADDITIONAL PAID IN CAPITAL - HTML 47K Narrative (Details) 75: R61 SHARE BASED PAYMENTS - Summary of Shares HTML 51K Outstanding (Details) 76: R62 SHARE BASED PAYMENTS - Narrative (Details) HTML 64K 77: R63 SHARE BASED PAYMENTS - Unvested Option Activity HTML 90K (Details) 78: R64 FINANCIAL INSTRUMENTS - Narrative (Details) HTML 39K 79: R65 FINANCIAL INSTRUMENTS - Schedule of Derivative HTML 67K Notional Amounts (Details) 80: R66 SHORT-TERM AND LONG-TERM DEBT - Components HTML 73K (Details) 81: R67 SHORT-TERM AND LONG-TERM DEBT - Capital HTML 46K Commitments (Details) 82: R68 SHORT-TERM AND LONG-TERM DEBT - Narrative HTML 233K (Details) 83: R69 FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES - HTML 53K Schedule of Estimated Fair Value and Carrying Value of Assets and Liabilities (Details) 84: R70 RELATED PARTY TRANSACTIONS - Related Party HTML 56K Balances (Details) 85: R71 RELATED PARTY TRANSACTIONS - Transactions with HTML 59K Other Affiliates of Geveran (Details) 86: R72 RELATED PARTY TRANSACTIONS - Narrative (Details) HTML 59K 87: R73 MINIMUM COMMITTED REVENUE - Narrative (Details) HTML 30K 88: R74 MINIMUM COMMITTED REVENUE - Committed Time Charter HTML 40K Revenues (Details) 89: R75 Subsequent Events (Details) HTML 79K 92: XML IDEA XML File -- Filing Summary XML 163K 90: XML XBRL Instance -- flng-20211231_htm XML 2.19M 91: EXCEL IDEA Workbook of Financial Reports XLSX 108K 11: EX-101.CAL XBRL Calculations -- flng-20211231_cal XML 172K 12: EX-101.DEF XBRL Definitions -- flng-20211231_def XML 653K 13: EX-101.LAB XBRL Labels -- flng-20211231_lab XML 1.81M 14: EX-101.PRE XBRL Presentations -- flng-20211231_pre XML 1.05M 10: EX-101.SCH XBRL Schema -- flng-20211231 XSD 225K 93: JSON XBRL Instance as JSON Data -- MetaLinks 418± 587K 94: ZIP XBRL Zipped Folder -- 0001772253-22-000005-xbrl Zip 419K
Document |
Delaware | Bermuda | |||||||
Dividends
| ||||||||
Under Delaware law, unless otherwise provided in a corporation's certificate of incorporation, directors may declare and pay dividends upon the shares of its capital stock either (i) out of its surplus or (ii) if the corporation does not have surplus, out of its net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. The excess, if any, at any given time, of the net assets of the corporation over the amount so determined to be capital is surplus. Net assets means the amount by which total assets exceed total liabilities. Dividends may be paid in cash, in property, or in shares of the corporation's capital stock. | Under the Companies Act, a company may declare and pay a dividend, or make a distribution out of contributed surplus, provided there are reasonable grounds for believing that after any such payment (a) the company will be able to pay its liabilities as they become due and (b) the realizable value of its assets will be greater than its liabilities. (Companies Act § 54). | |||||||
Directors | ||||||||
Number of board members shall be fixed by, or in a manner provided by, the bylaws, unless the certificate of incorporation fixes the number of directors, in which case a change in the number shall be made only by amendment of the certificate of incorporation. | The maximum number of directors may be set by the shareholders at a general meeting or in accordance with the bye-laws. The maximum number of directors is usually fixed by the shareholders at the annual general meeting and may be fixed at a special general meeting. Only the shareholders may increase or decrease the number of directors’ seats last approved by the shareholders. If the maximum number of directors fixed by the shareholders has not been elected by the shareholders, the shareholders may authorize the board of directors to fill any vacancies. (Companies Act §91). |
Dissenter’s
Rights of Appraisal | ||||||||
Appraisal rights shall be available for the shares of any class or series of stock of a corporation in a merger or consolidation, subject to limited exceptions, such as a merger or consolidation of corporations listed on a national securities exchange in which listed stock is the offered consideration. | In the event of an amalgamation or merger of a Bermuda company with another company or corporation, a shareholder of the Bermuda company who did not vote in favor of the amalgamation or merger and is not satisfied that fair value has been offered for such shareholder’s shares may, within one month of notice of the shareholders meeting, apply to the Supreme Court of Bermuda to appraise the fair value of those shares. (Companies Act § 106(6)). | |||||||
Shareholder
Derivative Actions |
Class actions and derivative actions generally are available to shareholders under Delaware law for, among other things, breach of fiduciary duty, corporate waste and actions not taken in accordance with applicable law. In any derivative suit instituted by a shareholder or a corporation, it shall be averred in the complaint that the plaintiff was a shareholder of the corporation at the time of the transaction of which he complains or that such shareholder's stock thereafter developed upon such shareholder by operation of law. | Generally, class actions and derivative actions are not available to shareholders under Bermuda law. (See generally, Bermuda Companies Act). Bermuda courts, however, would ordinarily be expected to permit a shareholder to commence an action in the name of a company to remedy a wrong to the company where the act complained of is alleged to be beyond the corporate power of the company or illegal, or would result in the violation of the bye-laws. Bermuda
courts would further give consideration to acts that are alleged to constitute a fraud against the minority of shareholders, or, for instance, where an act requires the approval of a greater percentage of the company's shareholders than that which actually approved it. | |||||||
Shareholder Meetings and Voting Rights | ||||||||
Shareholder meetings may be held at such times and places as designated in the certificate of incorporation or the bylaws,
or if not so designated, as determined by the Board of Directors. Special meetings of the shareholders may be called by the Board of Directors or by such person or persons as may be authorized by the certificate of incorporation or by the bylaws, or if not so designated, as determined by the Board of Directors. Written notice shall be given not less than 10 nor more than 60 days before the meeting. Whenever shareholders are required to take any action at a meeting, a written notice of the meeting shall be given which shall state the place, if any, date and hour of the meeting, and the means of remote communication, if any. Shareholder meetings may be held within or without the State of Delaware. Any action required to be taken by a meeting of shareholders may be taken without a meeting if a consent for such action is in writing and is signed by shareholders having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted. | Shareholder meetings may be called by the Board of Directors and must be called upon the request of shareholders holding not less than 10% of the paid-up capital of the company carrying the right to vote at a general meeting. (Companies Act §74(1)). Special meetings may be convened by the Board of Directors whenever they see fit, and the meetings shall be called special general meetings. (Companies Act §71(1)). May
be held in or outside of Bermuda. Notice: •Notice of all general meetings shall specify the place, the day and hour of the meeting. (Companies Act §71(3)). •Notice of special general meetings shall specify the place, the day, hour and general nature of the business to be considered at the meeting. (Companies Act §71(3)). •Notwithstanding any provision in the bye-laws of a company, at least five days’ notice shall be given of a company meeting. (Companies Act §75(1)). The accidental omission to give notice to, or the non-reciept of a
notice of a meeting by any person entitled to receive notice does not invalidate the proceedings. (Companies Act §71(4)). |
Generally, any action which may be done by resolution of a company in a general meeting may be done by resolution in writing. (Companies Act §77A). | ||||||||
Shareholders may act by written resolution to elect directors, but may
not act by written resolution to remove directors. (Companies Act §77A(6)(b)). Except as otherwise provided in the bye-laws of a company or the Companies Act, any action or resolution requiring the approval of the shareholders may be passed by a simple majority of votes cast (Companies Act §77(2)). A shareholder may authorize another person or persons to act for him by proxy. (Companies Act §77(1)). The bye-laws may specify the number to constitute a quorum for a general meeting of the Company. In the case of a company having only one member, one member present in person or by proxy constitutes the necessary quorum. (Companies Act § 71(5)). The
bye-laws may provide for cumulative voting in the election of directors. (Companies Act §77). |
This ‘20-F’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 3/17/22 | |||
For Period end: | 12/31/21 | 6-K | ||
3/7/19 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/05/24 Flex LNG Ltd. 20-F 12/31/23 86:78M 11/09/23 Flex LNG Ltd. S-8 11/09/23 5:334K Seward & Kissel LLP 3/10/23 Flex LNG Ltd. 20-F 12/31/22 88:201M 12/01/22 Flex LNG Ltd. F-3/A 5:613K Empire Filings/FA 11/15/22 Flex LNG Ltd. 424B5 1:790K Empire Filings/FA 11/15/22 Flex LNG Ltd. F-3 5:599K Empire Filings/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/17/21 Flex LNG Ltd. 20-F 12/31/20 98:64M 4/17/20 Flex LNG Ltd. 20-F 12/31/19 105:108M 5/17/19 Flex LNG Ltd. 20FR12B/A 3:1.4M Seward & Kissel LLP 5/07/19 Flex LNG Ltd. 20FR12B 20:6.3M Seward & Kissel LLP |