VESSEL REGISTRATION GUIDE CHRISTODOULOS G. VASSILIADES & CO. LLC. The goal is not to sail the boat, but rather to help the boat sail herself

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1 CGV CHRISTODOULOS G. VASSILIADES & CO. LLC Advocates - Legal Consultants The goal is not to sail the boat, but rather to help the boat sail herself John Rousmaniere LEDRA HOUSE, 15 Agiou Pavlou Str., Agios Andreas, 1105 Nicosia, Cyprus Tel.: Fax: cgv@vasslaw.net VESSEL REGISTRATION GUIDE

2 CGV CHRISTODOULOS G. VASSILIADES & CO. LLC Advocates - Legal Consultants The Law Firm of Christodoulos G. Vassiliades & Co. was established by Christodoulos G. Vassiliades in The Firm, subsequently named Christodoulos G. Vassiliades & Co. LLC, swiftly developed a reputation of excellence and diligence in all legal and business matters a reputation cultivated and maintained to the present day. With more than 30 years of experience, the Firm is presently universally cited as one of the leading law firms in Cyprus and worldwide. The Firm has singled itself out as a full-service law firm entrusted by high-profile corporations and private clients with their legal and business matters, in both domestic and international law. The Shipping Department of the firm consists of a team of professionals committed to providing first class service in the field. The firm, through its local office and international representative offices, is able to assist with the vessel registration of any type of vessel, worldwide, ensuring that the needs of its clients; ship owners, charterers, ship managers, are met in the most efficient way, looking after the client s interests at all times. an act, but a habi t o n t." is A ristotle, n "W the, e a ce re w n e hat w ell c x E. e repeatedly do

3 THE CYPRUS SHIP REGISTRY No tax on profits from the operation or management of a Cyprus-registered vessel or on dividends received from a vessel-owning company. No income tax on the wages of officers and crew. Low registration costs. Favourable tonnage tax scheme based on ship net tonnage. No stamp duty on ship mortgage deeds or other security documents. Double tax treaties with 43 countries. No exchange control and freedom of movement of foreign currency Full protection for financiers and mortgagees. Low set up and operating costs for companies. EU flag Classification of Cyprus flag in the White List of the Paris and Tokyo MOUs and exclusion from the List of Targeted Flag States of the US Coast Guard resulting in fewer inspections of the ships and less delays at the ports of both MOUs and of the US. Maritime offices in New York, London, Rotterdam, Piraeus, Brussels and Hamburg offering services to Cyprus ships. A network of local inspectors of Cyprus ships, covering important ports worldwide in order to ensure efficient and effective control of Cypriot vessels and to avoid detentions by port state control. Signatory to all international maritime conventions on safety and pollution prevention. Bilateral agreements with 26 countries, through which Cypriot ships receive either national or favoured nation treatment in the ports of other countries. Those Ownership requirements A) B) agreements with labour supplying countries provide for specific terms of employment which are beneficial to both the shipowners and the seafarers. Efficient and qualitative provision of services by the Ship Registry More than half of the shares (50%) of the ship must be owned by Cypriot citizens or by citizens of Member States of the EU or of the European Economic Area who in the instance of not being permanent residents of the Republic will have to appoint an authorised representative in the Republic of Cyprus, or The total (100%) of the shares of the ship must be owned by corporations, which operate in accordance with the laws of the Republic and have their registered office in Cyprus, or they operate in accordance with the laws of any other EU or EEA Member State and have their registered office, central administration or principal place of business within the EEA or by corporations registered outside the EU or the EEA but controlled by Cypriot citizens or citizens of a Member State. In both the latter cases they must have either appointed an authorised representative in Cyprus or the management of the ship must be entrusted in full to a Cypriot or Community shipmanagement company in Cyprus. Applications for registration of ships must be made through law firms in Cyprus. Vessels of any size and type may be registered in the Cyprus Register as long as they comply with the provisions contained in the law and the circulars of the Department of Merchant Shipping (DMS) and satisfy certain conditions according to their age and type. At the time of its registration, the ship must be surveyed by an approved classification society. Types of registration Provisional registration of a ship may remain in force for six (6) months. Thereafter, it may be renewed once, for a further three months. Permanent registration. The permanent registration of a provisionally registered vessel must be effected within six (6) months (or 9 months if the 3 month extension has been obtained) from the date on which she was provisionally registered. Parallel (Bareboat) Registration: The Cyprus legislation provides for the two forms of bareboat registration internationally accepted e.g. the Parallel-in registration and the Parallel-out registration of vessels, provided certain prerequisites are fulfilled. Registration Requirements: Application for registration; Company Memorandum and Articles of Association and corporate certificates; if owner is a physical person then passport copy/i.d.; Appointment of Authorised Representative in the case of a Company established outside the Republic of Cyprus or in the case of a non-cypriot citizen; Resolutions of the Directors of the Company/ Power of Attorney for the purchase of the vessel and its registration in the Register of Cyprus Ships, duly certified; Bill of Sale/ Builder s Certificate, duly certified; Deletion Certificate from the previous registry Forms ISPS Continuous Synopsis Record (C.S.R.) Declaration of Ownership; Form for the Registration of a Mobile Maritime Radio Station/ copy of Shore Based Maintenance Agreement; Form for the Registration of SAR Particulars Confirmation of Radio Traffic Accounting Authority Confirmation of Classification Society ISM forms Declaration of Owner of a Cyprus Ship in the case of a qualifying ship engaged in a qualifying shipping activity; Certificate of Insurance for Maritime Claims, e.g. Certificate of Entry issued by the vessel s P&I Club for vessels of a gross tonnage of 300 and above; Application and certificate of insurance (Blue Card) for the issuing of a Certificate under the 2001 Bunkers Convention for vessels of a gross tonnage of 1000 and above; Application and certificate of insurance (Blue Card) for the issuing of a Certificate under the 1992 CLC Convention for tankers with a carrying capacity above 2000 tons; Certificate of Survey; International Tonnage Certificate; Safety Management Certificate (SMC) Entry Inspection Report Mortgages A mortgage once created must be deposited with the Registrar of Cyprus Ships. The mortgage is recorded in the Register as from the date and hour of its deposit and remains an encumbrance on the vessel until discharged. A mortgage may be created independently of whether the ship is provisionally or permanently registered. If the ship on which a mortgage was created belongs to a Cypriot company, the mortgage will also have to be registered with the Registrar of Companies. International Conventions Adopted Cyprus is a member of the IMO and the ILO, and has ratified or adopted all international maritime conventions: Approved Classification Societies: ABS, LRS, DNV, BV, GL, RINA, NKK, KRS, CCS, RS, PRS. CYPRUS

4 IMMARBE: THE BELIZE SHIP REGISTRY Fast reliable ISO 9001:2008 accredited registration and certification services; Worldwide network of Deputy Registrars in major maritime centres; Worldwide network of General Safety Inspectors to conduct inspections to verify compliance with interna - tional standards; Competitive tonnage taxes, fees, discount incentives; A well-established legal system and mortgage recording service; Competent technical and administrative staff ; International Business Corporations; Submission of all applications and documentation required in order to obtain Belize Endorsements for Officers & Engineers as well as for the Endorsements for Ratings working onboard the vessel; Submission of Blue Card for Bunker Convention Coverage and Application for Bunker for the issuance of the Bunker Certificate; After the vessel s registration the Technical Dept, will issue the DMLC Part I; Application for the Nairobi Convention at Cook Islands; MMSI Number; Application form for maritime ship station licence/letter of Confirmation from the authorised radio accounting entity; The ISM, ISPS, CSO & Form 2 for issuance of CSR must be completed and submitted; Copy of vessel's deletion certificate from previous registry of the bareboat charter party. If satisfied that all formalities have been complied with, the Registry's Head Office may authorize the vessel s parallel/dual registration for a period of up to two years. During the terms of this registration, all relevant annual and other fees will be payable to IMMARBE. The Vessel s title and any mortgages, liens or encumbrances thereon shall be recorded at IMMARBE. Mortgage recordation: Mortgages are recorded upon submission of the Bill of Sale/Builders Certificate, Mortgage Form and deed of Mortgage/Loan Agreement, duly notarized. BELIZE Political Stability; Vessel s complete CSR File (Continuous Synopsis Record) from Previous Registry; Provisional Registration Provisional registration is valid for 6 months and thereafter Permanent registration may be effected given that all formalities have been complied with. Requirements: Application form for Registration completed in its entirety and duly signed by the applicant; A copy of an official document proving Ownership (i.e. a notarized Bill of Sale); A power of attorney appointing a shipping agent in Belize; Confirmation of the name of the authorised Recognized Organization that will be responsible for the issuance of the Statutory Certificates on behalf of the Government of Belize; Completion of the Minimum Safe Manning Certificate form; An extension period of 3 months can be obtained if all documents for permanent registration are not submitted within the provisional period. Parallel/Dual Registration Charter-In Foreign registered vessels may obtain parallel or dual registration at IMMARBE as a second Registry under the terms of a bareboat charter party provided that the First Registry grants its consent in writing. Upon submission of an authenticated copy of the bareboat charter party, the consent from the First Registry and the corresponding fees, navigation and ship station licences valid up to two years will be issued. Charter-Out A vessel registered at IMMARBE may obtain a parallel registration in another country's registry based on a bareboat charter party. For this purpose, the applicant shall submit a formal application giving full details

5 MALTA SHIP REGISTRY Malta s Ship Register is currently the 1st largest registry in Europe and the 7th largest in the world with over 50 million tonnes and 1150 vessels registered European Union Register - Vessels fly the Malta flag and have access to cabotage within the European Union Safe, credible, quality Register, listed on the White List of Paris MoU on Port State Control Applicability of all IMO conventions and EU Directives. Malta is signatory to most international conventions Vessels may be registered in the name of legally constituted corporate bodies or entities irrespective of nationality, or by European Union citizens No restriction as to the nationality of the captain, officers and crew members Highly competitive registration and maintenance fees and tonnage fee/tax with discounts for new vessels and surcharge for vessels over 15 years old Registration on a 24/7 basis by the Malta Maritime Authority (MMA) Ship owners, operators and creditors benefit from attractive tax incentives Various types of vessels can be registered from super yachts to vessels still under construction Economic benefits Favourable tax regime Low company formation and registration costs Confidentiality of the Beneficial Owner No restriction or taxation on the sale or transfer of shares of a company owning a Maltese Ship No restriction or taxation on the sale or mortgaging of a Maltese registered vessel No trading restrictions and preferential treatment to Maltese ships in certain ports No hidden costs and no inspection fees As of 2006, the Maltese Commercial Yacht Code extends to commercial yachts the same benefits which are applicable to trading ships in Malta For commercial yachts, their value is exempt from VAT and goods purchased to supply them are deductible VAT exemption on short-term chartering of commercial yachts Registration Procedure A vessel may be registered under the Maltese flag via two methods: By appointing a Maltese registered agent; or By incorporating a Maltese company and registering the vessel in its name. Provisional registration A vessel is first registered provisionally under the Maltese flag for six months (extendible for a further period or periods not exceeding in aggregate six months) during which all documentation will need to be furnished to the Registrar. The general requirements for provisional registration are: Application for registration by the owner or an authorised representative (a power of attorney must be presented) including if required, application for change of name Proof of qualification to use a Maltese ship, and in the case of a body corporate, the certificate of incorporation In the case of non-maltese owners, appointment of a resident agent Where applicable, copy of the current ship s International Tonnage Certificate Declaration of ownership made in front of the Registrar by the owner or by the authorised representative Evidence of seaworthiness; in case of trading ships, confirmation of class with a recognised organization, and information of the ship s statutory certification, including Company ISM compliance Where applicable, request for the Administration to authorize the appropriate recognised classification society to issue the ship s and the Company statutory certificates Declaration of Maritime Labour Compliance (DMLC) - Part 1 Minimum Safe Manning Certificate 10. Application for Ship Radio Station Licence Permanent registration The requirements for permanent registration: Bill of sale/ builder s certificate Where applicable, cancellation of registry certificate/ deletion certificate In the case of SOLAS ships, a copy of the last Continuous Synopsis Record issued by the administration where the ship was last documented Certificate of Survey and International Tonnage Certificate issued by an approved surveyor Evidence that the vessel has been marked in accordance to the law A certificate issued by the Maltese registry is subject to annual renewal on the anniversary of the 1st registration. Bareboat Charter Registration Maltese law provides for bareboat charter registration of foreign ships under the Maltese Flag and also for the bareboat charter registration of Maltese ships under a foreign flag. The main criteria are the compatibility of the two registries and that matters regarding the title over the ship, mortgages and encumbrances are covered by the underlying registry, while operation of the vessel falls under the jurisdiction of the bareboat registry. Mortgages Registration, transfer, amendment and discharge of mortgages may be effected immediately upon presentation of the relevant documents to the Registrar. International Conventions Malta has adopted all the major international maritime conventions. For a ship to operate under the Maltese flag it must carry at all times valid statutory certificates (survey, tonnage and convention certificates) issued on behalf of the Malta government by a recognized organization. The following is a list if recognized organizations: American Bureau of Shipping, Bureau Veritas, China Classification Society, ClassNK, DNV-GL, Korean Register of Shipping, Lloyd s Register of Shipping, Polish Register of Shipping, Registro Italiano Navale and Russian Maritime Register of Shipping. MALTA

6 THE MARSHALL ISLANDS SHIP REGISTRY Registry procedures are carried out through any of the worldwide offices. Worldwide network of MI inspectors, who can also act as representatives in the case of a physical delivery. The MI Flag has a very good and quality reputation among PSC, charterers and major financiers, since it is a White List Flag in Paris and Tokyo MOUs and in addition to that, it maintains its Qualship 21 Status with the USCG. Ownership Requirements: Each vessel can be registered under a Marshall Islands company or under any company of any other jurisdiction. In the event where the owning company is non Marshall Islands, then the foreign company needs to be registered as a Foreign Maritime Entity. Registration Documents: Application Form Proof of Ownership; to be demonstrated by: Bill of Sale or Certificate of Ownership and Encumbrance (the latter where the owner doesn t change) Continuous Synopsis Record (CSR) Power of Attorney or Secretary s Certificate of Corporate Resolution confirming the authority of the person making application for registration. If the vessel owner is not an entity, he/she must submit an Oath. Certificate of Confirmation of Class: or a Certificate of Seaworthiness, dated not more than 10 days prior to registration. Classification Society Statement Survey Reports of Classification Society: Vessels that are 15 years of age or older, must also submit a copy of the most recent intermediate or special survey reports MARPOL Annex I Statement of Compliance Application for Minimum Safe Manning Certificate Declaration as to person to be contacted on a 24 hours per day basis regarding vessel operation, marine safety security and protection of the marine environment matters. ISM Code Declarations of Company and Designated Person(s), as may be applicable. ISPS Code Declaration of Company Security Officer (CSO), as may be applicable Proof of Liability Insurance: as may be required depending on the type of vessel. Permission to Transfer or Cancellation Certificate from previous registry. Certificate of No Liens: Proof that the vessel is free of recorded liens is required in the form of an official statement to be issued by the registry from which the vessel is being transferred. This statement may be included in the Consent to Transfer, Transfer of Registry or in the Cancellation Certificate (as may be applicable). Long-Range Identification and Tracking (LRIT) Conformance Test Report (where applicable) Maritime Labour Convention, 2006 (MLC, 2006): although not necessarily required for registration, it would facilitate subsequent compliance with ML certification. For vessels over 20 years old in order to be accepted for registration, they need to pass Pre-registration Inspection, by an authorized Marshall Islands Inspector. This inspection must be carried out before any approval for registration is granted. Bareboat in and bareboat out registration Bareboat in and bareboat out registration are permitted under the relevant Marshall Islands Law. Mortgages In order to record a mortgage, the mortgage documents need to be submitted in original along with evidence of the authority of the person executing such and a notarized Memorandum of Particulars. MARSHALL ISL.

7 THE PANAMA SHIP REGISTRY Open registry Accessible registration fees Low taxes/ offshore jurisdiction, Robust regulatory protection. Registration Procedure Registration under the Panamanian Flag is achieved in two steps. First, a six (6) month provisional registration is granted, whereafter the definitive registration is granted for a period of five (5) years. The initial step for registering a vessel under the Panamanian flag is the provisional navigation patent. The Provisional Navigation License and Radio Permit are valid for a six (6) month period, which may be extended for additional months at request. Requisites for Provisional Registration Provision of all the necessary information on the vessel; Payment of all the corresponding fees, taxes and rates; International Ship Security Certificate (ISSC); Continuous Synopsis Record (CSR); Document of Compliance (DOC); Safety Management Certificate (SMC); Classification Certificate, if the vessel is a passenger, general or dry cargo vessel; International Oil Prevention Pollution Certificate (IOPP); Permanent Registration The permanent navigation patent is valid for a five (5) year period and may be indefinitely renewed. In case of yachts and pleasure vessels, this patent is valid for a two (2) year period and may be indefinitely renewed. Requirements: a. b. c. d. Power of Attorney in favour of authorised representative in Panama, authenticated by a Public Notary and the Panamanian Consulate of the place of issuance; Certificate of Deletion of previous registry (where applicable) authenticated in the manner pointed out in paragraph a) above by a Panamanian Consulate. A copy of the International Tonnage Certificate, ITC 69, issued by the corresponding classification agency on behalf of the Panamanian Government. If the vessel is built more than 20 years after its registration in Panama, then special inspection of the vessel should be arranged. A copy of the bill of sale of the vessel and of the buyer's acceptance of sale or, in case of new vessels, of the builder's certificate, issued in the name of the owner, duly certified by a notary and authenticated by a Panamanian Consulate. According to Panamanian laws, the title deed of the vessel must be registered at the Public Registry of Panama within the aforementioned six (6) month period. In respect to the radio license, upon issuance of the provisional navigation patent, the vessel is assigned with radio call sign and a provisional radio license is issued initially for six (6) months which can be renewed for a three (3) month period. Thereafter, a definite radio license is issued for five (5) years, regardless the issuance of the permanent navigation license. Charter In and Charter Out Registration are possible. The Applicant will need to complete an Appointment of an Authorised Person form, which must have the seal of the company affixed or the signature on the form must be witnessed by a Notary Public. An authorised person will be authorised to complete, sign and submit the Declaration of Ownership for the company, and all other forms and supporting documentation submitted in relation to the vessel. Please note that all matters relating to internationally operated passenger commercial vessels are dealt with on a case-by-case basis through consultation between the CISR and the owner of the vessel. Mortgages A Panamanian mortgage document is required along with all relevant information as per Art. 260 of Law 55 of August 6, It is also possible to register the relevant loan agreement. PANAMA

8 THE LIBERIAN SHIP REGISTRY Largest Highest Quality Registry in the World Second largest Registry in the world with 67 years of proven track record 13% of the world fleet is sailing under the flag of Liberia White Listed by IMO and all PSC rankings Simple and flexible registration structure Efficient, truly 24/7 service through network of offices worldwide Technical support for dispensations and adoptions of IMO rules LISCR Technical department and the worldwide network of Regional Offices and Duty Officers are able to provide support in every time zone and also outside regular business hours Unique services allowing enhanced operational effici - ency for Liberian owners and cost saving incentives Nautical inspectors and exclusive auditors available worldwide who can conduct flag state inspections, MLC inspections/audits, and ISM and ISPS audits. Registration Process Upon providing the Registry with the proposed name of a vessel, name availability will be confirmed and Liberian official number, call sign, EPIRB, MMSI, and MF/HF/DSC will be assigned to the vessel accordingly. 1. Ownership A vessel registered in Liberia must be owned by a Liberian corporation, registered business company, limited partnership or LLC or by a Foreign Maritime Entity (from another jurisdiction registered in Liberia for the purpose of owning a vessel) 2. Vessel Registration Requirements: Application for registration Evidence of Authority (in the form of a certified power of attorney/resolutions) Proof of Ownership (recent Builder s certificate and/or Bill of Sale notarized or certified by a person authorised by the Liberian Registry; Apostille is not required) Confirmation of Class Proof of Liability Insurance Bunker Blue Card/ Blue Card (where applicable) Application for Minimum Safe Manning Certification (MSMC) International Safety Management (ISM) Code Declaration forms CSR Declaration Form (new-builds only) International Ship & Port Facility Security Code (ISPS Code)/ declaration forms International Ship Security Certificate Application for waiver of ownership (for FMEs) - integrated with Application for registration Affidavit from Owner for non-registration (where applicable) Application for Inmarsat terminals (where applicable) LRIT test (where applicable) Application for Ship Radio License (within 90 days after registration) Payment of fees There is an age limit for Liberian vessels of 20 years of age at the time of registration. However, vessels older than 20 years may be granted a waiver of the requirement. Liberia recognizes only class societies that are full IACS members. Initially a Provisional Certificate of Registry is issued which is valid for six (6) months (Where the vessel is new or transferred from another flag). Bareboat in and bareboat out registration Bareboat in and bareboat out registration are allowed under the Liberian Flag. Mortgage Recordation In order to record an instrument in Liberia (Mortgage, Discharge, Amendment, Addendum etc.) in the Liberian Deputy Commissioner's office, you will need to submit a draft copy of the Mortgage documents (Mortgage Instrument, Memorandum of Particulars, and Evidence of Corporate Authority from the Mortgagor) for review and pre-clearance, and if in order, for submission. Mortgage recording services are offered 24/7 in any Liberian Registry office worldwide. LIBERIA

9 CGV CHRISTODOULOS G. VASSILIADES & CO. LLC Advocates - Legal Consultants The goal is not to sail the boat, but rather to help the boat sail herself John Rousmaniere LEDRA HOUSE, 15 Agiou Pavlou Str., Agios Andreas, 1105 Nicosia, Cyprus Tel.: Fax: cgv@vasslaw.net VESSEL REGISTRATION GUIDE