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Flag Ship Acquisition Corp

For the period ended Dec 31, 2024. Filed Mar 4, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 4, 2025

FSHP$11.35+0.3%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits and Financial Statement Schedules

Item 15*.*Exhibits, Financial Statement Schedules

(1)The Financial statements listed on the Financial Statements Table of Contents
Page
Report of Independent Registered Public Accounting Firm (PCAOB ID No: 206)F-2
Financial Statements:
Balance Sheets as of December 31, 2024 and 2023F-3
Statements of Operations for the years ended December 31, 2024 and 2023F-4
Statements of Changes in Shareholders’ Deficit for the years ended December 31, 2024 and 2023F-5
Statements of Cash Flows for the years ended December 31, 2024 and 2023F-6
Notes to Financial StatementsF-7
Exhibit No.Description
1.1Underwriting Agreement between Registrant and Lucid Capital Markets.(1)
2.1Merger Agreement dated as of October 21, 2024, by and among Flag Ship Acquisition Corporation, Great Right Technologies Limited and GRT Merger Star Limited(4)
2.2First Amendment to Merger Agreement dated February 28, 2025, by and among Flag Ship Acquisition Corporation, Great Right Technologies Limited and GRT Merger Star Limited(5)
3.1Amended and Restated Articles of Association dated as of June 17, 2024.(1)
4.1Specimen Unit Certificate(2)
4.2Specimen Ordinary Share Certificate(2)
4.3Specimen Right Certificate(2)
4.4Rights Agreement between Vstock Transfer LLC and the Company, dated as of June 17, 2024(1)
4.5Description of Registrant’s Securities.*
10.1Letter Agreement among the Company and its officers, directors and Whale Management Corporation, dated June 17, 2024.(1)
10.2Administrative Support Agreement by and between the Company and Whale Management Corporation dated June 17, 2024.(1)
10.3Investment Management Trust Agreement among the Company, Wilmington Trust, N.A., and Vstock Transfer LLC, dated June 17, 2024.(1)
10.4Registration Rights Agreement between the Company and certain security holders dated as June 17, 2024.(1)
10.5Private Placement Unit Purchase Agreement between the Company and Whale Management Corporation dated June 17, 2024.(1)
10.6Indemnity Agreement dated as of June 17, 2024 between the Company, its officers and directors.(1)
10.7Securities Subscription Agreement, dated November 29, 2022, between the Registrant and Whale Management Corporation.(2)
10.8Promissory Note dated August 30, 2024(3)
10.9Form of Parent Shareholder Lock-up and Support Agreement(4)
10.10Form of Sponsor Lock-up Agreement(4)
10.11Form of Sponsor Voting and Support Agreement(4)
10.12Form of Amended and Restated Registration Rights Agreement(4)
14.1Form of Code of Ethics(2)
19.1Insider Trading Policy*
21List of subsidiaries.*
31.1Certification of the Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).*
31.2Certification of the Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).*
32.1Certification of the Chief Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350.**
32.2Certification of the Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350.**
97.1Compensation Recovery Policy*
101.INSXBRL Instance Document.*
101.SCHXBRL Schema Document.*
101.CALXBRL Calculation Linkbase Document.*
101.DEFXBRL Definition Linkbase Document.*
101.LABXBRL Label Linkbase Document.*
101.PREXBRL Presentation Linkbase Document.*
104Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
(1)Filed as an Exhibit to the Registrant’s Form 8-K as filed with the Commission on June 21, 2024.
(2)Filed as an exhibit to the Registrant’s Form S-1 (File No. 333-261028), initially filed with the Commission on November 12, 2021, as amended.
(3)Filed as an Exhibit to the Registrant’s Form 8-K as filed with the Commission on September 3, 2024.
(4)Filed as an Exhibit to the Registrant’s Form 8-K as filed with the Commission on October 23, 2024.
(5)Filed as an Exhibit to the Registrant’s Form 8-K as filed with the Commission on March 3, 2025.
*Filed herewith.
**Furnished herewith.
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