CONGO BRAZZAVILLE Law and Practice Contributed by: Claudy Monja and Sarah Razafindrafito, John W Ffooks & Co
2.10.2 Declarations Made Concerning Conventions At the time of the Republic of Congo’s adherence to the Convention, the country made declarations in respect of Articles 39 (1) (a), 39 (1) (b), 40, 52, 53 and 54 (2). 2.10.3 Application of Article XIII of the Protocol on Matters Specific to Aircraft Equipment Article XIII of the Protocol is applicable in the Repub - lic of Congo. There is no specific procedure for the submission and recording of an irrevocable deregis - tration and export request authorisation (IDERA) with the Aircraft Register. The most important point is that The authors are not aware of any case law regarding the enforcement of the Convention and Protocol. 2.10.5 Other Conventions The Republic of Congo is party to the 1948 Geneva Convention on the International Recognition of Rights in Aircraft, but not to the 1933 Rome Convention on the Unification of Certain Rules relating to the Precau - tionary Arrest of Aircraft. 3. Aircraft Debt Finance 3.1 Structuring 3.1.1 Restrictions on Lending and Borrowing The authors are not aware of any particular restrictions on foreign lenders financing an aircraft locally or on borrowers using the loan proceeds. 3.1.2 Effect of Exchange Controls or Government Consents the IDERA is filed with the ANAC. 2.10.4 Enforcement of Conventions The authors are not aware of any exchange controls or government consents that would be material to any financing or repatriation of realisation proceeds under a loan, guarantee or security document. Payment or debt repayment operations abroad are freely carried out and are subject to certain restrictions set out in the foreign exchange regulations. 3.1.3 Granting of Security to Foreign Lenders Borrowers are permitted to grant security to foreign lenders.
3.1.4 Downstream, Upstream and Cross-Stream Guarantees Downstream, upstream and/or cross-stream guaran - tees are permitted under the Uniform Act on Securi - ties. The registration is generally made at the Com - panies Registry. 3.1.5 Lenders’ Share in Security Over Domestic SPVs It would not be advisable for a lender to take share security over a domestic special-purpose vehicle (SPV) that owns the financed aircraft. A pledge of shares is recognised. 3.1.6 Negative Pledges A negative pledge is not recognised in the Republic of Congo. However, parties are free to organise this under the lease agreement. 3.1.7 Intercreditor Arrangements The authors are not aware of any material restriction or requirement imposed on intercreditor arrangements. 3.1.8 Syndicated Loans The concept of agency and the role of an agent are recognised in the Republic of Congo. 3.1.9 Debt Subordination There is no specific method of debt subordination under Congolese law. However, in practice, subordi - nation agreements are permissible and recognised. 3.1.10 Transfer/Assignment of Debts Under Foreign Laws It is permissible to transfer or assign all or part of an outstanding debt under an English or New York law- governed loan. 3.1.11 Usury/Interest Limitation Laws It is understood that usury or interest limitation is regu - lated in the Republic of Congo. 3.2 Security 3.2.1 Typical Forms of Security and Recourse Mortgages and guarantees made in accordance with the Uniform Act on Securities are the typical forms of security and recourse that would be granted in an aviation finance transaction.
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