MADAGASCAR Law and Practice Contributed by: Claudy Monja and Sarah Razafindrafito, John W Ffooks & Co
1. Aircraft and Engine Purchase and Sale 1.1 Sales Agreements 1.1.1 Taxes/Duties Payable Upon Execution of the Sales Agreement Transfer of ownership is subject to the payment of administrative fees of MGA354,000 (approximately USD80). The fees associated with filing the ownership interest of an aircraft will depend on the tonnage of the aircraft. The fees vary between MGA600,000 (approximately USD136) and MGA2 million (approximately USD453). 1.1.2 Enforceability Against Domestic Parties While it is not mandatory, it is advisable for a sale agreement written in a foreign language to be accom - panied by a French translation made by a Malagasy sworn translator. Sometimes local courts accept English documents, but this is not always the case. Whether they are accepted or not mainly depends on the decision of the judge in charge of the matter (if the matter goes to court). 1.2 Transfer of Ownership 1.2.1 Transferring Title A sale agreement or a bill of sale is typically required for the transfer of title of an aircraft or engine. These do not extend to the inclusion of all installed parts, such as an auxiliary power unit (APU), unless so established in the agreement. The sale of the ownership interest in an entity that owns an aircraft or engine does not in itself constitute the sale of the aircraft or the engine. 1.2.2 Sales Governed by English or New York Law It is possible for a bill of sale to be governed by a foreign law (including English or New York law); such an agreement will be recognised in Madagascar. The most important requirements under Malagasy law are that the foreign law-governed bill of sale should be (i) manually signed by the authorised signatory; and (ii) notarised.
1.2.3 Enforceability Against Domestic Parties While it is not mandatory to provide a translation, a bill of sale written in a foreign language should be accom - panied by a French translation made by a Malagasy sworn translator, in order to be enforceable against a domestic party. Sometimes local courts accept English documents; see 1.1.2 Enforceability Against Domestic Parties . 1.2.4 Registration, Filing and/or Consent From Government Entities Bills of sale should be registered with the Malagasy Civil Aviation Authority (CAA). The period of comple - tion of registration is estimated to be one week, but administrative delays may occur. There are no government applications or consents required as a prerequisite to the execution and deliv - ery of a bill of sale in relation to an aircraft or engine registered in Madagascar. It should be noted that there is no separate engine registry within the CAA. 1.2.5 Taxes/Duties Payable Upon Execution of a Bill of Sale No taxes are payable for executing and/or delivering a bill of sale or consummating the sale of the ownership interest in an entity that owns an aircraft or engine, including where title to that aircraft or engine is trans - ferred while it is:
• located in this jurisdiction; • over international waters; or • in transit to/from this jurisdiction.
The fees that should be paid are the fees requested by the CAA during the registration of the bill of sale or the deregistration of the aircraft (which are reasonable).
2. Aircraft and Engine Leasing 2.1 Overview 2.1.1 Non-Permissible Leases
There are no known types of operating/wet/finance leases or leases concerning only engines or parts that are neither permissible nor recognised.
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