Exhibit 8.2
| SEWARD & KISSEL LLP ONE BATTERY PARK PLAZA NEW YORK, NEW YORK 10004 |
||||
| TELEPHONE: (212) 574-1200 FACSIMILE: (212) 480-8421 WWW.SEWKIS.COM |
901 K Street, NW WASHINGTON, D.C. 20001 TELEPHONE: (202) 737-8833 FACSIMILE: (202) 737-5184 | |||
| December 19, 2024 | ||||
TORM plc
Office 506
St Dunstans Hill
London EC3R 8HL
United Kingdom
Re: TORM plc
Ladies and Gentlemen:
We have acted as counsel to TORM plc (the Company), a company organized under the laws of England and Wales, in connection with the Companys registration statement on Form F-3ASR, as filed with the U.S. Securities and Exchange Commission (the Commission), as thereafter amended or supplemented (the Registration Statement), relating to the registration under the U.S. Securities Act of 1933, as amended (the Securities Act) of an indeterminate number of the Companys securities, which may include shares of common stock, par value $0.01 per share, of the Company (the Common Shares), shares of preferred stock, par value $0.01 per share, of the Company (the Preferred Shares), debt securities of the Company (the Debt Securities), warrants to purchase the Companys securities (the Warrants), rights to purchase the Companys securities (the Rights), purchase contracts to purchase the Companys securities (the Purchase Contracts), and units comprised of any of the foregoing securities (the Units and, together with the Common Shares, Preferred Shares, Debt Securities, Warrants, Rights and Purchase Contracts, the Securities).
In formulating our opinion, we have examined such documents as we have deemed appropriate, including the Registration Statement and the prospectus contained therein. We have also obtained such additional information as we have deemed relevant and necessary from representatives of the Company.
Based on the facts as set forth in the Registration Statement and the Companys annual report on Form 20-F for the fiscal year ended December 31, 2023, filed with the U.S. Securities and Exchange Commission on March 7, 2024 (the Annual Report), which is incorporated by reference into the Registration Statement, and in particular, on the representations, covenants, assumptions, conditions and qualifications described in the Registration Statement in the section entitled Tax Considerations accurately state our views as to the tax matters discussed therein.
Our opinions are based on the current provisions of the U.S. Internal Revenue Code of 1986, as amended, the Treasury Regulations promulgated thereunder, published pronouncements of the Internal Revenue Service, which may be cited or used as precedents, and case law, any of which may be changed at any time with retroactive effect. No opinion is expressed on any matters other than those specifically referred to above by reference to the Annual Report.
We hereby consent to the filing of this opinion as an exhibit to the Registration Statement, and to each reference to us and the discussions of advice provided by us in the Registration Statement, including by reference to the Companys Annual Report, without admitting we are experts within the meaning of the Securities Act or the rules and regulations of the Commission promulgated thereunder with respect to any part of the Registration Statement.
Very truly yours,
/s/ Seward & Kissel LLP