Exhibit 10.2


 


REGISTRATION RIGHTS AGREEMENT


 


This REGISTRATION RIGHTS
AGREEMENT (this “Agreement”) is made and entered into as of 27 November 2016, among Globus Maritime Limited,
a Marshall Islands corporation (the “Company”), and the person set forth on Schedule A to this Agreement (the
“Investor”).


 


WHEREAS, this Agreement
is made in connection with the entry into the Share and Warrant Purchase Agreement (the “Purchase Agreement”),
dated November 28, 2016 between the Company and the Investor; and


 


WHEREAS, the Company
has agreed to provide the Investor with certain registration rights with respect to its shares of Common Stock (as hereinafter
defined) for the benefit of the Investor pursuant to the Purchase Agreement.


 


NOW THEREFORE, in consideration
of the mutual covenants and agreements herein contained and other good and valid consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties to this Agreement hereby agree as follows:


 


1.             Certain
Definitions.


 


In addition to the
terms defined elsewhere in this Agreement, the following terms shall have the following meanings:


 


“2016 Registration
Rights Agreement” means that certain registration rights agreement dated November 23, 2016 between the Company and Firment
Trading Limited.


 


“Affiliate”
of any Person means any other Person which directly or indirectly through one or more intermediaries, controls, or is controlled
by, or is under common control with, such Person.


 


“Common Stock”
means shares of common stock, par value $0.004 per share, of the Company, including common stock issuable upon conversion of other
securities or loans or debts of the Company or issuable in exchange for or with respect to the common stock, par value $0.004 per
share, of the Company by way of a stock dividend, stock split or combination of shares or in connection with a reclassification,
recapitalization, exchange, merger, consolidation or other reorganization.


 


“Control,”
including the terms “controlling,” “controlled by” and “under common control with,” means the
possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person, whether
through the ownership of voting shares, by contract or otherwise. A person who is the owner of 20% or more of the outstanding voting
shares of any corporation, limited liability company, partnership, unincorporated association or other entity shall be presumed,
for purposes of this Agreement, to have control of such entity, in the absence of proof by a preponderance of the evidence to the
contrary. Notwithstanding the foregoing, a presumption of control shall not apply where such person holds voting shares, in good
faith and not for the purpose of circumventing this provision, as an agent, bank, broker, nominee, custodian or trustee for one
or more owners who do not individually or as a group have control of such entity.


 


“Demand Registration”
has the meaning set forth in Section 2(a) hereof.


 




    	 	 	 



     


    

 


“Dissolution”
has the meaning set forth in Section 7 hereof.


 


“Effectiveness
Period” has the meaning set forth in Section 2(g) hereof.


 


“Exchange
Act” means the Securities Exchange Act of 1934, as amended.


 


“Governmental
Entity” means any national, federal, state, municipal, local, territorial, foreign or other government or any department,
commission, board, bureau, agency, regulatory authority or instrumentality thereof, or any court, judicial, administrative or arbitral
body or public or private tribunal.


 


“Holder”
means any Person that owns Registrable Shares, including the Investor, their Affiliates and such successors and permitted assigns
as acquire Registrable Shares, directly or indirectly, from such Person. For purposes of this Agreement, the Company may deem and
treat the registered holder of Registrable Shares as the Holder and absolute owner thereof, and the Company shall not be affected
by any notice to the contrary.


 


“Initiating
Holders” has the meaning set forth in Section 2(a) hereof.


 


“Losses”
has the meaning set forth in Section 8(a) hereof.


 


“Majority
Holders” means the Holders of a majority of the Registrable Shares.


 


“Person”
means any individual, sole proprietorship, partnership, limited liability company, joint venture, trust, incorporated or unincorporated
organization, association, corporation, institution, public benefit corporation, Governmental Entity or any other entity.


 


“Piggyback
Registration” has the meaning set forth in Section 4(a) hereof.


 


“Prospectus”
means the prospectus or prospectuses included in any Registration Statement, as amended or supplemented by any prospectus supplement,
with respect to the terms of the offering of any portion of the Registrable Shares covered by such Registration Statement and by
all other amendments and supplements to the prospectus, including post-effective amendments and all material incorporated by reference
in such prospectus or prospectuses.


 


“Registrable
Shares” means shares of Common Stock issued by the Company pursuant to the Purchase Agreement held by the Investor or
any Affiliate of the Investor, shares of Common Stock receivable upon the conversion or exercise of securities or loans or debt
of the Company issued pursuant to the Purchase Agreement held by the Investor or any Affiliate of the Investor, or any shares of
any successor or acquiror of the Company issued in exchange or substitution for any of the foregoing in connection with any acquisition,
merger, combination or similar transaction involving the Company or any successor of the Company; provided, however,
that Registrable Shares shall not include any securities sold by a Person to the public either pursuant to a Registration Statement
or Rule 144 or any securities that may be sold pursuant to Rule 144 without restriction or limitation on volume or manner of sale.


 


“Registration
Expenses” has the meaning set forth in Section 6(a) hereof.


 




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“Registration
Statement” means any registration statement of the Company which covers any of the Registrable Shares pursuant to the
provisions of this Agreement, including the Prospectus, amendments and supplements to such Registration Statement, including post-effective
amendments, all exhibits and all materials incorporated by reference in such Registration Statement.


 


“SEC”
means the U.S. Securities and Exchange Commission.


 


“Securities
Act” means the Securities Act of 1933, as amended.


 


“Shelf Registration”
has the meaning set forth in Section 3(a) hereof.


 


“Suspension
Notice” has the meaning set forth in Section 5(f) hereof.


 


“Underwritten
Offering” means a registration in which securities of the Company are sold to underwriters for reoffering to the public.


 


“Withdrawn
Demand Registration” has the meaning set forth in Section 2(g) hereof.


 


2.            Demand
Registration. Subject to Section 10(l):


 


(a)           Right
to Request Registration. Subject to Section 2(d) hereof, at any time commencing one hundred eighty (180) days after the date
hereof, any Holder or Holders collectively holding in the aggregate a majority of the then outstanding Registrable Shares (“Initiating
Holders”) shall have the right to require the Company to register under the Securities Act (“Demand Registration”)
all or part of the Registrable Shares; provided, however, that each Demand Registration be for Registrable Shares.


 


Within ten (10) days
after receipt of any such request for Demand Registration, the Company shall give written notice of such request to all other Holders
of Registrable Shares and shall, subject to the provisions of Section 2(d) hereof, include in such registration all such Registrable
Shares with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the
receipt of the Company’s notice.


 


(b)           Number
of Demand Registrations. Subject to the provisions of Section 2(a), the Holders shall collectively be entitled to request an
aggregate of one (1) Demand Registrations in any one twelve (12) month period and a maximum of two (2) Demand Registrations in
total. A registration shall not count as one of the permitted Demand Registrations (i) until it has become effective, (ii) if the
Initiating Holders requesting such registration are not able to have registered and sold at least 50% of the Registrable Shares
requested by such Initiating Holders to be included in such registration or (iii) in the case of a Demand Registration that would
be the last permitted Demand Registration requested hereunder, if the Initiating Holders requesting such registration are not able
to have registered and sold all of the Registrable Shares requested to be included by such Initiating Holders in such registration.


 




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(c)           Allocation
of Securities Included in Registration Statement. If any requested registration made pursuant to Section 2(a) involves an Underwritten
Offering and the managing underwriters of the requested Demand Registration advise the Company in writing that in their opinion
the number of Registrable Shares proposed to be included in any such registration exceeds the number of securities which can be
sold in such offering without having an adverse affect on such offering, including the price at which such Registrable Shares can
be sold, the Company shall include in such registration only the number of Registrable Shares which in the reasonable opinion of
such managing underwriters can be sold without having the adverse effect referred to above. If the number of shares which can be
sold without having the adverse effect referred to above is less than the number of Registrable Shares proposed to be registered,
the amount of Registrable Shares to be so sold shall be allocated pro rata among the Holders of Registrable Shares desiring to
participate in such registration on the basis of the amount of such Registrable Shares initially proposed to be registered by such
Holders. If the number of shares which can be sold exceeds the number of Registrable Shares proposed to be sold, such excess shall
be allocated pro rata among the other holders of securities, if any, desiring to participate in such registration based on the
amount of such securities initially requested to be registered by such holders or as such holders may otherwise agree.


 


(d)           Restrictions
on Demand Registrations. The Company shall not be obligated to effect any Demand Registration within three (3) months after
the termination of an offering under a previous Demand Registration or within three (3) months after the effectiveness of a previous
registration under which the Initiating Holder had piggyback rights pursuant to Section 4 hereof where the Initiating Holder was
permitted to register and sell 50% or more of the Registrable Shares requested to be included therein. The Company may postpone
for up to ninety (90) days the filing or the effectiveness of a Registration Statement for a Demand Registration if (i) the Company’s
board of directors reasonably determines that a Demand Registration would reasonably be expected to materially and adversely affect
an offering of securities of the Company, the preparation of which had then been commenced, (ii) the Company is in possession of
material non-public information the disclosure of which during the period specified in such notice the Company’s board of
directors reasonably believes would not be in the best interests of the Company, (iii) the Company, in its good faith judgment,
determines that any registration of Registrable Shares should not be made or continued because it would materially interfere with
any material financing, acquisition, corporate reorganization or merger or other transactions or events involving the Company or
any of its subsidiaries or (iv) such Demand Registration would render the Company unable to comply with the requirements of applicable
securities laws; provided, however, that in the event described above, the Initiating Holders requesting such Demand
Registration shall be entitled to withdraw such request prior to its effective date and, if such request is withdrawn, such Demand
Registration shall not count as one of the permitted Demand Registrations. The Company shall provide written notice to the Initiating
Holders requesting such Demand Registration of (i) any postponement or withdrawal of the filing or effectiveness of a Registration
Statement pursuant to this Section 2(d), (ii) the Company’s decision to file or seek effectiveness of such Registration Statement
following such withdrawal or postponement and (iii) the effectiveness of such Registration Statement. The Company may defer the
filing of a particular Registration Statement pursuant to this Section 2(d) only once during any twelve (12) month period.


 


(e)           Withdrawal
by Holders. Any Holder requesting a Demand Registration will be permitted to withdraw in good faith all or part of the Registrable
Shares from such Demand Registration at any time prior to the date the Commission declares effective the Registration Statement
relating to such Demand Registration, in which event the Company will promptly amend or, if applicable, terminate or withdraw the
related Registration Statement; provided, however, that if the Holder requesting a Demand Registration pursuant to
this Section 2(e) withdraws from such registration, such registration shall count as a Demand Registration unless such Holder pays
all of the out-of-pocket expenses of the Company in connection with such registration.


 




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(f)           Selection
of Underwriters. If any of the Registrable Shares covered by a Demand Registration are to be sold in an Underwritten Offering,
the Initiating Holders shall have the right, but not the obligation, to select the managing underwriter(s) to administer the offering
subject to the approval of the Company, which approval shall not be unreasonably withheld or delayed.


 


(g)           Effective
Period of Demand Registrations. The Company will use its reasonable efforts to comply with all necessary provisions of the
federal securities laws in order to keep each Registration Statement relating to a Demand Registration effective for a period of
(i) in the case of an Underwritten Offering, three (3) months from its effectiveness date, or (ii) in any other case, the lesser
of three (3) months or such shorter period as will terminate when all Registrable Shares covered by such Registration Statement
have been sold pursuant to such Registration Statement (the “Effectiveness Period”). If the Company shall withdraw
any Demand Registration pursuant to Section 2(d) (a “Withdrawn Demand Registration”), the Initiating Holders
of the Registrable Shares remaining unsold and originally covered by such Withdrawn Demand Registration shall be entitled to a
replacement Demand Registration which (subject to the provisions of this Section 2) the Company shall use its reasonable efforts
to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur
of the date (i) in the case of an Underwritten Offering, three (3) months from its effectiveness date, or (ii) in any other case,
the lesser of three (3) months or such shorter period as will terminate when all Registrable Shares covered by such Registration
Statement have been sold pursuant to such Registration Statement.


 


3.            Shelf
Registration. Subject to Section 10(l):


 


(a)           At
such time as the Company is able to use Form F-3 under the Securities Act (or any successor or similar form) for sales of Registrable
Shares by a Holder, at the request of one or more Holders, the Company shall use its reasonable efforts to effect, as expeditiously
as possible, the registration under the Securities Act of any number of Registrable Shares for which it receives requests in accordance
with Section 2(a) (the “Shelf Registration”). The Company shall use its reasonable efforts to cause such Registration
Statement to become effective as promptly as practicable and maintain the effectiveness of such Registration Statement (subject
to the terms and conditions herein) for a period ending on the earliest of (i) three (3) years following the date on which such
Registration Statement first becomes effective (but one (1) year if the Company is not able to continue to use Form F-3 under the
Securities Act (or any successor or similar form)), (ii) the date on which all Registrable Shares covered by such Registration
Statement have been sold, and the distribution contemplated thereby has been completed, and (iii) the date on which all Registrable
Shares covered by such Registration Statement have become freely saleable pursuant to Rule 144 without restriction or limitation
on volume or manner of sale.


 


(b)           The
Registration Statement pursuant to this Section 3 shall, to the extent possible under applicable law, be effected to permit sales
on a continuous basis pursuant to Rule 415 under the Securities Act. Any sale pursuant to the Shelf Registration pursuant to this
Section 3 may or may not be underwritten; provided, however, that (i) Holders may request any underwritten takedown
only to be effected as a Demand Registration (in which event, unless such Demand Registration would not require representatives
of the Company to meet with prospective purchasers of the Company’s securities, a Demand Registration must be available thereunder
and the number of Demand Registrations available shall be reduced by one, subject to Section 2(b)) or (ii) Holders may request
an unlimited number of underwritten takedowns to be effected in accordance with the terms of Section 4.


 




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(c)           In
the event of a request for a Shelf Registration pursuant to Section 3(a), the Company shall give written notice of the proposed
filing of the Registration Statement in connection therewith to all Holders of Registrable Shares, offering to each such Holder
the opportunity to have any or all of the Registrable Shares held by such Holder included in such registration statement. Each
Holder of Registrable Shares desiring to have its Registrable Shares registered under this Section 3(c) shall so advise the Company
in writing within fifteen (15) days after the date of such notice from the Company (which request shall set forth the amount of
Registrable Shares for which registration is requested), and the Company shall include in such Registration Statement all such
Registrable Shares so requested to be included therein.


 


(d)           The
number, percentage, fraction or kind of shares referred to in this Section 3 shall be appropriately adjusted for any stock dividend,
stock split, reverse stock split, combination, recapitalization, reclassification, merger or consolidation, exchange or distribution
in respect of the shares of Common Stock.


 


(e)           The
Company, and any other holder of the Company’s securities who has registration rights, may include its securities in any
Shelf Registration effected pursuant to this Section 3.


 


4.            Piggyback
Registration. Subject to Section 10(l):


 


(a)           Right
to Piggyback. If at any time commencing one hundred eighty (180) days following the date hereof, the Company proposes to register
any of its shares of common stock, par value $0.004 per share, under the Securities Act (other than a registration statement on
Form S-8 or on Form F-4 or any similar successor forms thereto or a registration statement covering an offering of convertible
securities), whether for its own account or for the account of one or more shareholders of the Company, and the registration form
to be used may be used for any registration of Registrable Shares (a “Piggyback Registration”), the Company
shall give prompt written notice to each Holder of Registrable Shares of its intention to effect such a registration and, subject
to Sections 4(b) and 4(c), shall include in such registration all Registrable Shares with respect to which the Company has received
written requests for inclusion therein within fifteen (15) days after the effectiveness of the Company’s notice, provided,
however, that the Company shall not be required to register any Registrable Shares pursuant to this Section 4(a) that are
eligible for sale pursuant to Rule 144 without restriction or limitation on volume or manner of sale. The Company may postpone
or withdraw the filing or the effectiveness of a Piggyback Registration at any time in its sole discretion.


 


(b)           Priority
on Primary Registrations. If a Piggyback Registration is an underwritten primary registration on behalf of the Company, and
the managing underwriters advise the Company in writing that in their opinion the number of securities requested to be included
in such registration exceeds the number which can be sold in such offering without having an adverse effect on such offering, the
Company shall include in such registration (i) first, the securities the Company proposes to sell, (ii) second, securities requested
to be included in such registration by the holders of securities pursuant to the 2016 Registration Rights Agreement, (iii) third,
the Registrable Shares requested to be included therein by the Holders, pro rata among the Holders of such Registrable Shares on
the basis of the number of shares requested to be registered by such Holders, and (iv) fourth, other securities requested to be
included in such registration pro rata among the holders of such securities on the basis of the number of shares requested to be
registered by such holders or as such holders may otherwise agree.


 




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(c)           Priority
on Secondary Registrations. If a Piggyback Registration is an underwritten secondary registration on behalf of a holder of
the Company’s securities, and the managing underwriters advise the Company in writing that in their opinion the number of
securities requested to be included in such registration exceeds the number which can be sold in such offering without having an
adverse effect on such offering, the Company shall include in such registration (i) first, the securities requested to be included
therein by the holders requesting such registration and the securities requested to be included in such registration pursuant to
the 2016 Registration Rights Agreement, pro rata among the holders of such securities on the basis of the number of shares requested
to be registered by such holders, and (ii) second, other securities requested to be included in such registration pro rata among
the holders of such securities on the basis of the number of shares requested to be registered by such holders or as such holders
may otherwise agree.


 


(d)           Selection
of Underwriters. If any Piggyback Registration is an underwritten primary offering, the Company shall have the right, but not
the obligation, to select the managing underwriter or underwriters to administer any such offering. If the Piggyback Registration
is an underwritten secondary offering, the holders of a majority (in value) of the securities to be included in such offering shall
have the right, but not the obligation, to select the managing underwriter or underwriters to administer any such offering subject
to the approval of the Company, which approval shall not be unreasonably withheld or delayed; provided that, if holders of a majority
(in value) do not select such managing underwriter or underwriters within (15) days after the effectiveness of the Company’s
notice contemplated by Section 4(a), the Company shall have the right, but not the obligation, to select such managing underwriter
or underwriters.


 


(e)           Other
Registrations. If the Company has previously filed a Registration Statement with respect to Registrable Shares, and if such
previous registration has not been withdrawn or abandoned, the Company shall not be obligated to cause to become effective any
other registration at the request of any holder or holders of such Registrable Shares, until a period of at least ninety (90) days
has elapsed from the effectiveness of the previous registration.


 


5.            Registration
Procedures. Subject to Section 10(l):


 


(a)           Whenever
the Holders request that any Registrable Shares be registered pursuant to this Agreement, the Company shall use its reasonable
efforts to effect the registration and the sale of such Registrable Shares in accordance with the intended methods of disposition
thereof, and pursuant thereto the Company shall:


 


(i)           prepare
and file with the SEC a Registration Statement with respect to such Registrable Shares and use its reasonable efforts to cause
such Registration Statement to become effective as soon as practicable thereafter; and before filing a Registration Statement or
Prospectus or any amendments or supplements thereto, furnish to the Holders of Registrable Shares covered by such Registration
Statement and the underwriter or underwriters, if any, copies of all such documents proposed to be filed, including documents incorporated
by reference in the Prospectus and, if requested by such Holders, the exhibits incorporated by reference, and such Holders shall
have the opportunity to object to any information pertaining to such Holders that is contained therein and the Company will make
the corrections reasonably requested by such Holders with respect to such information prior to filing any Registration Statement
or amendment thereto or any Prospectus or any supplement thereto;


 




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(ii)         prepare
and file with the SEC such amendments (including, without limitation, post effective amendments) and supplements to such Registration
Statement and the Prospectus used in connection therewith as may be necessary to keep such Registration Statement effective for
a period of not less than 90 days, in the case of a Demand Registration or such shorter period as is necessary to complete the
distribution of the securities covered by such Registration Statement and comply with the provisions of the Securities Act with
respect to the disposition of all securities covered by such Registration Statement during such period in accordance with the intended
methods of disposition by the sellers thereof set forth in such Registration Statement;


 


(iii)        furnish
to each seller of Registrable Shares such number of copies of such Registration Statement, each amendment and supplement thereto,
the Prospectus included in such Registration Statement (including each preliminary Prospectus) and such other documents as such
seller may reasonably request in order to facilitate the disposition of the Registrable Shares owned by such seller;


 


(iv)        use
its reasonable efforts to register or qualify such Registrable Shares under such other securities or “blue sky” laws
of such jurisdictions as any seller reasonably requests and do any and all other acts and things which may be reasonably necessary
or advisable to enable such seller to consummate the disposition in such jurisdictions of the Registrable Shares owned by such
seller; provided, however, that the Company will not be required to (A) qualify generally to do business in any jurisdiction
where it would not otherwise be required to qualify but for this subparagraph 5(a)(iv), (B) subject itself to taxation in any such
jurisdiction, or (C) consent to general service of process in any such jurisdiction;


 


(v)         promptly
notify each seller of such Registrable Shares, at any time when a Prospectus relating thereto is required to be delivered under
the Securities Act, of the occurrence of any event as a result of which the Prospectus included in such Registration Statement
contains an untrue statement of a material fact or omits any fact necessary to make the statements therein not misleading, and,
at the request of any such seller, the Company shall prepare a supplement or amendment to such Prospectus so that, as thereafter
delivered to the purchasers of such Registrable Shares, such Prospectus shall not contain an untrue statement of a material fact
or omit to state any material fact necessary to make the statements therein not misleading;


 


(vi)        in
the case of an Underwritten Offering, enter into such customary agreements (including underwriting agreements in customary form
with customary indemnification provisions reasonably acceptable to the Company) and take all such other actions as the Holders
of a majority of the Registrable Shares being sold or the underwriters reasonably request in order to expedite or facilitate the
disposition of such Registrable Shares and cause to be delivered to the underwriters and the sellers, if any, opinions of counsel
to the Company in customary form, covering such matters as are customarily covered by opinions for an underwritten public offering
as the underwriters may request and addressed to the underwriters and the sellers;


 




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(vii)       make
available for reasonable inspection during normal business hours by any seller of Registrable Shares, any underwriter participating
in any disposition pursuant to such Registration Statement, and any attorney, accountant or other agent retained by any such seller
or underwriter, all financial and other records, pertinent corporate documents and properties of the Company, and cause the Company’s
officers, directors, employees and independent accountants to supply all information reasonably requested by any such seller, underwriter,
attorney, accountant or agent in connection with such Registration Statement, subject to any confidentiality and other restrictions
which the Company reasonably deems necessary;


 


(viii)      use
its reasonable efforts to cause all such Registrable Shares to be listed on the principal securities exchange on which securities
of the same class issued by the Company are then listed;


 


(ix)         if
requested, cause to be delivered, immediately prior to the effectiveness of the Registration Statement (and, in the case of an
Underwritten Offering, at the time of delivery of any Registrable Shares sold to the underwriters pursuant thereto), letters from
the Company’s independent certified public accountants addressed to each underwriter, if any, stating that such accountants
are independent public accountants within the meaning of the Securities Act and the applicable rules and regulations adopted by
the SEC thereunder, and otherwise in customary form and covering such financial and accounting matters as are customarily covered
by letters of the independent certified public accountants delivered in connection with primary or secondary underwritten public
offerings, as the case may be;


 


(x)          make
generally available to its shareholders a consolidated earnings statement (which need not be audited) for the twelve (12) months
beginning after the effective date of a Registration Statement as soon as reasonably practicable after the end of such period,
which earnings statement shall satisfy the requirements of an earning statement under Section 11(a) of the Securities Act; and


 


(xi)         promptly
notify each seller of Registrable Shares and the underwriter or underwriters, if any:


 


(A)         when
the Registration Statement, the Prospectus or any Prospectus supplement or post-effective amendment to the Registration Statement
has been filed and, with respect to the Registration Statement or any post-effective amendment, when the same has become effective;


 


(B)         of
any written comments of the SEC or of any written request by the SEC for amendments or supplements to the Registration Statement
or Prospectus;


 


(C)         of
the notification to the Company by the SEC of its initiation of any proceeding with respect to the issuance by the SEC of any stop
order suspending the effectiveness of the Registration Statement; and


 


(D)         of
the receipt by the Company of any notification with respect to the suspension of the qualification of any Registrable Shares for
sale under the applicable securities or “blue sky” laws of any jurisdiction.


 


(b)          The
Company shall use its reasonable efforts to ensure that no Registration Statement (including any amendments or supplements thereto
and Prospectuses contained therein) shall contain any untrue statement of a material fact or omit to state a material fact required
to be stated therein, or necessary to make the statements therein not misleading (except, with respect to any Holder, for an untrue
statement or alleged untrue statement of a material fact or omission or alleged omission of a material fact made in reliance on
and in conformity with written information furnished to the Company by or on behalf of such Holder specifically for use therein).


 




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(c)           The
Company shall make available to each Holder whose Registrable Shares are included in a Registration Statement (i) promptly after
the same is prepared and publicly distributed, filed with the SEC, or received by the Company, one copy of each Registration Statement
and any amendment thereto, each preliminary Prospectus and Prospectus and each amendment or supplement thereto, each letter written
by or on behalf of the Company to the SEC or the staff of the SEC (or other governmental agency or self-regulatory body or other
body having jurisdiction, including any domestic or foreign securities exchange), and each item of correspondence from the SEC
or the staff of the SEC (or other governmental agency or self-regulatory body or other body having jurisdiction, including any
domestic or foreign securities exchange), in each case relating to such Registration Statement (other than any portion thereof
which contains information for which the Company has sought confidential treatment), and (ii) such number of copies of a Prospectus,
including a preliminary Prospectus, and all amendments and supplements thereto and such other documents as such Holder may reasonably
request in order to facilitate the disposition of the Registrable Shares owned by such Holder. The Company will promptly notify
each Holder of the effectiveness of each Registration Statement or any post-effective amendment. The Company will promptly respond
to any and all comments received from the SEC, with a view towards causing each Registration Statement or any amendment thereto
to be declared effective by the SEC as soon as reasonably practicable and shall file an acceleration request as soon as reasonably
practicable following the resolution or clearance of all SEC comments or, if applicable, following notification by the SEC that
any such Registration Statement or any amendment thereto will not be subject to review.


 


(d)           At
all times after the Company has filed a registration statement with the SEC pursuant to the requirements of either the Securities
Act or the Exchange Act, the Company shall take reasonable efforts to file all reports required to be filed by it under the Securities
Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and take such further action as any Holders
may reasonably request, to the extent required to enable such Holders to be eligible to sell Registrable Shares pursuant to Rule
144 (or any similar rule then in effect).


 


(e)           The
Company may require each seller of Registrable Shares as to which any registration is being effected to furnish in writing to the
Company any other information regarding such seller and the distribution of such securities as the Company may from time to time
reasonably request in writing, including, but not limited to, a shareholder questionnaire that may include a certified statement
as to the number of shares of Common Stock beneficially owned by each Holder and the natural persons thereof that have voting and
dispositive control over the Registrable Shares.


 




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(f)           Each
seller of Registrable Shares agrees by having its shares treated as Registrable Shares hereunder that, upon notice that the Prospectus
included in such Registration Statement (or any document incorporated therein) contains an untrue statement of a material fact
or omits any material fact necessary to make the statements therein not misleading or that such Prospectus or Registration Statement
(or any document incorporated therein) must be amended or supplemented for any other reason (a “Suspension Notice”),
such seller will forthwith immediately discontinue disposition of Registrable Shares for a reasonable length of time not to exceed
sixty (60) days until such seller is advised in writing by the Company that the use of the Prospectus may be resumed and is furnished
with a supplemented or amended Prospectus as contemplated by Section 5(a)(v) hereof, and, if so directed by the Company, such seller
will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such seller’s
possession, of the Prospectus covering such Registrable Shares current at the time of receipt of such notice; provided,
however, that such postponement of sales of Registrable Shares by the Holders shall not exceed ninety (90) days in the aggregate
in any one (1) year. If the Company shall give any notice to suspend the disposition of Registrable Shares pursuant to a Prospectus,
the Company shall extend the period of time during which the Company is required to maintain the Registration Statement effective
pursuant to this Agreement by the number of days during the period from and including the date of the giving of such notice to
and including the date such seller either is advised by the Company that the use of the Prospectus may be resumed or receives the
copies of the supplemented or amended Prospectus contemplated by Section 5(a)(v). In any event, the Company shall not be entitled
to deliver more than three (3) Suspension Notices in any one (1) year.


 


6.            Registration
Expenses. Subject to Section 10(l):


 


(a)           All
expenses incident to the Company’s performance of or compliance with this Agreement, including, without limitation, all registration
and filing fees, fees and expenses of compliance with securities or “blue sky” laws, listing application fees, printing
expenses, transfer agent’s and registrar’s fees, cost of distributing Prospectuses in preliminary and final form as
well as any supplements thereto, and fees and disbursements of counsel for the Company and all independent certified public accountants
and other Persons retained by the Company (all such expenses being herein called “Registration Expenses”) (but
not including any underwriting discounts or commissions attributable to the sale of Registrable Shares, any taxes of any kind (including,
without limitation, transfer taxes) with respect to any disposition, sale or transfer of Registrable Shares, or fees and expenses
of more than one counsel representing the Holders of Registrable Shares), shall be borne by the Company. In addition, the Company
shall pay its internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing
legal or accounting duties), the expense of any annual audit or quarterly review, the expense of any liability insurance which
the Company may elect to obtain and the expenses and fees for listing the securities to be registered on each securities exchange
on which they are to be listed.


 


(b)           In
connection with each registration initiated hereunder (whether a Demand Registration or a Piggyback Registration), the Company
shall reimburse the Holders covered by such registration or sale for the reasonable fees and reasonable disbursements of one law
firm, plus local counsel as necessary, chosen by the Holders of a majority of the Registrable Shares included in such registration
or sale.


 


(c)           The
obligation of the Company to bear the expenses described in Section 6(a) and to reimburse the Holders for the expenses described
in Section 6(b) shall apply irrespective of whether a registration, once properly demanded, if applicable, becomes effective, is
withdrawn or suspended, is converted to another form of registration and irrespective of when any of the foregoing shall occur;
provided, however, that Registration Expenses for any supplements or amendments to a Registration Statement or Prospectus
resulting from a misstatement furnished to the Company by or on behalf of a Holder shall be borne by such Holder. If any Registration
Statement for a Demand Registration is withdrawn solely at the request of a Holder of Registrable Shares (unless withdrawn following
postponement of filing by the Company in accordance with Sections 2(d)(i) or (ii)) and such request is the second or subsequent
such withdrawal request by any Holder complied with by the Company, then at the election of the requesting Holder, either such
Holder shall bear the Registration Expenses for such Registration Statement, or the number of Demand Registrations available to
such Holder shall be reduced by one.


 




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7.            Distribution
of Rights upon Dissolution of the Investor.


 


If at any time after
the execution date of this Agreement, an Investor ceases to exist for any reason as a legal entity (a “Dissolution”)
and prior to such Dissolution such Investor distributed its shares in the Company to its members or if such Investor has otherwise
distributed such shares to its members, then such members shall have the same rights and obligations under this Agreement as granted
to such Investor as if such Dissolution had not occurred, provided that, such members shall promptly notify the Company of the
Dissolution in accordance with provisions of Section 10(a).


 


8.            Indemnification.


 


(a)           The
Company shall indemnify, to the fullest extent permitted by law, each Holder, each underwriter for such Holder, their respective
officers, directors and Affiliates and each Person who controls such Holder or underwriter (within the meaning of the Securities
Act) against all losses, claims, damages, liabilities and expenses (collectively, “Losses”), arising out of
or based upon any untrue or alleged untrue statement of material fact contained in any Registration Statement, Prospectus or preliminary
Prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be
stated therein or necessary to make the statements therein not misleading or any violation or alleged violation by the Company
of the Securities Act, the Exchange Act or applicable “blue sky” laws, except insofar as the same are made in reliance
and in conformity with information relating to such Holder furnished in writing to the Company by such or on behalf of such Holder
expressly for use therein or caused by such Holder’s failure to deliver to such Holder’s immediate purchaser a copy
of the Registration Statement or Prospectus or any amendments or supplements thereto (if the same was required by applicable law
to be so delivered).


 


(b)           In
connection with any Registration Statement in which a Holder of Registrable Shares is participating, each such Holder shall furnish
to the Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such
Registration Statement or Prospectus and, shall indemnify, to the fullest extent permitted by law, the Company, its officers, directors,
Affiliates, and each Person who controls the Company (within the meaning of the Securities Act) against all Losses arising out
of or based upon any untrue or alleged untrue statement of material fact contained in the Registration Statement, Prospectus or
preliminary Prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required
to be stated therein or necessary to make the statements therein not misleading, but only to the extent that the same are made
in reliance and in conformity with information relating to such Holder furnished in writing to the Company by or on behalf of such
Holder expressly for use therein or caused by such Holder’s failure to deliver to such Holder’s immediate purchaser
a copy of the Registration Statement or Prospectus or any amendments or supplements thereto (if the same was required by applicable
law to be so delivered) after the Company has furnished such Holder with a sufficient number of copies of the same; provided,
however, that the obligation to indemnify shall be several, not joint and several, among such Holders and the liability
of each such Holder shall be in proportion to and limited to the net amount received by such Holder from the sale of Registrable
Shares pursuant to such Registration Statement.


 




    	 	12	 



     


    

 


(c)           Any
Person entitled to indemnification hereunder shall (i) give prompt written notice to the indemnifying party of any claim with respect
to which it seeks indemnification; provided, however, that the failure to notify the indemnifying party shall not
relieve the indemnifying party from any liability that it may have under this Section 8 except to the extent that it has been materially
prejudiced (through the forfeiture of substantive rights or defenses) by such failure; and provided, further, that the failure
to notify the indemnifying party shall not relieve the indemnifying party from any liability that it may have to an indemnified
party otherwise than under this Section 8 and (ii) unless, in an opinion of indemnified party’s counsel, that a conflict
of interest between such indemnified and indemnifying parties exists with respect to such claim, permit such indemnifying party
to assume the defense of such claim with counsel reasonably satisfactory to the indemnified party. If such defense is assumed,
the indemnifying party shall not be subject to any liability for any settlement made by the indemnified party without its consent
(but such consent will not be unreasonably withheld). An indemnifying party who is not entitled to, or elects not to, assume the
defense of a claim shall not be obligated to pay the fees and expenses of more than one counsel for all parties indemnified by
such indemnifying party with respect to such claim, unless in the reasonable judgment of any indemnified party there may be one
or more legal or equitable defenses available to such indemnified party which are in addition to or may conflict with those available
to another indemnified party with respect to such claim.


 


(d)           The
indemnification provided for under this Agreement shall remain in full force and effect regardless of any investigation made by
or on behalf of the indemnified party or any officer, director or controlling Person of such indemnified party and shall survive
the transfer of securities.


 


(e)           If
the indemnification provided for in or pursuant to this Section 8 is due in accordance with the terms hereof, but is held by a
court to be unavailable or unenforceable in respect of any Losses referred to herein, then each applicable indemnifying party,
in lieu of indemnifying such indemnified party, shall contribute to the amount paid or payable by such indemnified Person as a
result of such Losses in such proportion as is appropriate to reflect the relative fault of the indemnifying party on the one hand
and of the indemnified party on the other in connection with the statements or omissions which result in such Losses as well as
any other relevant equitable considerations. The relative fault of the indemnifying party on the one hand and of the indemnified
Person on the other shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of
a material fact or the omission or alleged omission to state a material fact relates to information supplied by the indemnifying
party or by the indemnified party, and by such party’s relative intent, knowledge, access to information and opportunity
to correct or prevent such statement or omission. In no event shall the liability of any selling Holder be greater in amount than
the amount of net proceeds received by such Holder upon such sale or the amount for which such indemnifying party would have been
obligated to pay by way of indemnification if the indemnification provided for under Section 8(a) or 8(b) hereof had been available
under the circumstances.


 


9.            Participation
in Underwritten Offerings.


 


No Person may participate
in any registration hereunder which is underwritten unless such Person (a) agrees to sell such Person’s securities on the
basis provided in any underwriting arrangements approved by the Person or Persons entitled hereunder to approve such arrangements
and (b) completes and executes all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents
required under the terms of such underwriting arrangements.


 




    	 	13	 



     


    

 


10.          Miscellaneous.


 


(a)           Notices.
All notices, requests, consents and other communications required or permitted hereunder shall be in writing and shall be hand
delivered or mailed postage prepaid by registered or certified mail or by facsimile transmission (with immediate telephone confirmation
thereafter),


 


if to the Company:


 


Globus Maritime Limited


c/o Globus Shipmanagement Corp.


128 Vouliagmenis Avenue, 3rd Floor


166 74 Glyfada Athens, Greece


Attention: Chief Executive Officer


Fax: +30 2210 960 8300


 


with copies (which shall not constitute
notice) to:


 


Watson Farley & Williams LLP


250 West 55th Street


New York, New York 10019


Attention: Steven Hollander

Facsimile: +1-212-922-1512


 


if to any Investor:


 


to the respective address set forth
on Schedule A hereto


 


If to a transferee
Holder, to the address of such Holder set forth in the transfer documentation provided to the Company or at such other address
as such party each may specify by written notice to the others, and each such notice, request, consent and other communication
shall for all purposes of the Agreement be treated as being effective or having been given when delivered personally or upon receipt
of facsimile confirmation if transmitted by facsimile, or, if sent by mail, at the earlier of its receipt or seventy two (72) hours
after the same has been deposited in a regularly maintained receptacle for the deposit of incoming mail, addressed and postage
prepaid as aforesaid.


 


(b)           No
Waivers. No failure or delay by any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof
nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right,
power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided
by law.


 


(c)           Successors
and Assigns. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and permitted assigns, it being understood that subsequent Holders of the Registrable Shares are intended
third party beneficiaries of this Agreement. Any purported assignment of rights under this Agreement to a Person other than an
Investor, a successor of an Investor or Affiliate of an Investor shall be void unless made in a duly-executed writing signed by
the assignor.


 




    	 	14	 



     


    

 


(d)           Governing
Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT
REGARD TO CONFLICTS OF LAWS.


 


(e)           Arbitration.
Any controversy, dispute or claim arising out of or in connection with this Agreement (including, without limitation, the existence,
validity, interpretation or breach hereof and any claim based on contract, tort of statute) shall be finally settled under the
Rules of Arbitration of the International Chamber of Commerce arbitration by three arbitrators appointed in accordance with the
said Rules. Each of the parties hereto consents to process being served by the other party hereto in any suit, action, proceeding
or arbitration by the mailing of a copy thereof in accordance with the provisions of Section 10(a).


 


(f)           Counterparts.
This Agreement may be executed in any number of counterparts with the same effect as if all signatory parties hereto had signed
the same document. All counterparts shall be construed together and shall constitute one and the same instrument.


 


(g)           Captions.
The headings and other captions in this Agreement are for convenience and reference only; they are not part of this Agreement and
shall not be used in interpreting, construing or enforcing any provision of this Agreement. Facsimile or electronic (including
PDF) signatures shall be as effective as original signatures.


 


(h)           Severability.
If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority
to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Agreement shall
remain in full force and effect and shall in no way be affected, impaired or invalidated so long as the economic or legal substance
of the transactions contemplated hereby is not affected in any manner materially adverse to any party. Upon such a determination,
the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties hereto
as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consummated as originally
contemplated to the fullest extent possible.


 


(i)           Amendments.
The provisions of this Agreement, including the provisions of this sentence, may not be amended, modified or supplemented, and
waivers or consents to departures from the provisions hereof may not be given without the prior written consent of the Majority
Holders; provided, however, that without a Holder’s written consent no such amendment, modification, supplement
or waiver shall affect adversely such Holder’s rights hereunder in a discriminatory manner inconsistent with its adverse
effects on rights of other Holders hereunder (other than as reflected by the different number of shares held by such Holder); and
provided, further, that the consent or agreement of the Company shall be required with regard to any termination, amendment,
modification or supplement of, or waivers or consents to departures from, the terms hereof, which affect the Company’s obligations
hereunder. This Agreement cannot be changed, modified, discharged or terminated by oral agreement.


 


(j)           Aggregation
of Shares. All Registrable Shares held by or acquired by any Affiliated Persons will be aggregated together for the purpose
of determining the availability of any rights under this Agreement.


 




    	 	15	 



     


    

 


(k)           Specific
Performance. In the event of a breach by a party hereto of its obligations under this Agreement, each other party hereto, in
addition to being entitled to exercise all rights granted by law, including recovery of damages, may be entitled to specific performance
of its rights under this Agreement. Each party hereto agrees that monetary damages may not be adequate compensation for any loss
incurred by reason of a breach by it of any provision of this Agreement and hereby further agrees that, in the event of any action
for specific performance in respect of such breach, it will waive the defense that a remedy at law would be adequate.


 


(l)           Suspension
of Provisions. If at any time the Common Stock is not trading on either or both of Nasdaq and the New York Stock Exchange or
the Company has received a notice of deficiency from a relevant stock exchange on which its Common Stock then trades, or is aware
that it is not in compliance with the continued listing requirements of a relevant stock exchange on which its Common Stock then
trades, then the provisions of Sections 2, 3, 4, 5 and 6 of this Agreement shall not apply whatsoever during such time and shall
be inoperative. It is understood, for the avoidance of doubt, that nothing in this Agreement shall require the Company to register
under the Securities Act or the Exchange Act any class of securities with the Commission if and to the extent the Common Shares
are not at such time (i) registered pursuant to the Exchange Act and (ii) trading on either or both of Nasdaq and the New York
Stock Exchange.


 


(m)          Entire
Agreement. This Agreement constitutes the entire agreement of the parties hereto relating to the matters contained herein,
superseding all prior contracts or agreements, whether oral or written, relating to the matters contained herein.


 


(n)           Obligations
of Holders. The obligations of each Holder under this Agreement are several and not joint with the obligations of any other
Holder, and no Holder shall be responsible in any way for performance of the obligations of any other Holder under this Agreement.
Nothing contained herein, and no action taken by any Holder pursuant hereto, shall be deemed to constitute the Holders as, and
the Company acknowledges that the Holders do not so constitute, a partnership, an association, a joint venture or any other kind
of group or entity, or create a presumption that the Holders are in any way acting in concert or as a group or entity with respect
to such obligations or the transactions contemplated by this Agreement. The Company acknowledges that each Holder shall be entitled
to independently protect and enforce its rights, including without limitation, the rights arising out of this Agreement, and it
shall not be necessary for any other Holder to be joined as an additional party in any proceeding for such purpose. Notwithstanding
anything to the contrary in this Section 10(n), it is expressly understood and acknowledged by the Holders that Section 2(a) of
this Agreement requires the Holder or Holders collectively holding in the aggregate a majority of the then outstanding Registrable
Shares held by Holders to collectively demand registration and Section 10(i) requires amendments of this Agreement only upon prior
written consent of the Majority Holders.


 


[Signature Page Follows]


 




    	 	16	 



     


    

   


IN WITNESS WHEREOF,
the parties hereto have caused this Agreement to be duly executed by their respective authorized persons as of the date first indicated
above.


 


	 	GLOBUS MARITIME LIMITED
	 	 	 
	 	By:	/s/ Athanasios Feidakis
	 	 	Name: Athanasios Feidakis
	 	 	Title:   Chief Executive Officer


 


Signature Page to Registration Rights
Agreement


 




    	 	 	 



     


    

 


	 	PRIMESTAR ENERGY FZE
	 	 	 
	 	By:	/s/ Hameed Syed Salahuddin
	 	 	Name: Hameed Syed Salahuddin
	 	 	Title:   Managing Director


 


Signature Page to Registration Rights
Agreement


 




    	 	 	 



     


    

 


Schedule A


 


Investor Name and Address


 


Primestar Energy FZE


Attn: Hameed Syed Salahuddin


Dubai Airport Free Zone


P.O. Box 293590


Dubai – UAE