UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2018

Commission File Number:  001-34677

Scorpio Tankers Inc.
(Translation of registrant's name into English)
 
9, Boulevard Charles III, Monaco 98000
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [X]       Form 40-F [  ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [  ].

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [  ].

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.


INFORMATION CONTAINED IN THIS FORM 6-K REPORT

On May 30, 2018, Scorpio Tankers Inc. (the "Company") held its 2018 Annual Meeting of Shareholders (the "Meeting"). At the Meeting, the shareholders of the Company:

1.          elected Robert Bugbee, Jose Tarruella and Reidar C. Brekke to serve as Class II Directors of the Company until the Company's 2021 Annual Meeting of Shareholders and until their successors are elected and qualified;

2.          ratified the appointment of PricewaterhouseCoopers Audit as the Company's independent auditors for the fiscal year ending December 31, 2018; and

3.          approved an amendment to the Company's Amended and Restated Articles of Incorporation to increase the aggregate number of shares of capital stock that the Company is authorized to issue to Seven Hundred Seventy-Five Million (775,000,000), consisting of Seven Hundred Fifty Million (750,000,000) common shares, par value US$0.01 per share, and Twenty-Five Million (25,000,000) preferred shares, par value US$0.01 per share.

Attached to this Report on Form 6-K as Exhibit 3.1 is a copy of the Articles of Amendment to the Amended and Restated Articles of Incorporation of the Company, filed with the Registrar of Corporations of the Republic of the Marshall Islands on June 1, 2018, to effect the increase in authorized share capital.

The information contained in this Report on Form 6-K is hereby incorporated by reference into the Company's registration statement on Form F-3 (File No. 333-210284) that was filed with the U.S. Securities and Exchange Commission effective March 18, 2016.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


 
SCORPIO TANKERS INC.
 
(registrant)
   
Dated: June 1, 2018
 
   
 
By:
/s/ Brian Lee
 
   
Brian Lee
 
   
Chief Financial Officer
 




Exhibit 3.1
 
 
   
ARTICLES OF AMENDMENT
 
   
OF
 
   
SCORPIO TANKERS INC.
 
Reg. No. 36141
 
     
     
     
     

     
     
     
     
   
REPUBLIC OF THE MARSHALL ISLANDS
     
   
REGISTRAR OF CORPORATIONS
     
   
DUPLICATE COPY
     
   
The original of this Document was filed in
accordance with Section 5 of the
Business Corporations Act on
     
 
NON RESIDENT
 
     
 
June 1, 2018
 
Shannon Brennan
Deputy Registrar
 
 
 
 
 
 

 
 
 
 
 

 
 
ARTICLES OF AMENDMENT TO THE
AMENDED AND RESTATED ARTICLES OF INCORPORATION
OF
SCORPIO TANKERS INC.
PURSUANT TO SECTION 90 OF
THE MARSHALL ISLANDS BUSINESS CORPORATIONS ACT
The undersigned, Emanuele A. Lauro, as the Chief Executive Officer of Scorpio Tankers Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands on July 1, 2009 (the "Corporation"), for the purpose of amending the Amended and Restated Articles of Incorporation of said Corporation pursuant to Section 90 of the Business Corporations Act, as amended, hereby certifies that:
1.
The name of the Corporation is: Scorpio Tankers Inc.
2.
The Articles of Incorporation were filed with the Registrar of Corporations on the 1st day of July 2009.
3.
The Articles of Amendment were filed with the Registrar of Corporations on the 9th day of December 2009 to change the name of the Corporation to Scorpio Tankers Inc.
4.
The Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on the 17th day of March 2010.
5.
The Articles of Amendment to the Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on the 23rd day of June 2014.
6.
Section D of the Amended and Restated Articles of Incorporation presently reads as follows:
The aggregate number of shares of stock that the Corporation is authorized to issue is Four Hundred Twenty-Five Million (425,000,000) registered shares, of which Four Hundred Million (400,000,000) shall be designated common shares with a par value of one United States cent (US $0.01) per share, and Twenty-Five Million (25,000,000) shall be designated preferred shares with a par value of one United States cent (US $0.01) per share. The Board of Directors shall have the authority to authorize the issuance from time to time of one or more classes of preferred shares with one or more series within any class thereof, with such voting powers, full or limited, or without voting powers and with such designations, preferences and relative, participating, optional or special rights and qualifications, limitations or restrictions thereon as shall be set forth in the resolution or resolutions adopted by the Board of Directors providing for the issuance of such preferred shares.


 
Section D of the Amended and Restated Articles of Incorporation is hereby amended and restated in its entirety to read as follows:
Effective with the commencement of business on June 4, 2018, the aggregate number of shares of stock that the Corporation is authorized to issue is Seven Hundred Seventy-Five Million (775,000,000) registered shares, of which Seven Hundred Fifty Million (750,000,000) shall be designated common shares with a par value of one United States cent (US $0.01) per share, and Twenty-Five Million (25,000,000) shall be designated preferred shares with a par value of one United States cent (US $0.01) per share. The Board of Directors shall have the authority to authorize the issuance from time to time of one or more classes of preferred shares with one or more series within any class thereof, with such voting powers, full or limited, or without voting powers and with such designations, preferences and relative, participating, optional or special rights and qualifications, limitations or restrictions thereon as shall be set forth in the resolution or resolutions adopted by the Board of Directors providing for the issuance of such preferred shares.
7.
All of the other provisions of the Amended and Restated Articles of Incorporation shall remain unchanged.
8.
This amendment to the Amended and Restated Articles of Incorporation was authorized by vote of the holders of a majority of the outstanding shares of the Corporation with a right to vote thereon at the annual meeting of shareholders of the Corporation held on May 30, 2018, and by the Corporation's Board of Directors on March 22, 2018.

[REMAINDER OF PAGE LEFT BLANK]

IN WITNESS WHEREOF, I have executed these Articles of Amendment to the Amended and Restated Articles of Incorporation of the Corporation on this 1st day of June, 2018.

 
/s/ Emanuele A. Lauro
 
Name: Emanuele A. Lauro
 
Title:   Chief Executive Officer