Exhibit
1.1






RESTATED
ARTICLES OF INCORPORATION
  OF
  DHT
MARITIME, INC.
  PURSUANT
TO
  THE
MARSHALL ISLANDS BUSINESS CORPORATIONS ACT
  Corporate
existence commenced on April 14, 2005 and shall continue upon filing these
Restated Articles of Incorporation with the Registrar of
Corporations.
  This
instrument purports merely to restate but not to change the provisions of the
original Articles of Incorporation as amended and restated to date and there is
no discrepancy between the provisions of the original Articles of Incorporation
as amended and restated to date and the provisions of these Restated Articles of
Incorporation.
  The
undersigned, for the purpose of restating the original Articles of Incorporation
of DHT Maritime, Inc., originally incorporated as Double Hull Tankers, Inc., a
corporation organized under the laws of the Republic of the Marshall Islands, as
amended and restated to date, pursuant to Section 93 of the Marshall Islands
Business Corporations Act, does hereby make, subscribe, acknowledge and file
with the Registrar of Corporations this instrument for that purpose, as
follows:
  ARTICLE
I.
  Name
  The name
of the Corporation shall be “DHT Maritime, Inc.”
  ARTICLE
II.
  Purpose
  The
purpose of the Corporation is to engage in any lawful act or activity for which
corporations may now or hereafter be organized under the Marshall Islands
Business Corporations Act (the “BCA”) and without in any way limiting
the foregoing, the Corporation shall have the power:
  (a) To purchase or otherwise acquire,
own, use, operate, pledge, hypothecate, mortgage, lease, charter, sub-charter,
sell, build, and repair steamships, motorships, tankers, vessels, sailing
vessels, tugs, lighters, barges, and all other vessels and craft of any and all
motive power whatsoever, including aircraft, landcraft, and any and all means of
conveyance and transportation by land, water or air, together with engines,
boilers, machinery equipment and appurtenances of all kinds, including masts,sails, boats, anchors, cables, tackle, furniture and all other
necessities thereunto appertaining and belonging, together with all materials,
articles, tools, equipment and appliances necessary, suitable or convenient for
the construction, equipment, use and operation thereof; and to equip, furnish,
and outfit such vessels and ships.
   
  
  (b) To
engage in ocean, coastwise and inland commerce, and generally in the carriage of
freight, goods, cargo in bulk, passengers, mail and personal effects by water
between the various ports of the world and to engage generally in waterborne
commerce.
  (c) To
purchase or otherwise acquire, own, use, operate, lease, build, repair, sell or
in any manner dispose of docks, piers, quays, wharves, dry docks, warehouses and
storage facilities of all kinds, and any property, real, personal and mixed, in
connection therewith.
  (d) To
act as ship’s husband, ship brokers, custom house brokers, ship’s agents,
manager of shipping property, freight contractors, forwarding agents,
warehousemen, wharfingers, ship chandlers, and general traders.
  ARTICLE
III.
  Address; Registered
Agent
  The
registered address of the Corporation in the Republic of the Marshall Islands is
Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands
MH96960. The name of the Corporation’s registered agent at such address is The
Trust Company of the Marshall Islands, Inc.
  ARTICLE
IV.
  Capital
Stock
  Section
4.01. Authorized
Capital Stock. The total number of shares of capital stock that the
Corporation shall have authority to issue is One Hundred One Million
(101,000,000) registered shares, consisting of One Hundred Million (100,000,000)
registered shares of common stock, par value of US$0.01 per share (“Common Stock”) and
One Million (1,000,000) registered shares of preferred stock, par value of $0.01
per share (“Preferred
Stock”). Upon the effectiveness of these Restated Articles of
Incorporation of the Corporation pursuant to the BCA, (the “Effective Time”),
each share of the Corporation’s common stock, par value US$0.01 per share (the
“OldCommon Stock”),
issued and outstanding immediately prior to the Effective Time shall remain
issued and outstanding. Any stock certificate that, immediately prior to the
Effective Time, represented shares of Old Common Stock will, from and after the
Effective Time, automatically and without the necessity of presenting the same
for exchange, represent the same number of shares of Common Stock.
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  Section 4.02.Preferred
Stock. The Board is hereby
expressly authorized, by resolution or resolutions, to provide, out of the
unissued shares of Preferred Stock, forseries of Preferred Stock and,
with respect to each such series, to fix the number of shares constituting such
series and the designation of such series, the voting powers (if any) of the
shares of such series, and the preferences and relative, participating, optional
or other special rights, if any, and any qualifications, limitations or
restrictions thereof, of the shares of such series. The powers, preferences and
relative, participating, optional and other special rights of each series of
Preferred Stock, and the qualifications, limitations or restrictions thereof, if
any, may differ from those of any and all other series at any time
outstanding.
  Section
4.03. No preemptive
rights. Shareholders of the Corporation shall have no conversion,
redemption or preemptive rights to subscribe to any of the Corporation’s
securities.
  ARTICLE
V.
  Directors
  Section
5.01. The business and affairs of the Corporation shall be managed by or under
the direction of the Board, the exact number of directors comprising the entire
Board to be not less than three nor more than twelve (subject to any rights of
the holders of Preferred Stock to elect additional directors under specified
circumstances) as determined from time to time by resolution adopted by
affirmative vote of a majority of the Board, As used in these Restated Articles
of Incorporation, the term “entire Board” means the total number of directors
that the Corporation would have if there were no vacancies or unfilled newly
created directorships.
  Section
5.02. Number, election
and terms. The Board shall be divided into three classes, as nearly equal
in number as the then total number of directors constituting the entire Board
permits, with the term of office of one of the three classes expiring each year.
As soon as practicable after the Effective Time, the shareholders of the
Corporation shall hold an organization meeting to divide the Board into three
classes, with the term of office of the first class to expire at the 2008 Annual
Meeting of Shareholders, the term of office of the second class to expire at the
2007 Annual Meeting of Shareholders and the term of office of the third class to
expire at the 2006 Annual Meeting of Shareholders. Commencing with the 2006
Annual Meeting of Shareholders, the directors elected at an annual meeting of
shareholders to succeed those whose terms then expire shall be identified as
being directors of the same class as the directors whom they succeed, and each
of them shall hold office until the third succeeding annual meeting of
shareholders and until such director’s successor is duly elected and has
qualified. Cumulative voting, as defined in Division 7, Section 71(2) of the
BCA, shall not be used to elect directors.
  Section
5.03. Shareholder
nomination of Director candidates; shareholder proposal of business.
Advance notice of shareholder nominations for the election of Directors and of
the proposal of business by stockholders shall be given in the manner provided
in the bylaws, as amended and in effect from time to time.
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  Section
5.04. Newly created
directorships and vacancies. Any vacancies in the Board for any reason,
other than those specified in Section 5.05, and any created directorships
resulting from any increase in the number of directors, may be filled by the
vote of not less than a majority of the members of the Board then in office,
although less than a quorum, and any directors so chosen shall hold office until
the next election of the class for which such directors shall have been chosen
and until their successors shall be elected and qualified. Any Director elected
in accordance with the preceding sentence shall hold office for the remainder of
the full term of the class of Directors in which the new directorship was
created or the vacancy occurred and until such Director’s successor shall have
been duly elected and qualified. No decrease in the number of Directors
constituting the Board shall shorten the term of any incumbent Director.
Notwithstanding the foregoing, and except as otherwise required by law, whenever
the holders of any one or more series of Preferred Stock shall have the right,
voting separately as a class, to elect one or more directors of the Corporation,
the then authorized number of directors shall be increased by the number of
directors so to be elected, and the terms of the director or directors elected
by such holders shall expire at the next succeeding annual meeting of
shareholders.
  Section
5.05. Removal.
(a) Notwithstanding any other provisions of these Restated Articles of
Incorporation or the bylaws of the Corporation (and notwithstanding the fact
that some lesser percentage may be specified by law, these Restated Articles of
Incorporation or the bylaws of the Corporation), any Director or the entire
Board may be removed at any time, but only for cause and only by the affirmative
vote of the holders of a majority of the outstanding shares of Common Stock of
the Corporation entitled to vote generally in the election of directors cast at
a meeting of the shareholders called for that purpose. Notwithstanding the
foregoing, and except as otherwise required by law, whenever the holders of any
one or more series of Preferred Stock shall have the right, voting separately as
a class, to elect one or more directors of the Corporation, the provisions of
this Section 5.05 of this Article V shall not apply with respect to the director
or directors elected by such holders of Preferred Stock.
  (b) In
order to remove a Director, a special general meeting shall be convened and held
in accordance with these Restated Articles of Incorporation and the bylaws.
Notice of such a meeting convened for the purpose of removing a Director shall
contain a statement of the intention so to do and be served on such Director not
less than fourteen days before the meeting and at such meeting the Director
shall be entitled to be heard on the motion for such Director’s
removal.
  (c) For
the purpose of this Section 5.05, “cause” means (a) conviction of a felony,
indictable offence or similar criminal offence or (b) willful misconduct that
results in material injury (monetary or otherwise) to the Corporation or any of
its subsidiaries.
  (d) If a
Director is removed from the Board under the provisions of this Section 5.05,
the shareholders may fill the vacancy at the meeting at which such Director is
removed. In the absence of such election or appointment, the Board may fill the
vacancy.
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  Section 5.06.Amendment,
repeal, etc.
Notwithstanding any other provisions of these Restated Articles of Incorporation
or the bylaws of the Corporation (and notwithstanding the fact that some lesser
percentage may be specified by law, theseRestated Articles of
Incorporation or the bylaws of the Corporation), the affirmative vote of the
holders of a majority of the outstanding shares of Common Stock of the
Corporation entitled to vote generally in the election of directors (considered
for this purpose as one class) shall be required to amend, alter, change or
repeal this Article V.
  ARTICLE VI.
  Bylaws
  In
furtherance and not in limitation of the powers conferred upon it by law, the
Board shall have the authority to adopt, amend, alter or repeal the bylaws of
the Corporation by a vote of not less than a majority of the entire Board, but
any bylaw adopted by the Board may be amended or repealed by shareholders
entitled to vote thereon.
  ARTICLE VII.
  Shareholder
Action
  Section
7.01. Shareholder
Meetings. Any action required or
permitted to be taken by the shareholders of the Corporation must be effected at
a duly called annual or special meeting of the shareholders or by the unanimous
written consent of the shareholders. Except as otherwise required by law and
subject to the rights of the holders of any series of Preferred Stock, special
meetings of the shareholders for any purpose or purposes may be called only by
(i) the Chairman of the Board or the chief executive officer, at the direction
of the Board as set forth in a resolution stating the purpose or purposes
thereof approved by a majority of the entire Board or (ii) holders of not less
than one-fifth of all outstanding shares of Common Stock, who shall state the
purpose or purposes of the proposed special meeting. If there is a failure to
hold the annual meeting within a period of ninety (90) days after the date
designated therefor, or if no date has been designated for a period of thirteen
(13) months after the Effective Time or after the Corporation’s last annual
meeting, holders of not less than one-fifth of the shares entitled to vote in an
election of directors may, in writing, demand the calling of a special meeting
in lieu of the annual meeting specifying the time thereof, which shall not be
less than two (2) nor more than three (3) months from the date of such call. The
Chairman of the Board or chief executive officer of the Corporation upon
receiving the written demand shall promptly give notice of such meeting, or if
the Chairman of the Board or chief executive officer fails to do so within five
(5) business days thereafter, any shareholder signing such demand may give such
notice. Such notice shall state the purpose or purposes of the proposed special
meeting. The business transacted at any special meeting shall be limited to the
purposes stated in the notice of such meeting.
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  Section
7.02. Action by
Unanimous Written Consent. Any
action required to be taken or which may be taken at any annual or special
meeting of shareholders of the Corporation may be taken without a meeting if a
consent in writing setting forth the action so taken, is signed by all of the
shareholders entitled to vote with respect to the subject matter
thereof.
  ARTICLE VIII.
  Limitation of Director
Liability
  A
Director shall not be personally liable to the Corporation or its stockholders
for monetary damages for breach of fiduciary duty as a Director, except, if
required by the BCA, as amended from time to time, for (i) liability for any
breach of the Director’s duty of loyalty to the Corporation or its shareholders,
(ii) for acts or omissions not in good faith or which involve intentional
misconduct or a knowing violation of law, or (iii) for any transaction from
which the Director derived an improper personal benefit. Neither the amendment
nor repeal of this Article VIII shall eliminate or reduce the effect of this
Article VIII in respect of any matter occurring, or any cause of action, suit or
claim that, but for this Article VIII would accrue or arise, prior to such
amendment or repeal.
  IN WITNESS WHEREOF, the
undersigned has executed these Restated Articles of Incorporation on
this 28 day of November, 2008.
  /s/Eirik
      UbøeEirik Ubøe
                      Chief
      Financial Officer
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