/Entry into force: 04/01/2016
The scope of the law
section 1 of this Act apply to such securities and other
rights that are regulated by the Convention on international
security rights in movables of 16 november 2001
(Cape Town Convention) and the Protocol to the Convention on
international security rights in movables, if specific
questions about aviation objects (air transport protocol).
The law also applies, to the extent permitted by
Convention, on such security rights and other rights
arising under other law, and subject to
Sweden's explanations to articles 39 and 40 of the
Convention. The explanations are available, along with
explanations concerning article 54 (2) of the Convention and
Articles XII and XIII of the Protocol in Swedish
agreements with foreign powers (Sun).
International rules that apply as Swedish law
paragraph 2 of articles 1 to 16, 18 to 22, 24 to 26, 28 to 38, 41-46 and 60(1) and
60(2) of the Cape Town Convention, the wording in the original texts
apply that law in this country.
The first subparagraph shall not apply to the extent that the provisions
exclusively regulates the registration body or the
Contracting Parties ' obligations towards each other.
The Convention's original English text is accompanied by a
Swedish translation as annex 1 to this Act. The texts on the
other original languages – Arabic, French, Chinese, Russian
and Spanish – can be found in the SUN. Original texts have the same
validity.
paragraph 3 of the Articles I-VII, IX, XII-XVI and XX-XXV in
Aviation Protocol, in the original wording of the texts in force
as law in this country.
The Protocol's original English text is accompanied by a
Swedish translation as annex 2 to this Act. The texts on the
other original languages – Arabic, French, Chinese, Russian
and Spanish – can be found in the SUN. Original texts have the same
validity.
Retention of aviation items
4 § in accordance with Sweden's declaration relating to article 39(1) b
in the Cape Town Convention, paragraphs 2 and 3 shall not prevent a
creditor under other law detaining or seizing a
Aviation items to security for a debt, if this
the claim is based on the provision of public
services.
The ability to register some national rights
paragraph 5 in accordance with Sweden's declaration concerning article 40 of the
The Cape Town Convention, a security interest arising
as a result of a decision on seizure, payment assurance or
garnishment issued by court or by
The Swedish Enforcement Administration is recorded in the international
the registry. The security right should then be treated as a
international interests.
A creditor's right to take action without a decision by the Court
section 6, in accordance with the Declaration relating to article 54 (2)
in the Cape Town Convention, a creditor may take action under
Convention or the aviation Protocol without decision of
Court, if it is not in any of the agreements
expressly stated that the decision by the Court is necessary.
Reserve forum
section 7 If there is Swedish jurisdiction under any of the
provisions of the Cape Town Convention or
Aviation protocol specified in §§ 2 and 3 and any other
the competent court is absent, the Stockholm District Court has jurisdiction.
The relevant provisions in some insolvency situations
section 8 in an insolvency situation article I. 2 m in
Aviation Protocol applied, if the debtor has the Centre of his
main interests in Sweden as defined in
Article i. 2n, article XI alternative A. in the application,
the waiting period referred to in article do not exceed 60
calendar days.
The Contracting Parties may, by written agreement provide that first
subparagraph shall not apply.
Transitional provisions
2015:860
1. this law shall enter into force on the day that the Government
determines.
2. the provisions of paragraph 8 shall not apply to insolvency situations
incurred prior to the entry into force.
Annex 1
CONVENTION
ON INTERNATIONAL INTERESTS IN MOBILE EQUIPMENT
THE STATES PARTIES TO THIS CONVENTION,
AWARE of the need to acquire and use mobile equipment of high
value or particular economic significance and to facilitate
the financing of the acquisition and use of such equipment in
an efficient manner,
RECOGNISING the advantages of asset-based financing and
lease for this purpose and desiring to facilitate these
types of transaction by establishing clear rules to govern
them,
MINDFUL of the need to ensure that interests in such
equipment are recognised and protected universally,
DESIRING to provide broad and mutual economic benefits for
all interested parties,
BELIEVING that such rules must reflect the principles
underlying asset-based financing and leasing and promote the
autonomy of the parties necessary in these transactions,
CONSCIOUS of the need to establish a legal framework for
international interests in such equipment and for that
purpose to create an international registration system for
their protection,
TAKING INTO CONSIDERATION the objectives and principles
enunciated in existing Conventions relating to such
equipment,
HAVE AGREED upon the following provisions:
Chapter In
Sphere of application and general provisions
Article 1
Definition
In this Convention, except where the context otherwise
requires, the following terms are employed with the meanings
set out below:
1. "agreement" means a security agreement, a title
reservation agreement or a lease agreement;
(2) "assignment" means a contract which, whether by way of
security or otherwise, confers on the assignee associated
rights with or without a transfer of the related
international interest;
3. "associated rights" means all rights to payment or other
performance by a debtor under an agreement which are secured
by or associated with the object;
4. "commencement of the insolvency proceedings" means the
time at which the insolvency proceedings are deemed to
room numbers under the applicable insolvency law;
5. "conditional buyer" means a buyer under a title
reservation agreement;
6. "conditional seller" means a seller under a title
reservation agreement;
7. "contract of sale" means a contract for the sale of an
object by a seller to a buyer which is not an agreement as
defined in (a) above;
8. "court" means a court of law or an administrative or
arbitral tribunal established by a Contracting State;
9. "creditor" means a chargee under a security agreement, a
conditional seller under a title reservation agreement or a
lessor under a leasing agreement;
10. "debtor" means a chargor under a security agreement, a
conditional buyer under a title reservation agreement, a
"lessee" under a leasing agreement or a person whose interest
in an object is burdened by a registrable non-consensual
right or interest;
11. "insolvency administrator" means a person authorised to
administer the reorganisation or liquidation, including one
authorised on an interim basis, and includes a debtor in
possession if permitted by the applicable insolvency law;
12. "insolvency proceedings" means bankruptcy, liquidation or
other collective judicial or administrative proceedings,
including interim proceedings, in which the assets and
Affairs of the debtor are subject to control or supervision
by a court for the purposes of reorganisation or
liquidation;
13. "interested persons" means:
(i) the debtor;
(ii) any person who, for the purpose of assuring performance
of any of the bond in favour of the creditor, gives or
issues a suretyship or demand guarantee or a standby letter
of credit or any other form of credit insurance;
(iii) any other person having rights in or over the object;
14. "internal transaction" means a transaction of a type
listed in Article 2 (2) (a) to (c) where the centre of the main
interests of all parties to such transaction is situated, and
the relevant object located (as specified in the Protocol),
in the same Contracting State at the time of the conclusion
of the contract and where the interest created by the
the transaction has been registered in a national registry in
that Contracting State which has made a declaration under
Article 50 (1);
15. "international interest" means an interest held by a
creditor to which Article 2 applies;
16. "International Registry" means the international
registration facilities established for the purposes of this
Convention or the Protocol;
17. "leasing agreement" means an agreement by which one
person (the lessor) grants a right to possession or control
of an object (with or without an option to purchase) to
another person (the "lessee") in return for a rental or other
payment;
18. the "national interest" means an interest held by a creditor
in an object and created by an internal transaction covered
by a declaration under Article 50 (1);
19. the "non-consensual right or interest" means a right or
interest conferred under the law of a Contracting State which
has made a declaration under Article 39 to secure the
performance of an obligation, including an obligation to (a)
State, State entity or an intergovernmental or private
Organization;
20. "notice of a national interest" means notice registered
or to be registered in the International Registry that a
the national interest has been created;
21. "object" means an object of a category to which Article 2
applies;
22. "pre-existing right or interest" means a right or
interest of any kind in or over an object created or arising
before the effective date of this Convention as defined by
Article 60 (2) (a);
23. "proceeds" means money or non-money proceeds of an object
arising from the total or partial loss or physical
destruction of the object or its total or partial
confiscation, condemnation or requisition;
24. "prospective assignment" means an assignment that is
intended to be made in the future, upon the occurrence of a
stated event, whether or not the occurrence of the event is
certain;
25. "prospective international interest" means an interest
that is intended to be created or provided for in an object
as an international interest in the future, upon the
occurrence of a stated event (which may include the debtor's
acquisition of an interest in the object), whether or not the
occurrence of the event is certain;
26. "prospective sale" means a sale which is intended to be
made in the future, upon the occurrence of a stated event,
whether or not the occurrence of the event is certain;
AA) "Protocol" means, in respect of any category of object
and the associated rights to which this Convention applies, the
Protocol in respect of that category of object and associated
rights;
BB) "registered" means registered in the International
Registry pursuant to Chapter V;
CC) "registered interest" means an international interest, a
registrable non-consensual right or interest or a national
interest specified in a notice of a national interest
registered pursuant to Chapter V;
DD) "registrable non-consensual right or interest" means (a)
non-consensual right or interest registrable pursuant to a
declaration deposited under Article 40;
EE) "Registrar" means, in respect of the Protocol, the person
or the body designated by that Protocol or appointed under
Article 17 (2) (b);
FF) "regulations" means regulations made or approved by the
The Supervisory Authority pursuant to the Protocol;
Gg) "sale" means a transfer of ownership of an object
pursuant to a contract of sale;
HH) "secured obligation" means an obligation secured by a
security interest;
II) "security agreement" means an agreement by which a
chargor grants or agrees to grant to a chargee an interest
(including an ownership interest) in or over an object to
secure the performance of any existing or future bond
of the chargor or a third person;
JJ) "security interest" means an interest created by a
security agreement;
KK) "Supervisory Authority" means, in respect of the
Protocol, the Supervisory Authority referred to in Article
17 (1);
LL) "title reservation agreement" means an agreement for the
sale of an object on terms that ownership does not pass until
fulfilment of the condition or conditions stated in the
agreement;
mm) "unregistered interest" means a consensual interest or
non-consensual right or interest (other than an interest to
which Article 39 applies) which has not been registered,
whether or not it is registrable under this Convention; and
nn) "writing" means a record of information (including
information communicated by teletransmission) which is in
tangible or other form and is capable of being reproduced in
tangible form on a subsequent occasion and which indicates by
reasonable means a person's approval of the record.
Article 2
The international interest
1. This Convention provides for the constitution and effects
of an international interest in certain categories of mobile
equipment and associated rights.
2. For the purposes of this Convention, an international
interest in mobile equipment is an interest, constituted
under Article 7, in a uniquely identifiable object of a
category of such objects listed in paragraph 3 and designated
in the Protocol:
a) granted by the chargor under a security agreement;
b) vested in a person who is the conditional seller under a
title reservation agreement; or
c) vested in a person who is the lessor under a lease
agreement.
An interest falling within sub-paragraph (a) does not also
fall within sub-paragraph (b) or (c)
3. The categories referred to in the preceding paragraphs
the are:
a) airframes, aircraft engines and helicopters;
b) railway rolling stock; and
c) space assets.
4. The applicable law determines whether an interest to which
paragraph 2 applies falls within subparagraph (a), (b) or (c)
of that paragraph.
5. An international interest in an object extends to proceeds
of that object.
Article 3
Sphere of application
1. This Convention applies when, at the time of the
conclusion of the agreement creating or providing for the
international interest, the debtor is situated in a
Contracting State.
2. The fact that the creditor is situated in a
non-Contracting State does not affect the applicability of
This Convention.
Article 4
Where debtor is situated
1. For the purposes of Article 3 (1), the debtor is situated
in any Contracting State:
a) under the law of which it is incorporated or formed;
(b)) where it has its registered office or statutory seat;
(c)) where it has its centre of administration; or
(d)) where it has its place of business.
2. A reference in sub-paragraph (d) of the preceding
paragraph to the debtor's place of business shall, if it has
more than one place of business, mean its principal place of
business or, if it has no place of business, its habitual
residence.
Article 5
Interpretation and applicable law
1. In the interpretation of this Convention, regard is to be
had to its purposes as set forth in the preamble, to its
international character and to the need to promote uniformity
and predictability in its application.
2. Questions concerning matters governed by this Convention
which are not expressly settled in it are to be settled in
conformity with the general principles on which it is based
or, in the absence of such principles, in conformity with the
applicable law.
3. References to the applicable law are to the domestic rules
of the law applicable by virtue of the rules of private
international law of the forum State.
4. Where a State beginning several territorial units, each of
which has its own rules of law in respect of the matter to be
decided, and where there is no indication of the relevant
territorial unit, the law of that State decides which is the
the territorial unit whose rules shall govern. In the absence of
any such rule, the law of the territorial unit with which the
case is most closely connected shall apply.
Article 6
Relationship between the Convention and the Protocol
1. This Convention and the Protocol shall be read and
interpreted together as a single instrument.
2. To the extent of any inconsistency between this Convention
and the Protocol, the Protocol shall prevail.
Chapter II
Constitution of an international interest
Article 7
Formal requirements
An interest is constituted as an international interest under
This Convention where the agreement creating or providing for
the interest:
a) is in writing;
b) relates to an object of which the chargor, conditional
seller or lessor has power to dispose;
c) enables the object to be identified in conformity with the
Protocol; and
d) in the case of a security agreement, enables the secured
bond to be determined, but without the need to state a
sum or maximum sum secured.
Chapter III
Default remedies
Article 8
Remedies of chargee
1. In the event of default as provided in Article 11, the
chargee may, to the extent that the chargor has at any time
so agreed and subject to any declaration that may be made by
a Contracting State under Article 54, exercise any one or
more of the following remedies:
a) take possession or control of any object charged to it;
b) sell or grant a lease of any such object;
c) collect or receive any income or profits arising from the
management or use of any such object.
2. The chargee may alternatively apply for a court order
authorising or directing any of the acts referred to in the
preceding paragraph.
3. Any remedy set out in sub-paragraph (a), (b) or (c) of
paragraph 1 or by Article 13 shall be exercised in a
commercially reasonable manner. A remedy shall be deemed to
be exercised in a commercially reasonable manner where it is
exercised in conformity with a provision of the security
Agreement except where such a provision is manifestly
the Defender's unreasonable behaviour.
4. A chargee proposing to sell or grant a lease of an object
under paragraph 1 shall give reasonable prior notice in
writing of the proposed sale or lease to:
a) interested persons specified in Article 1 (m) (i) and (ii);
and
b) interested persons specified in Article 1 (m) (iii) who have
given notice of their rights to the chargee within a
reasonable time prior to the sale or lease.
5. Any sum collected or received by the chargee as a result
of exercise of any of the remedies set out in paragraph 1 or
2 shall be applied towards discharge of the amount of the
secured bond.
6. Where the sums collected or received by the chargee as a
result of the exercise of any remedy set out in paragraph 1
or 2 exceed the amount secured by the security interest and
any reasonable costs incurred in the exercise of any such
remedy, then unless otherwise ordered by the court, the
chargee shall distribute the surplus among holders of
subsequently ranking interests which have been registered or
of which the chargee has been given notice, in order of
priority, and pay any remaining balance to the chargor.
Article 9
Vesting of object in satisfaction; redemption
1. At any time after default as provided in Article 11, the
chargee and all the interested persons may agree that
ownership of (or any other interest of the chargor in) any
object covered by the security interest shall vest in the
chargee in or towards satisfaction of the secured
bond.
2. The court may on the application of the chargee order that
ownership of (or any other interest of the chargor in) any
object covered by the security interest shall vest in the
chargee in or towards satisfaction of the secured
bond.
3. The court shall grant an application under the preceding
paragraph only if the amount of the secured bond to be
satisfied by such vesting is commensurate with the value of
the object after taking account of any payment to be made by
the chargee to any of the interested persons.
4. At any time after default as provided in Article 11 and
before the sale of the charged object or the making of an order
in paragraph 2, the chargor or any interested person may
discharge the security interest by paying in full the amount
secured, subject to any lease granted by the chargee under
Article 8 (1) (b) or ordered under Article 8 (2). Where, after
such default, the payment of the amount secured is made in
full by an interested person other than the debtor, that
person is subrogated to the rights of the chargee.
5. Ownership or any other interest of the chargor passing on
(a) the sale under Article 8 (1) (b) or passing under paragraph 1 or
2 of this Article is free from any other interest over which
the chargee's security interest has priority under the
the provisions of Article 29.
Article 10
Remedies of conditional seller or lessor
1. In the event of default under a title reservation
agreement or under a leasing agreement as provided in Article
11, the conditional seller or the lessor, as the case may be,
may:
(a)) subject to any declaration that may be made by (a)
Contracting State under Article 54, terminate the agreement
and take possession or control of any object to which the
agreement relates; or
b) apply for a court order authorising or directing either of
These acts.
Article 11
Meaning of default
1. The debtor and the creditor may at any time agree in
writing as to the events that constitute a default or
otherwise give rise to the rights and remedies specified in
Articles 8 to 10 and 13.
2. Where the debtor and the creditor have not so agreed,
the "default" for the purposes of Articles 8 to 10 and 13 means a
default which substantially deprives the creditor of what it
is entitled to expect under the agreement.
Article 12
Additional remedies
Any additional remedies permitted by the applicable law,
including any remedies agreed upon by the parties, may be
exercised to the extent that they are not inconsistent with
the mandatory provisions of this Chapter as set out in
Article 15.
Article 13
Relief pending final determination
1. Subject to any declaration that it may make under Article
55, a Contracting State shall ensure that a creditor who
adduces evidence of default by the debtor may, pending the final
determination of its claim and to the extent that the debtor
has at any time so agreed, obtain from a court speedy relief
in the form of such one or more of the following orders as
the creditor requests:
a) preservation of the object and its value;
b) possession, control or custody of the object;
c) immobilisation of the object; and
d) lease or, except where covered by sub-paragraphs (a) to
(c), management of the object and the income therefrom.
2. In making any order under the preceding paragraph, the
the Court may impose such terms as it considers necessary to
protect the interested persons in the event that the
creditor:
a) in implementing any order granting such relief, fails to
perform any of the its bond to the debtor under this
Convention or the Protocol; or
b) fails to establish its claim, wholly or in part, on the
the final determination of that claim.
3. Before making any order under paragraph 1, the court may
require notice of the request to be given to any of the
interested person.
4. Nothing in this Article affects the application of Article
8 (3) or limits the availability of forms of interim relief
other than those set out in paragraph 1.
Article 14
Procedural requirements
Subject to Article 54 (2), any remedy provided by this Chapter
shall be exercised in conformity with the procedure
UN-prescribed by the law of the place where the remedy is to be
exercised.
Article 15
Derogation
In their relations with each other, any two or more of the
Parties referred to in this Chapter may at any time, by
agreement in writing, derogate from or vary the effect of any
of the preceding provisions of this Chapter except Articles
8 (3) to (6), 9 (3) and (4), 13 (2) and 14.
Chapter IV
The international registration system
Article 16
The International Registry
1. An International Registry shall be established for
registrations of:
a) international interests, prospective international
interests and registrable non-consensual rights and
interests;
b) assignments and prospective assignments of international
interests;
c) acquisitions of international interests by legal or
detailed subrogation under the applicable law;
d) notices of national interests; and
e) subordinations of interests referred to in any of the
preceding sub-paragraphs.
2. Different international registries may be established for
different categories of object and associated rights.
3. For the purposes of this Chapter and Chapter V, the term
"registration" includes, where appropriate, an amendment,
extension or discharge of a registration.
Article 17
The Supervisory Authority and the Registrar
1. There shall be a Supervisory Authority as provided by the
Protocol.
2. The Supervisory Authority shall:
a) establish or provide for the establishment of the
International Registry;
b) except as otherwise provided by the Protocol, appoint and
dismiss the Registrar;
c) ensure that any rights required for the continued
effective operation of the International Registry in the
event of a change of Registrar will vest in or be assignable
to the new Registrar;
d) after consultation with the Contracting States, make or
approve and ensure the publication of regulations pursuant to
the Protocol dealing with the operation of the International
Registry;
e) establish administrative procedures through which
complaints concerning the operation of the International
Registry can be made to the Supervisory Authority;
f) supervise the Registrar and the operation of the
International Registry;
g) at the request of the Registrar, provide such guidance to
the Registrar as the Supervisory Authority thinks fit;
h) set and periodically review the structure of fees to be
charged for the services and facilities of the International
Registry;
I) do all things necessary to ensure that an efficient
notice-based electronic registration system exists to
implement the objectives of this Convention and the Protocol;
and
j) report periodically to Contracting States concerning the
discharge of its bond under this Convention and the
Protocol.
3. The Supervisory Authority may enter into any agreement
requisite for the performance of its functions, including any
agreement referred to in Article 27 (3).
4. The Supervisory Authority shall own all proprietary rights
in the data bases and archives of the International
Registry.
5. The Registrar shall ensure the efficient operation of the
The International Registry and perform the functions assigned to
it by this Convention, the Protocol and the regulations.
Chapter V
Other matters relating to registration
Article 18
Registration requirements
1. The Protocol and regulations shall specify the
requirements, including the criteria for the identification
of the object:
a) for effecting a registration (which shall include
provision for prior electronic transmission of any consent
from any person whose consent is required under Article;
b) for making searches and issuing search certificates, and,
subject thereto;
c) for ensuring the confidentiality of information and
documents of the International Registry other than
information and documents relating to a registration.
2. The Registrar shall not be under a duty to Pascal whether
a consent to registration under Article 20 has in fact been
given or is valid.
3. Where an interest registered as a prospective
international interest becomes an international interest, no
further registration shall be required provided that the
registration information is sufficient for a registration of
an international interest.
4. The Registrar shall arrange for registrations to be
entered into the International Registry data base and made
searchable in chronological order of receipt, and the file
shall record the date and time of receipt.
5. The Protocol may provide that a Contracting State may
designate an entity or entities in its territory as the entry
point or entry points through which the information required
for registration shall or may be transmitted to the
International Registry. A Contracting State making such a
designation may specify the requirements, if any, to be
satisfied before such information is transmitted to the
International Registry.
Article 19
Validity and time of registration
1. A registration shall be valid only if made in conformity
with Article 20.
2. A registration, if valid, shall be complete upon entry of
the required information into the International Registry data
base so as to be searchable.
3. A registration shall be searchable for the purposes of the
preceding paragraph at the time when:
(a)) the International Registry has assigned to it a
sequentially ordered file number; and
(b)) the registration information, including the file number,
is stored in durable form and may be accessed at the
International Registry.
4. If an interest first registered as a prospective
international interest becomes an international interest,
that international interest shall be treated as registered
from the time of registration of the prospective
international interest provided that the registration was
still current immediately before the international interest
was constituted as provided by Article 7.
5. The preceding paragraph applies with necessary
modifications to the registration of a prospective assignment
of an international interest.
6. A registration shall be searchable in the International
Registry data base according to the criteria UN-prescribed village
the Protocol.
Article 20
Consent to registration
1. An international interest, a prospective international
interest or an assignment or prospective assignment of an
international interest may be registered, and any such
registration amended or extended prior to its expiry, by
either party with the consent in writing of the other.
2. The subordination of an international interest to another
international interest may be registered by or with the
consent in writing at any time of the person whose interest
has been subordinated.
3. A registration may be discharged by or with the consent in
writing of the party in whose favour it was made.
4. The acquisition of an international interest by legal or
detailed subrogation may be registered by the subrogee.
5. A registrable non-consensual right or interest may be
registered by the holder thereof.
6. A notice of a national interest may be registered by the
holder thereof.
Article 21
Duration of registration
Registration of an international interest remains effective
until discharged or until expiry of the period specified in
the registration.
Article 22
Searches
1. Any person may, in the manner UN-prescribed by the Protocol
and regulations, make or request a search of the
The International Registry by electronic means concerning
interests or prospective international interests registered
therein.
2. Upon receipt of a request therefor, the Registrar, in the
manner UN-prescribed by the Protocol and regulations, shall
issue a registry search certificate by electronic means with
respect to any object:
a) stating all registered information relating thereto,
together with a statement indicating the date and time of
registration of such information; or
b) stating that there is no information in the International
Registry relating thereto.
3. A search certificate issued under the preceding paragraph
shall indicate that the creditor named in the registration
information has acquired or intends to acquire an
international interest in the object but shall not indicate
whether what is registered is an international interest or a
prospective international interest, even if this is
ascertainable from the relevant registration information.
Article 23
List of declarations and declared non-consensual rights or
interests
The Registrar shall maintain a list of declarations,
withdrawals of declaration and of the categories of
nonconsensual right or interest communicated to the Registrar
by the Depositary as having been declared by Contracting
States in conformity with Articles 39 and 40 and the date of
each such declaration or withdrawal of declaration. Such list
shall be recorded and searchable in the name of the declaring
State and shall be made available as provided in the Protocol
and regulations to any person requesting it.
Article 24
Evidentiary value of certificates
A document in the form UN-prescribed by the regulations which
purports to be a certificate issued by the International
Registry is prima facie proof:
(a)) that it has been so issued; and
(b)) of the facts recited in it, including the date and time of
(a) registration.
Article 25
Discharge of registration
1. Where the bond secured by a registered security
interest or the bond giving rise to a registered
non-consensual right or interest have been discharged, or
where the conditions of transfer of title under a registered
title reservation agreement have been ugly file led, the holder
of such interest shall, without undue delay, procure the
discharge of the registration after written demand by the
debtor delivered to or received at its address stated in the
registration.
2. Where a prospective international interest or a
prospective assignment of an international interest has been
registered, the intending creditor or intending assignee
shall, without undue delay, procure the discharge of the
registration after written demand by the intending debtor or
assignor which is delivered to or received at its address
stated in the registration before the intending creditor or
assignee has given value or incurred a commitment to give
value.
3. Where the bond secured by a national interest
specified in a registered notice of a national interest have
been discharged, the holder of such interest shall, without
undue delay, procure the discharge of the registration after
written demand by the debtor delivered to or received at its
address stated in the registration.
4. Where a registration ought not to have been made or is
incorrect, the person in whose favour the registration was
made shall, without undue delay, procure its discharge or
amendment after written demand by the debtor delivered to or
received at its address stated in the registration.
Article 26
Access to the international registration facilities
No person shall be denied access to the registration and
search facilities of the International Registry on any ground
other than its failure to comply with the procedures
UN-prescribed by this Chapter.
Chapter VI
Privileges and immunities of
the Supervisory Authority and the Registrar
Article 27
Legal personality; immunity
1. The Supervisory Authority shall have international legal
personality where not already possessing such personality.
2. The Supervisory Authority and its officers and employees
shall enjoy such immunity from legal or administrative
process as is specified in the Protocol.
3 a) The Supervisory Authority shall enjoy exemption from
taxes and such other privileges as may be provided by
agreement with the host State.
(b)) For the purposes of this paragraph, "host State" means the
State in which the Supervisory Authority is situated.
4. The assets, documents, data bases and archives of the
The International Registry shall be inviolable and immune from
seizure or other legal or administrative process.
5. For the purposes of any claim against the Registrar under
Article 28 (1) or Article 44, the claimant shall be entitled
to access to such information and documents as are necessary
to enable the claimant to pursue its claim.
6. The Supervisory Authority may waive the inviolability and
immunity conferred by paragraph 4.
Chapter VII
Liability of the Registrar
Article 28
Liability and financial assurances
1. The Registrar shall be liable for compensatory damages
for loss suffered by a person directly resulting from an
error or omission of the Registrar and its officers and
employees or from a malfunction of the international
registration system except where the malfunction is caused by
an event of an inevitable and irresistible nature, which
could not be prevented by using the best practices into current
use in the field of electronic registry design and operation,
including those related to back-up and systems security and
networking.
2. The Registrar shall not be liable under the preceding
paragraph for factual inaccuracy of registration information
received by the Registrar or transmitted by the Registrar in
the form in which it received that information nor for acts
or circumstances for which the Registrar and its officers and
employees are not responsible and arising prior to receipt of
registration information at the International Registry.
3. Compensation under paragraph 1 may be reduced to the
extent that the person who suffered the damage caused or
contributed to that damage.
4. The Registrar shall procure insurance or a financial
guarantee covering the liability referred to in this Article
to the extent determined by the Supervisory Authority, in
accordance with the Protocol.
Chapter VIII
Effects of an international interest as against third
Parties
Article 29
Priority of competing interests
1. A registered interest has priority over any other
interest subsequently registered and over an unregistered
interest.
2. The priority of the first-mentioned interest under the
preceding paragraph applies:
a) even if the first-mentioned interest was acquired or
registered with actual knowledge of the other interest; and
b) even as regards value given by the holder of the
the first-mentioned interest with such knowledge.
3. The buyer of an object acquires its interest in it:
(a)) subject to an interest registered at the time of its
acquisition of that interest; and
b) free from an unregistered interest even if it has actual
knowledge of such an interest.
4. The conditional buyer or "lessee" acquires its interest in
or right over that object:
(a)) subject to an interest registered prior to the
registration of the international interest held by its
conditional seller or lessor; and
b) free from an interest not so registered at that time even
If it has actual knowledge of that interest.
5. The priority of competing interests or rights under this
Article may be varied by agreement between the holders of
those interests, but an assignee of a subordinated interest
is not bound by an agreement to subordinate that interest
unless at the time of the assignment a subordination had been
registered relating to that agreement.
6. Any priority given by this Article to an interest in an
object extends to proceeds.
7. This Convention:
a) does not affect the rights of a person in an item, other
than an object, held prior to its installation on an object
If under the applicable law those rights continue to exist
After the installation; and
(b)) does not prevent the creation of rights in an item, other
than an object, which has previously been installed on an
object where under the applicable law those rights are
created.
Article 30
Effects of insolvency
1. In insolvency proceedings against the debtor an
international interest is effective if prior to the
commencement of the insolvency proceedings that interest was
registered in conformity with this Convention.
2. Nothing in this Article impairs the effectiveness of an
international interest in the insolvency proceedings where
that interest is effective under the applicable law.
3. Nothing in this Article affects:
a) any rules of law applicable in insolvency proceedings
relating to the avoidance of a transaction as a preference or
a transfer in fraud of creditors; or
b) any rules of procedure relating to the enforcement of
rights to property which is under the control or supervision
of the insolvency administrator.
Chapter IX
Assignments of associated rights and international interests;
rights of subrogation
Article 31
Effects of assignment
1. Except as otherwise agreed by the parties, an assignment
of associated rights made in conformity with Article 32 also
transfers to the assignee:
(a)) the related international interest; and
(b)) all the interests and priorities of the assignor under the
This Convention.
2. Nothing in this Convention prevents a partial assignment
of the assignor's associated rights. In the case of such a
partial assignment the assignor and assignee may agree as to
their respective rights concerning the related international
interest assigned under the preceding paragraph but not so as
adversely to affect the debtor without its consent.
3. Subject to paragraph 4, the applicable law shall determine
the defences and rights of set-off available to the debtor
against the assignee.
4. The debtor may at any time by agreement in writing waive
all or any of the defences and rights of set-off referred to
in the preceding paragraph other than defences arising from
fraudulent acts on the part of the assignee.
5. In the case of an assignment by way of security, the
the assigned associated rights revest in the assignor, to the
extent that they are still subsisting, when the bond
secured by the assignment have been discharged.
Article 32
Formal requirements of assignment
1. An assignment of associated rights transfers the related
international interest only if it:
a) is in writing;
b) enables the associated rights to be identified during the
contract from which they arise; and
c) in the case of an assignment by way of security, enables
the bond secured by the assignment to be determined in
accordance with the Protocol but without the need to state a
sum or maximum sum secured.
2. An assignment of an international interest created or
provided for by a security agreement is not valid unless some
or all related associated rights also are assigned.
3. This Convention does not apply to an assignment of
the associated rights which is not effective to transfer the
the related international interest.
Article 33
Debtor's duty to assignee
1. To the extent that associated rights and the related
international interest have been transferred in accordance
with Articles 31 and 32, the debtor in relation to those
rights and that interest is bound by the assignment and has a
duty to make payment or give other performance to the
assignee, if but only if:
a) the debtor has been given notice of the assignment in
writing by or with the authority of the assignor; and
(b)) the notice identifies the associated rights.
2. Irrespective of any other ground on which payment or
performance by the debtor discharges the latter from
liability, payment or performance shall be effective for this
purpose if made in accordance with the preceding paragraph.
3. Nothing in this Article shall affect the priority of
competing assignments.
Article 34
Default remedies in respect of assignment by way of
Security
In the event of default by the assignor under the
assignment of the associated rights and the related international
interest made by way of security, Articles 8, 9 and 11 to 14
apply in the relationship between the assignor and the assignee
(and, in relation to associated rights, apply in so far as
those provisions are capable of application to intangible
property) as if references:
(a)) to the secured obligation and the security interest were
references to the obligation secured by the assignment of the
the associated rights and the related international interest and
the security interest created by that assignment;
(b)) to the chargee or creditor and chargor or debtor were
references to the assignee and assignor;
c) to the holder of the international interest were
references to the assignee; and
(d)) to the object were references to the assigned associated
rights and the related international interest.
Article 35
Priority of competing assignments
1. Where there are competing assignments of associated
rights and at least one of the assignments includes the
the related international interest and is registered, the
the provisions of Article 29 apply as if the references to a
registered interest were references to an assignment of the
the associated rights and the related registered interest and as
If references to a registered or unregistered interest were
references to a registered or unregistered assignment.
2. Article 30 applies to an assignment of the associated rights
as if the references to an international interest were
references to an assignment of the associated rights and the
the related international interest.
Article 36
Assignee's priority with respect to associated rights
1. The assignee of associated rights and the related
international interest whose assignment has been registered
only has priority under Article 35 (1) over another assignee
of the associated rights:
a) if the contract under which the associated rights arise
States that they are secured by or associated with the
object; and
(b)) to the extent that the associated rights are related to an
object.
2. For the purposes of sub-paragraph (b) of the preceding
paragraph, associated rights are related to an object only to
the extent that they consist of rights to payment or
performance that relate to:
(a)) a sum advanced and utilised for the purchase of the
object;
(b)) a sum advanced and utilised for the purchase of another
object in which the assignor held another international
interest if the assignor transferred that interest to the
assignee and the assignment has been registered;
(c)) the price payable for the object;
(d)) the rentals payable in respect of the object; or
e) other bond arising from a transaction referred to
in any of the preceding subparagraphs.
3. In all other cases, the priority of the competing
assignments of the associated rights shall be determined by
the applicable law.
Article 37
Effects of assignor's insolvency
The provisions of Article 30 apply to insolvency proceedings
against the assignor as if references to the debtor were
references to the assignor.
Article 38
Subrogation
1. Subject to paragraph 2, nothing in this Convention
affects the acquisition of associated rights and the related
international interest by legal or detailed subrogation
under the applicable law.
2. The priority between any interest within the preceding
paragraph and a competing interest may be varied by agreement
in writing between the holders of the respective interests
but an assignee of a subordinated interest is not bound by an
agreement to subordinate that interest unless at the time of
the assignment a subordination had been registered relating
to that agreement.
Chapter X
Rights or interests subject to declarations by Contracting
States
Article 39
Rights having priority without registration
1. A Contracting State may at any time, in a declaration
deposited with the Depositary of the Protocol declare,
generally or specifically:
(a) ") those categories of non-consensual right or interest
(other than a right or interest to which Article 40 applies)
which under that State's law have priority over an interest
in an object equivalent to that of the holder of a registered
international interest and which shall have priority over a
registered international interest, whether in or outside
the insolvency proceedings; and
b) that nothing in this Convention shall affect the right of
a State or State entity, intergovernmental organisation or
other private provider of public services to arrest or detain
an object under the laws of that State for payment of amounts
owed to such entity, organisation or provider directly
relating to those services in respect of that object or
another object.
2. A declaration made under the preceding paragraph may be
expressed to cover categories that are created after the
deposit of that declaration.
3. A non-consensual right or interest has priority over an
international interest if and only if the form is of a
category covered by a declaration deposited prior to the
registration of the international interest.
4. Notwithstanding the preceding paragraph, a Contracting
State may, at the time of ratification, acceptance, approval
of, or accession to the Protocol, declare that a right or
interest of a category covered by a declaration made under
Sub-paragraph (a) of paragraph 1 shall have priority over an
international interest registered prior to the date of such
ratification, acceptance, approval or accession.
Article 40
Registrable non-consensual rights or interests
A Contracting State may at any time in a declaration
deposited with the Depositary of the Protocol list the
categories of non-consensual right or interest which shall be
registrable under this Convention as regards any category of
object as if the right or interest were an international
interest and shall be regulated accordingly. Such a
the Declaration may be modified from time to time.
Chapter XI
Application of the Convention to sales
Article 41
Sale and prospective sale
This Convention shall apply to the sale or prospective sale
of an object as provided for in the Protocol with any
modifications therein.
Chapter XII
Jurisdiction
Article 42
Choice of forum
1. Subject to Articles 43 and 44, the courts of a
Contracting State chosen by the parties to a transaction have
jurisdiction in respect of any claim brought under this
Convention, whether or not the chosen forum has a connection
with the parties or the transaction. Such jurisdiction shall
be exclusive unless otherwise agreed between the parties.
2. Any such agreement shall be in writing or otherwise
concluded in accordance with the formal requirements of the
law of the chosen forum.
Article 43
Jurisdiction under Article 13
1. The courts of a Contracting State chosen by the parties
and the courts of the Contracting State on the territory of
which the object is situated have jurisdiction to grant
relief under Article 13 (1) (a), (b), (c) and Article 13 (4)
respect of that object.
2. Jurisdiction to grant relief under Article 13 (1) (d) or
other interim relief by virtue of Article 13 (4) may be
exercised either:
(a)) by the courts chosen by the parties; or
(b)) by the courts of a Contracting State on the territory of
which the debtor is situated, being relief which, by the
the terms of the order granting it, is enforceable only in the
territory of that Contracting State.
3. (A) the court has jurisdiction under the preceding paragraphs
even if the final determination of the claim referred to in
Article 13 (1) will or may take place in a court of another
Contracting State or by arbitration.
Article 44
Jurisdiction to make orders against the Registrar
1. The courts of the place in which the Registrar has its
Centre of administration shall have exclusive jurisdiction to
award damages or make orders against the Registrar.
2. Where a person fails to respond to a demand made under
Article 25 and that person has ceased to exist or cannot be
found for the purpose of enabling an order to be made against
It requiring it to procure discharge of the registration, the
courts referred to in the preceding paragraph shall have
exclusive jurisdiction, on the application of the debtor or
intending debtor, to make an order directed to the Registrar
requiring the Registrar to discharge the registration.
3. Where a person fails to comply with an order of a court
having jurisdiction under this Convention or, in the case of
a national interest, an order of a court of competent
jurisdiction requiring that person to procure the amendment
or discharge of a registration, the courts referred to in
paragraph 1 may direct the Registrar to take such steps as
will give effect to that order.
4. Except as otherwise provided by the preceding paragraphs,
No court may make orders or give judgments or rulings against
or purporting to bind the Registrar.
Article 45
Jurisdiction in respect of insolvency proceedings
The provisions of this Chapter are not applicable to
the insolvency proceedings.
Chapter XIII
Relationship with other Conventions
Article 45 bis
Relationship with the United Nations Convention on the
Assignment of Receivables in International Trade
This Convention shall prevail over the United Nations
Convention on the Assignment of Receivables in International
Trade, opened for signature in New York on 12 December 2001,
as it relates to the assignment of receivables which are
the associated rights related to international interests in
aircraft objects, railway rolling stock and space assets.
Article 46
Relationship with the UNIDROIT Convention on International
Financial Leasing
The Protocol may determine the relationship between this
Convention and the UNIDROIT Convention on International
Financial Leasing, signed at Ottawa on 28 May 1988.
Chapter XIV
Final provisions
Article 47
Signature, ratification, acceptance, approval or accession
1. This Convention shall be open for signature in Cape Town
on 16 November 2001 by States participating in the Diplomatic
Conference to Adopt a Mobile Equipment Convention and an
Aircraft Protocol held at Cape Town from 29 October to 16
November 2001. After 16 November 2001, the Convention shall
be open to all States for signature at the Headquarters of
the International Institute for the Unification of Private
Law (UNIDROIT) in Rome until it enters into force in
accordance with Article 49.
2. This Convention shall be subject to ratification,
acceptance or approval by States which have signed it.
3. Any State which does not sign this Convention may accede
to it at any time.
4. Ratification, acceptance, approval or accession is
effected by the deposit of a formal instrument to that effect
with the Depositary.
Article 48
Regional Economic Integration Organization
1. A Regional Economic Integration Organization which is
constituted by sovereign States and has competence over
certain matters governed by this Convention may similarly
sign, accept, approve or accede to this Convention. The
Regional Economic Integration Organization shall in that case
have the rights and the bond of a Contracting State, to
the extent that that Organization has competence over matters
governed by this Convention. Where the number of Contracting
States is relevant in this Convention, the Regional Economic
Integration Organisation shall not count as a Contracting
State in addition to its Member States which are Contracting
States.
2. the Regional Economic Integration Organisation shall, at the
time of signature, acceptance, approval or accession, make a
Declaration to the Depositary specifying the matters governed
by this Convention in respect of which competence has been
transferred to that Organization by its Member States. The
Regional Economic Integration Organization shall promptly
notify the Depositary of any changes to the distribution of
competence, including new transfers of competence, specified
in the declaration under this paragraph.
3. Any reference to a "Contracting State" or "Contracting
States "or" State Party "or" States Parties "in this
Convention applies equally to a Regional Economic Integration
Organization where the context so requires.
Article 49
Entry into force
1. This Convention enters into force on the first day of the
month following the expiration of three months after the date
of the deposit of the third instrument of ratification,
acceptance, approval or accession but only as regards a
category of objects to which a Protocol applies:
(a)), as from the time of entry into force of that Protocol;
b) subject to the terms of that Protocol; and
c) as between States Parties to this Convention and that
Protocol.
2. For other States this Convention enters into force on the
first day of the month following the expiration of three
months after the date of the deposit of their instruments of
ratification, acceptance, approval or accession but only as
regards a category of objects to which a Protocol applies and
subject, in relation to such Protocol, to the requirements of
sub-paragraphs (a), (b) and (c) of the preceding paragraph.
Article 50
Internal transactions
1. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to the Protocol,
declare that this Convention shall not apply to a transaction
which is an internal transaction in relation to that State
with regard to all types of objects or some of them.
2. Notwithstanding the preceding paragraph, the provisions of
Articles 8 (4), 9 (1), 16, Chapter V, Article 29, and any
the provisions of this Convention relating to registered
interest shall apply to an internal transaction.
3. Where notice of a national interest has been registered in
the International Registry, the priority of the holder of
that interest under Article 29 shall not be affected by the
fact that such interest has become vested in another person,
by assignment or subrogation under the applicable law.
Article 51
Future Protocols
1. The Depositary may create working groups, in co-operation
with such relevant non-governmental organization as the
Depositary considers appropriate, to assess the feasibility
of extending the application of this Convention, through one
or more Protocols, to objects of any category of high-value
mobile equipment, other than a category referred to in
Article 2 (3), each member of which is uniquely identifiable,
and associated rights relating to such objects.
2. The Depositary shall communicate the text of any
preliminary draft Protocol relating to a category of objects
prepared by such a working group to all States Parties to
This Convention, all member States of the Depositary, member
States of the United Nations which are not members of the
Depositary and the relevant intergovernmental organization,
and shall invite such States and organization to participate
in intergovernmental negotiations for the completion of a
draft Protocol on the basis of such a preliminary draft
Protocol.
3. The Depositary shall also communicate the text of any
preliminary draft Protocol prepared by such a working group
to such relevant non-governmental organization as the
Depositary considers appropriate. Such non-governmental
Organization shall be invited promptly to submit comments on
the text of the preliminary draft Protocol to the Depositary
and to participate as observers in the preparation of a draft
Protocol.
4. When the competent bodies of the Depositary adjudge such a
draft Protocol ripe for adoption, the Depositary shall
convene a diplomatic conference for its adoption.
5. Once such a Protocol has been adopted, subject to
paragraph 6, this Convention shall apply to the category of
objects covered thereby.
6. Article 45 bis of this Convention applies to such a
Protocol only if specifically provided for in that
Protocol.
Article 52
Territorial units
1. If a Contracting State has territorial units in which
different systems of law are applicable in relation to the
matters dealt with in this Convention, it may, at the time of
ratification, acceptance, approval or accession, declare that
This Convention is to extend to all its territorial units or
only to one or more of them and may modify its declaration by
submitting another declaration at any time.
2. Any such declaration shall state expressly the territorial
units to which this Convention applies.
3. If a Contracting State has not made any declaration under
paragraph 1, this Convention shall apply to all territorial
units of that State.
4. Where a Contracting State extends this Convention to one
or more of its territorial units, declarations permitted
under this Convention may be made in respect of each such
territorial unit, and the declarations made in respect of one
territorial unit may be different from those made in respect
of another territorial unit.
5. If by virtue of a declaration under paragraph 1, this
The Convention extends to one or more territorial units of a
Contracting State:
a) the debtor is considered to be situated in a Contracting
State only if it is incorporated or formed under a law in
force in a territorial unit to which this Convention applies
or if it has its registered office or statutory seat, centre
of administration, place of business or habitual residence in
a territorial unit to which this Convention applies;
b) any reference to the location of the object in a
Contracting State refers to the location of the object in a
territorial unit to which this Convention applies; and
c) any reference to the administrative authorities in that
Contracting State shall be construed as referring to the
administrative authorities having jurisdiction in a
territorial unit to which this Convention applies.
Article 53
Determination of courts
A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to the Protocol,
declare the relevant "court" or "courts" for the purposes of
Article 1 and Chapter XII of this Convention.
Article 54
Declarations regarding remedies
1. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to the Protocol,
declare that while the charged object is situated within, or
controlled from its territory the chargee shall not grant a
lease of the object in that territory.
2. A Contracting State shall, at the time of ratification,
acceptance, approval of, or accession to the Protocol,
declare whether or not any remedy available to the creditor
under any provision of this leave of the court.
Article 55
Declarations regarding relief pending final determination
A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to the Protocol,
declare that it will not apply the provisions of Article 13
or Article 43, or both, wholly or in part. The declaration
shall specify under which conditions the relevant Article
will be applied, in case it will be applied partly, or
otherwise which other forms of interim relief will be
applied.
Article 56
Reservations and declarations
1. No reservations may be made to this Convention but
declarations authorised by Articles 39, 40, 50, 52, 53, 54,
55, 57, 58 and 60 may be made in accordance with these
provisions.
2. Any declaration or subsequent declaration or any
withdrawal of a declaration made under this Convention shall
be notified in writing to the Depositary.
Article 57
Subsequent declarations
1. A State Party may make a subsequent declaration, other
than a declaration authorised under Article 60, at any time
After the date on which this Convention has entered into
force for it, by notifying the Depositary to that effect.
2. Any such subsequent declaration shall take effect on the
first day of the month following the expiration of six months
After the date of receipt of the notification by the
Depositary. Where a longer period for that declaration to
take effect is specified in the notification, it shall take
effect upon the expiration of such longer period after
receipt of the notification by the Depositary.
3. Notwithstanding the previous paragraphs, this Convention
shall continue to apply, as if no such subsequent
declarations had been made, in respect of all rights and
interests arising prior to the effective date of any such
subsequent declaration.
Article 58
Withdrawal of declarations
1. Any State Party having made a declaration under this
Convention, other than a declaration authorised under Article
60, may withdraw it at any time by notifying the Depositary.
Such withdrawal is to take effect on the first day of the
month following the expiration of six months after the date
of receipt of the notification by the Depositary.
2. Notwithstanding the previous paragraph, this Convention
shall continue to apply, as if no such withdrawal of
the Declaration had been made, in respect of all rights and
interests arising prior to the effective date of any such
withdrawal.
Article 59
Denunciations
1. Any State Party may denounce this Convention by
notification in writing to the Depositary.
2. Any such denunciation shall take effect on the first day
of the month following the expiration of twelve months after
the date on which notification is received by the
Depositary.
3. Notwithstanding the previous paragraphs, this Convention
shall continue to apply, as if no such denunciation had been
made, in respect of all rights and interests arising prior to
the effective date of any such denunciation.
Article 60
Transitional provisions
1. Unless otherwise declared by a Contracting State at any
time, the Convention does not apply to (a) pre-existing right
or interest, which retains the priority it enjoyed during the
applicable law before the effective date of this
Convention.
2. For the purposes of Article 1 (v) and of
determining priority under this Convention:
a) "effective date of this Convention" means in relation to a
debtor the time when this Convention enters into force or the
time when the State in which the debtor is situated becomes a
Contracting State, whichever is the later; and
(b)) the debtor is situated in a State where it has its centre
of administration or, if it has no centre of administration,
its place of business or, if it has more than one place of
business, its principal place of business or, if it has no
place of business, its habitual residence.
3. A Contracting State may in its declaration under paragraph
1 specify a date, not earlier than three years after the date
on which the declaration becomes effective, when this
Convention and the Protocol will become applicable, for the
purpose of determining priority, including the protection of
any existing priority, to pre-existing rights or interests
arising under an agreement made at a time when the debtor was
situated in a State referred to in sub-paragraph (b) of the
preceding paragraph but only to the extent and in the manner
specified in its declaration.
Article 61
Review Conferences, amendments and related matters
1. The Depositary shall prepare reports yearly or at such
other time as the circumstances may require for the States
Parties as to the manner in which the international regime
established in this Convention has operated in practice. In
preparing such reports, the Depositary shall take into
account the reports of the Supervisory Authority concerning
the functioning of the international registration system.
2. At the request of not less than twenty-five per cent of
the States Parties, Review Conferences of States Parties
shall be convened from time to time by the Depositary, in
consultation with the Supervisory Authority, to consider:
a) the practical operation of this Convention and its
effectiveness in facilitating the asset-based financing and
leasing of the objects covered by its terms;
b) the judicial interpretation given to, and the application
made of the terms of this Convention and the regulations;
c) the functioning of the international registration system,
the performance of the Registrar and its oversight by the
The Supervisory Authority, taking into account the reports of the
Supervisory Authority; and
d) whether any modifications to this Convention or the
arrangements relating to the International Registry are
desirable.
3. Subject to paragraph 4, any amendment to this Convention
shall be approved by at least a two-thirds majority of States
Parties participating in the Conference referred to in the
preceding paragraph and shall then enter into force in
respect of States which have ratified, accepted or approved
such amendment when ratified, accepted, or approved by three
States in accordance with the provisions of Article 49
relating to its entry into force.
4. here the proposed amendment to this Convention is intended
to apply to more than one category of equipment, such
amendment shall also be approved by at least a two-thirds
majority of States Parties to each Protocol that are
participating in the Conference referred to in paragraph 2.
Article 62
Depositary and its functions
1. Instruments of ratification, acceptance, approval or
accession shall be deposited with the International Institute
for the Unification of Private Law (UNIDROIT), which is
hereby designated the Depositary.
2. The Depositary shall:
a) inform all Contracting States of:
(i) each new signature or deposit of an instrument of
ratification, acceptance, approval or accession, together
with the date thereof;
(ii) the date of entry into force of this Convention;
(iii) each declaration made in accordance with this
Convention, together with the date thereof;
(iv) the withdrawal or amendment of any declaration, together
with the date thereof; and
(v) the notification of any denunciation of this Convention
together with the date thereof and the date on which it takes
effect;
b) transmit certified true copies of this Convention to all
Contracting States;
(c)) provide the Supervisory Authority and the Registrar with (a)
copy of each instrument of ratification, acceptance, approval
or accession, together with the date of deposit thereof, of
each declaration or withdrawal or amendment of a declaration
and of each notification of denunciation, together with the
date of notification thereof, so that the information
contained therein is easily and fully available; and
d) perform such other functions customary for depositaries.
In WITNESS WHEREOF the undersigned Plenipotentiaries, having
been duly authorised, have signed this Convention.
DONE at Cape Town, this sixteenth day of November, two
thousand and one, in a single original in the English,
Arabic, Chinese, French, Russian and Spanish languages, all
texts being equally authentic, such authenticity to take
effect upon verification by the Joint Secretariat of the
The Conference under the authority of the President of the
Conference within ninety days hereof as to the conformity of
the texts with one another.
CONVENTION
IF INTERNATIONAL SECURITY RIGHTS IN MOVABLES
THE STATES PARTIES TO THIS CONVENTION;
Is aware that the acquisition and utilization of solving things by
great value or of particular economic importance should be able to
be financed effectively,
REALIZE the benefits of leasing and financing secured by
the assets in question and is keen to facilitate the
This type of transaction by establishing clear
rules for the same,
Is aware of the need to ensure that the security right in the
such movables are recognised and protected worldwide,
To ensure that all interested parties are enjoying mutual
economic benefits,
Is convinced that it is necessary that the rules will be
into account the principles underlying leasing
and funding with the current assets as collateral,
and that principle regarding parties ' independence are respected,
Is aware that a specific legal framework should
be established for international security interests in such loose
things and that an international registration system should
formed to protect these rights,
HAVE to TAKE ACCOUNT of the objectives and principles set out in the existing
conventions on movable objects,
Agreed upon the following provisions:
Chapter I
Scope of application and general provisions
Article 1
Definitions
Unless otherwise indicated by the context referred to in this
Convention (the Convention) with:
a pledge agreement) Agreement: agreement with reservation of title or
lease agreements;
b) transfer: an agreement whereby
the transferee, either as security for an obligation
or otherwise, receive the associated rights, with
or without the transfer of the international
the security right;
c) related rights: the right to payment or to
other performance by a debtor under an agreement secured
of or relating to the item;
d) commencement of insolvency proceedings "means the time when the
insolvency proceedings shall be deemed to have commenced under the applicable
insolvency law;
e) buyer with subject: buyer under an agreement with
retention of title;
f) seller subject: seller under a contract with
retention of title;
g) sales agreement: agreement for the sale of
objects, by a seller to a buyer, other than a contract such as the
referred to in (a) above;
h) Court: a court in, or an arbitration board appointed
by, a Contracting State;
in: a security holder) creditor under a pledge agreement, a
seller with reservation of title or a lessor under
a lease;
j) debtors: collateral providers according to a pledge agreement, a
a buyer under an agreement with reservation of title, a
a lessee under a leasing agreement or a person whose
the right to specific objects are loaded by the registration bar
legal rights or security interest;
k) insolvency administrator: the person with the authority to deal with
the reorganisation or liquidation, even if he is
appointed on an interim basis, and includes a debtor who is in
possession of the current item, provided that this is
consistent with the applicable insolvency law;
l) insolvency proceedings: bankruptcy, liquidation or other
judicial or administrative proceedings, including
interim procedures, whereby the debtor's assets and
movement is controlled or supervised by a Court of
the reorganisation or liquidation;
m) interested people:
(i) the debtor;
(ii) any person who, in order to ensure proper performance of the
obligation towards the creditor surety, set or
allowed to issue a guarantee, letter of credit, or any
other form of credit insurance;
(iii) any other person with any kind of right in the object;
n) internal transaction: transaction of the kind referred to in
Article 2 (2) (a) to (c), provided that the Centre for the
main interests of all parties in the transaction
are in the same State party when the contract is entered into, and
that object (which shall be deemed to be in the State that follows
of the provisions of the Protocol) is in the State at the
opportunity, and the security interest arising from the
the transaction has been entered in a national register of
State, and the State has made a declaration pursuant to article
50 (1);
o) international security interest: a security interest as
covered by article 2 and held by a creditor;
p) international register "means the international register
established for the application of the Convention or for
the Protocol;
q) leases: agreements, which means that a person
(the lessor) grants tenure or use rights
object (with or without the option to purchase) to another person
(lessee) to the payment of rent or any other form of
compensation;
r) national security interest: a security interest in respect of
the object, which is raised by an internal transaction that
covered by a declaration under article 50 (1);
s) legal right or security right: right or
a security interest that follow directly of the law of a Contracting
State issued declaration under article 39, for security
for the correct fulfilment of an obligation, including
obligations vis-à-vis a State, a State body or a
intergovernmental or private organisation;
t) communication on national security law: the message that
a national security law has been formed, which has
recorded or to be recorded in the international
Register;
u) objects: objects that belong to one of the categories
subject to the provisions of article 2;
v) existing rights or security interest: a
right or security right, regardless of type, object
What is formed or arose prior to the date on which the Convention
enters into force in accordance with article 60 (2) (a);
w) compensation: compensation in the form of money, or in other
form, for certain items, due to the fact that this completely or
partial loss or destruction, in whole or in part
forfeited, seized, or confiscated;
x) future transfers: transfers to be carried out first
After a certain action has been taken or specific event
occurred, regardless if it is clear that the operation will
taken or event will occur;
y) future international interests: international
a security interest to be granted in particular item only after the
to a particular action taken or particular event
(which could include a creditor's acquisition of object),
No matter if it is clear that action will be taken, or
the event will occur;
z) future sales: sales to be implemented first
After that an action or event
occurred, regardless if it is clear that the operation will
taken or event will occur;
AA) Protocol: Protocol for each category of
assets and rights, which are covered by
The Convention;
BB) registered: registered in the international register
According to chapter V;
CC) registered security right: an international
a security interest, a registration carried legal right or
a security interest or a national security interest set out in
a message on national security law and registered
According to chapter V;
DD) registration carried legal right or security interest: legal
right or security right that can be registered as a
declaration deposited in accordance with article 40;
EE) Registrar: concerning the Protocol, the person or
bodies referred to in the respective protocols, or designated pursuant to
of article 17 (2) (b);
FF) Regulations: the regulations regulatory authority
establishes or approves under the respective protocols;
Gg) sales: the transition of ownership of the object
According to a sales agreement;
HH) secured obligation: the obligation for the
security interest secured;
II) pledge agreement: agreement under which a debtor grants or
undertakes to grant a right (including also
ownership) to the particular object to a creditor to
ensure the correct performance of the debtor's, or other
persons, existing or future obligations;
JJ) lien: a security interest arising out of a
pledge agreement;
KK) regulatory authority: regarding each protocol, the
regulatory authority referred to in article 17 (1);
LL) agreement with reservation of title: sales agreement relating
particular object and means that ownership is not transferred until
the terms of the agreement are met;
mm) non-registered security interest: conventional
the security right or legal rights or security interest (with
the exception of the security interest or right referred to in article 39)
which has not been registered, whether this is possible or
not according to Convention; and
nn) writing: data (including data communicated
by teletransmission) which is presented in written form
or in another form that can be converted into written form
at a later date, of which reasonably indicate that a person
approved data.
Article 2
The international security law
1. The Convention establishes a procedure for the appearance of
an international security interest in certain categories of loose
things and rights, and regulated
the effects of these security rights.
2. for the purposes of the Convention, an international interests in
solve things, a security interest arising under article 7,
in some identifiable asset of a kind mentioned in
paragraph 3 and subject to the present Protocol provided
to safety:
a) made by a safety switch under a pledge agreement,
b) held by a person who is the seller under a contract with
reservation of title, or
c) held by a person who is the lessor under a
Leasing agreements.
A security interest as covered by point (a) of this paragraph may
at the same time not covered by point (b) or (c).
3. The categories referred to in the preceding paragraphs are:
a) aircraft hulls, aircraft engines and helicopters;
b) rulllande railway equipment; and
c) space objects.
4. The issue of a security as referred to in point 2 are covered by the
point (a), (b) or (c) shall be determined according to the applicable
team.
5. An international safety law in relation to the item includes
even the return of this item.
Article 3
Scope of application
1. the Convention is applicable when the debtor is in
a Contracting State at the time of the conclusion of the
Agreement establishing the international safety law
arise.
2. The Convention applies even if the creditor is
in a non-Contracting State.
Article 4
The debtor's place of residence
1. in the case of article 3 (1), the debtor is deemed to be
in Contracting State
(a)) in which the debtor has been formed,
(b)) in which the debtor has its registered address or
registered office,
(c)) in which the Head Office of the debtor is situated, or
(d)) in which the debtor's place of business is located.
2. With the establishment referred to in point (d) of the preceding subparagraph referred to,
in cases where the debtor has more than one place of business, his
principal place of business, or, if the establishment is missing,
his place of residence.
Article 5
Interpretation and applicable law
1. In the interpretation of the Convention should take into account its
purposes such as those expressed in the preamble, its
international character and to the need to promote
consistency and predictability in the application.
2. Issues within the area covered by the Convention, which
not explicitly, is determined according to the text, shall be governed by
the General principles underlying the Convention
or, in other cases, in accordance with applicable law.
3. With reference to applicable law "means the national
law applicable under private international law
in the State of the court seised (of the forum state).
4. where a State comprises several territorial areas, which have
own framework for the question that must be examined, and if the
missing indication of the relevant territorial area, to the right of the
the current state is applied to determine which
territorial area provisions to be implemented. If
such provisions are missing, right in the territorial
area that is most closely connected to the case is applied.
Article 6
The relationship between the Convention and the Protocol
1. The Convention and the Protocol shall be read and construed as an
instruments.
2. In cases where the Convention and the Protocol are mutual
contrary to the Protocol shall prevail.
Chapter II
The nature of international security
Article 7
Form requirements
A security right is an international security right under the
The Convention, if the agreement by which the security right follows,
or in which the security right is provided,
(a)) shall be concluded in writing;
(b)) refers to the object over which the collateral provider, seller
reservation of title or the lessor has the opportunity to
dispose of;
c) identifies the item, in accordance with the Protocol
provisions; and
d) if the agreement is a pledge agreement, makes it possible to
establish the secured obligations but that it is
necessary to establish a specific amount, or the highest
amount secured.
Chapter III
Actions for breach of contract
Article 8
Measures which the security holder may take
1. Breach of contract according to article 11, the security holder,
provided that the collateral provider consent, and with
subject to any declaration that a Contracting State may
submit under article 54, take one or more of the following
measures:
(a) take possession of the pledged object) or take control of
the;
b) sell or lease such object;
c) benefit from any form of income or yield
follows from the management or use of the object.
2. Alternatively, the security holder may request that a court should
allow or decide that any of the measures referred to in
the previous paragraph may or should be taken.
3. All measures provided for in paragraph 1 (a) (b) and (c)
or in article 13 shall be taken on a commercially reasonable
way. An action shall be deemed to have been taken on a business
reasonable manner if the action has been taken in accordance with
the provisions of the security agreement, unless that provision
are manifestly unreasonable.
4. Security holder who intends to sell or lease
the item referred to in paragraph 1, shall within a reasonable time notify
this to:
a) interested persons referred to in article 1 (m) (i) and (ii); and
b) interested persons referred to in article 1 (m) (iii) which, in the reasonable
time prior to the sale or lease has informed the
security holder of his rights.
5. The amounts of the security holder obtains by any measure
provided for in paragraphs 1 or 2, shall be used to cover
the secured obligations.
6. If the amount which the security holder will receive as a result of
any measure provided for in paragraph 1 or 2 exceed
the amount has been secured and the reasonable costs
any of these actions reasonably implies, and if not
the Court of Justice provides otherwise, the security holder shall distribute
the surplus in the order of priority among the holders of
security rights with lower priority either
been registered, or that the security holder has been informed of,
and pay any remained to the collateral provider.
Article 9
Transition of property rights restitution; redemption
1. the safety holder and all interested persons may
any time after the breach referred to in article 11 have
occurred, agree that title to the secured object
(or other right which the guarantor has to object)
to turn to the security holder that redress, in whole or in
in part, of the secured obligations.
2. the Court may, upon request from the holder,
decide that the title to the secured object (or other
the right which the guarantor has to object) must be released
to the security holder that redress, in whole or in part, for
the secured obligations.
3. the Court shall grant the security holder's request pursuant to
the preceding paragraph only if the amount of the covered
the obligations are proportional to the object's value,
having regard also to the payment
security holder should make sure any interested
the persons.
4. The collateral provider, together with any interested person is entitled
that, at any time after the breach occurred under
Article 11, but before the sale of the secured
the availability and prior to a decision under paragraph 2, get
safety released by paying the secured
the amounts. This does not apply when the safety holder met
lease agreements in accordance with article 8 (1) (b), or when the Court
decided on the security holder's right to lease out the object
pursuant to article 8 (2). If another person than
collateral provider after the breach to pay it
covered amount in its entirety, must be exercised in
security holder's right.
5. ownership or other right or security right as
collateral provider has released by sale pursuant to
Article 8 (1) (b), or in accordance with paragraphs 1 or 2 of
This article should not be overloaded with other rights
or security rights than those security holders
the security right had priority over under the provisions of
Article 29.
Article 10
Measures that may be taken by a seller with a retention of title
or lessor
1. Breach of contract according to article 11 concerning contracts with
retention of title or lease contract, the seller may, with
reservation of title, and the lessor:
(a)) subject to any declaration that a
a Contracting State may make under article 54, terminate the
the agreement and take possession of the item or freely dispose of
the item; or
b) request that a court should allow or decide on any
of the above measures.
Article 11
The concept of breach of contract
1. The creditor and the debtor may at any time in writing
agree on circumstances involving breach of contract,
or if other circumstances in which the rights and
the measures provided for in articles 8 to 10 and article 13 shall be
applicable.
2. where such an agreement exists, the concept of breach of contract
in the case of articles 8 to 10 and article 13 refer to
breach of contract whereby the creditor considerably
deprived of the creditor is rightfully expect that the contract
gives the creditor the right to.
Article 12
In other available actions
Other measures permitted under the applicable
law, including measures that the parties have agreed,
may be taken unless they are inconsistent with Chapter
mandatory provisions as set out in article 15.
Article 13
Interim measures
1. Subject to any explanations that may be emitted
According to article 55, each Contracting State shall take care
to a creditor, which can prove that the debtor does not have
fulfilled its obligations, pending the final review
of the creditor's requirements and provided that the debtor has at any
point given his consent thereto, promptly to
to obtain a decision from a court if one or more of the following
measures if they are requested by the creditor:
a) measures intended to preserve the object and its value;
b) right for the creditor to take possession of the object, or take
control over, or let the store object;
c) retention of the item;
d) lease or, except in the cases referred to in points (a) to (c)
above, take control of the management of, along with the revenue
and return from, the object.
2. the Court, when deciding on the measures referred to in
previous paragraph, also decide if the conditions which the Court
deem necessary to protect the persons concerned for
in the event that the creditor:
(a)) when these measures are implemented, failing to fulfil
any of its obligations under the Convention or
the Protocol vis-à-vis the debtor; or
b) wholly or partly unable to substantiate their claims, when
the matter will be settled definitively.
3. Before the Court decides that the measures referred to in paragraph 1,
the Court may require the persons concerned to be informed of
request.
4. the provisions of this article shall not affect the
the application of article 8 (3) or limit the Court's
the power to decide on other interim measures than those
referred to in paragraph 1.
Article 14
Procedural requirements
Subject to article 54 (2), to the measures
provided for in this chapter shall be taken in accordance with the
procedural provisions applicable under the law of the
place where the measures to be taken.
Article 15
Exception
Two or more parties who are affected by the provisions of this
Chapter may at any time agree in writing
exceptions to any of the preceding provisions or
change the effects of these, with the exception of articles 8 (3)
to (6), 9 (3) and (4), 13 (2) and 14.
Chapter IV
The international registration system
Article 16
The international register
1. An international registry shall be established for
the registration of:
a) international security interests, future international
security rights and registration only legal rights
b) acquisitions and future transfers of international
security interests;
c) acquisitions of international security interests as a result of
law or contractual subrogation under the applicable law;
d) messages about national security interests; and
e) efterställande of such security rights referred to above.
2. Different international registries may be established for the different
categories of object and associated rights.
3. for the purposes of this chapter and chapter V, ' registration also
alteration, extension or revocation of a registration,
Depending on the context.
Article 17
The supervisory authority and the Registrar
1. The supervisory authority shall be appointed in accordance with
Protocol.
2. the supervisory authority shall:
(a)) establish, or have set up, the international
Register;
b) subject to the provisions of the Protocol, appoint and
dismiss the Registrar;
c) ensure that the rights that are required for an effective
operation of the international registry in the event of a change of
Registrar, can be carried over or transferred to the new
the Registrar;
d) after consultation with the States parties and with the
application of the Protocol formulate or approve a
regulatory framework for the operation of the international registry;
and ensuring that the regulations are published;
e) establish administrative procedures for
the supervisory authority, for handling complaints relating to
the operation of the international registry;
f) supervise the Registrar's activities and the operation of
the international register;
g) at the request of the Registrar, give the Registrar directives
the regulator considers appropriate;
h) determine and regularly review the fee structure for
the international registry services;
I) take the necessary measures to ensure that an effective
electronic system for the registration of security rights
exist, for the implementation of the Convention and
the Protocol's objectives; and
j) periodically report to the Contracting
States how the authority to fulfil the obligations imposed on
The Convention and the Protocol.
3. the supervisory authority may conclude the contracts necessary for
performance of its tasks, including the contracts referred to in
Article 27 (3).
4. the supervisory authority shall have full ownership of the
international registry databases and archives.
5. The Registrar shall ensure the efficient operation of the
the international registry and perform the tasks
the Agency has assigned to the Convention, the Protocol and the
the regulatory framework.
Chapter V
Other matters relating to registration
Article 18
Conditions for registration
1. The Protocol and regulations shall include conditions, including
different criteria for the identification of the object, for:
(a) registration including the conditions under which consent shall
be disclosed prematurely, when required to do so by
Article 20);
b) searches and issuing search certificates; and,
(c)) to ensure that information and documents in the
International register, with the exception of data and
documents relating to a registration, shall be covered by professional secrecy.
2. The Registrar shall not be obliged to check whether the
consent to registration actually has exited or is
valid under article 20.
3. If a future international security right passes to the
to become an international interests, then no other
registration, provided that the registration is
sufficient to grant registration as a
international interests.
4. The Registrar shall arrange for registrations to be introduced in
the international register database and is searchable in the
chronological order of receipt, and the date and
time of receipt will be introduced in the Act.
5. In the Protocol may provide that a Contracting State
on their territory may designate one or more bodies to
contact points which shall be responsible for transmitting the
data required for registration to the international
the registry. A Contracting State which designates a contact point
may specify the conditions that must be met before
the data is transmitted to the international registry.
Article 19
Validity and time of registration
1. a registration shall be valid, it must be done
in accordance with the provisions of article 20.
2. A registration provided that it is valid, is
complete when the prescribed information has been entered in the
International register databases so that it can be
searchable.
3. A registration are searchable when:
a) registration has been awarded an instrument serial number in the
International register, and
(b)) the information has been registered, including
Act sequence number, is stored in durable form and is available
in the international register.
4. If a security interest which was first recorded as a
future international security interest becomes an international
a security interest in, the international safety law
be treated as if it were registered at the time of
the registration of future international
the security law, provided that the registration was still
was applicable immediately before the international
the security law was established in accordance with article 7.
5. The preceding paragraph shall apply, with due
adjustments, upon registration of a future transfer of
an international interests.
6. A registration shall be searchable in the international
the registry's database in accordance with the conditions laid down in
Protocol.
Article 20
Consent to registration
1. An international interests, a future
international security interest or a transfer or a
future transfer of international interests,
to be registered, and the registration may be amended or extended
before it expires, by either party with the counterparty's
written consent.
2. Efterställandet of the international interests in
benefit of another international interests, can
be registered by the person whose security right has
subordinate or with his written consent.
3. A registration may be de-registered by the to whose benefit
the recording has been made, or with his written
consent.
4. The acquisition of an international security law by law-
or contractual subrogation may be registered by the
assuming the security right or the right.
5. The registration bar legal right or security interest
may be registered by the holder.
6. A notice of a national safety law,
be registered by the holder of the security right.
Article 21
Registration's validity period
Registration of an international security interest is valid
until the deregistered or until the period of validity
specified in the registration has expired.
Article 22
Searches
1. every person, by electronic means, in accordance with the detailed
the provisions of the Protocol and the regulatory environment, seek or
request a search of the international register in respect of
security rights or future international
securities that are registered there.
2. When the Registrar receives a lookup request concerning
object to it, in accordance with the detailed provisions of
the Protocol and the regulations, by electronic means, issue a
certificate of search in the register;
(a)) that will contain all records regarding
the object, as well as an indication of the date and time of
the registration of the data; or
b) certifying that the information about the item is missing in the
International Register.
3. A search certificate issued under the preceding
paragraph shall indicate that the creditor set out in
the registration information has acquired or intends to
acquire an international security interest in the object, but should
does not specify whether the alert relates to an international
a security interest or a future international interests,
Although this can be decided on the basis of registered
tasks.
Article 23
List of declarations and legal rights or
security rights
The Registrar shall establish a list of declarations,
withdrawals of declarations as well as categories of legal
rights or protective rights which have been notified to the
authority by the depositary as provided by the
Contracting States in accordance with articles 39 and
40, with the date of each declaration or withdrawal of
Declaration. This list will be registered and made
searchable by name for the State which has issued the Declaration,
and shall be made available upon request, as closer
provisions of the Protocol and the regulations, for each
that request it.
Article 24
Evidentiary value of certificates
A document that satisfies the formal requirements of the regulatory framework and
is reported to be a certificate issued by the international
registry, is proof:
(a)) because it has been issued by the international
Register; and
(b)) for the tasks provided for in it, including the date and
time of registration.
Article 25
Cancellation of registration
1. where the obligations secured by a
registered security interest or the obligations provided
rise to a registered legal right or
the security right has been completed, or when the conditions of
the transition of ownership under a contract with
reservation of title have been fulfilled, the holder of the
the security law, without delay, take measures to suspend the
registration of debtor's written request submitted
to or received at the address specified in
the registration.
2. If a future international security interest or a
future transfer of international interests have
registered, the creditor or the person acquiring the future
without delay take steps to revoke the registration
on the future of the debtor's or assignor written
request that is submitted to or is received at the address
specified in the registration, if such a request is put forward before the
future creditor or assignee gave it to
be ensured, or pledged to do so.
3. where the obligations secured by a national
security law and as described in more detail in a registered
message on national security law has been completed, the
the holder of this security interest, without delay, take
action to set aside the registration of debtor's
written request that is submitted to, or received on the
address stated in the registration.
4. where a registration ought not to have been made, or if it is
incorrect, the person in whose favour the registration
made without delay take steps to suspend or
change registration at the written request of the debtor that
delivered to or received at its address stated in the
the registration.
Article 26
Access to the international register
No person may be refused access to the international
the registry's registration or search services unless
the person has failed to comply with the terms and conditions set forth in this
Chapter.
Chapter VI
The supervisory authority and the Registrar's privileges and
immunity
Article 27
Legal personality and privileges
1. the supervisory authority shall enjoy status as international
legal person if it does not already have it.
2. the supervisory authority, its management and employees should
enjoy the immunity from legal and administrative
measures as indicated in the Protocol's provisions.
3. a) the supervisory authority shall enjoy tax exemption and
other such privileges as stated in agreement with
the host State.
(b)) for the purposes of this paragraph, "host State", the State in which the
the supervisory authority is situated.
4. the assets, documents, data bases and archives belonging to the
the international register shall be inviolable and immune
against the seizure and other legal or administrative
measures.
5. a person who sues Registrar pursuant to article 28 (1)
or article 44, shall be entitled to have access to such
information and documents required to bring an action.
6. The supervisory authority may waive the inviolability and
immunity referred to in paragraph 4.
Chapter VII
Registrar's responsibility
Article 28
Liability and financial assurances
1. The Registrar shall be required to pay compensation for
damage caused to a person, if the damage is a direct result of
error or omission of the Registrar, its management or
employees, or deficiencies in the international
the registration system, unless the deficiencies were raised
through an inevitable event that it is unable to protect itself
received, and which could not be prevented by best General
applied practice with regard to the design and operation of
electronic records, including practice for backup and for
Security and network systems.
2. The Registrar shall not bear the liability under the preceding paragraph
for factual errors in the registration data received
or forwarded in the form in which they were received. Registrar
should not bear responsibility for the actions or circumstances
that neither it, its management or employees causes, and that
existed before the data on registration in the
International Register was received.
3. the Compensation referred to in paragraph 1 may be reduced in the
extent to which the injured party has caused or contributed
to the injury.
4. The Registrar shall take out insurance or provide themselves with a
guarantee covering the liability provided for in this article,
to the extent that the supervisory authority determines in accordance with
the provisions of the Protocol.
Chapter VIII
The international security and commercial effect
man
Article 29
Order of priority among competing security rights
1. a registered security right has priority over every
subsequently registered security interest and every unregistered
the security right.
2. The priority of the first-mentioned safety law in
the preceding paragraph applies:
a) even if the security right was obtained or recorded with
in fact, knowing the other security right;
(b) as regards such things as) also the holder of the first
registered security right also wrote, with knowledge of the
other security right.
3. The buyer of an object acquires its right to object:
a) loaded with the security interest that was registered in
the object is acquired, and
b) free from any non-registered security right, even if
the buyer has knowledge of such security interest.
4. the purchaser of an item with the title or
the lessee acquires rättten to the object:
a) loaded with the security interest that was registered before
the registration of the international safety law
the seller with a retention of title and the lessor
has; and
b) free of the security right that was not registered at the
the time of the acquisition, even though the buyer or lessee
had knowledge of such security interest.
5. The priority among competing security rights or
rights under this article may be amended by agreement
between the holders of such securities, but the acquirer
of a subordinated security interest is not bound by an agreement
If after position, unless the contract was registered at
the date of the transfer.
6. Priority under this article shall also apply to
Returns from the object.
7. the Convention:
a) does not affect a person's right to an item, other than
the object, which has been installed in an object, if the right to
subject-matter existed before installation, provided that rättten
to the subject-matter according to the applicable law will continue to apply
even after installation; and
(b)) shall not prevent the emergence of the rights in a
items, other than the object, which in the past has been
installed on an object, provided that the right has
incurred under applicable law.
Article 30
The effects of insolvency
1. In insolvency proceedings against the debtor a
international interests give preferential or
the separation right of security right was registered in accordance
with the Convention before insolvency proceedings were initiated.
2. nothing in this article shall affect the right of benefit or
the separation right of an international interests in a
insolvency proceedings if such right is provided under the
applicable law.
3. nothing in this article shall affect:
(a)) the application of the bankruptcy law on
recovery in bankruptcy; or
(b) the application of the procedural rules in force)
enforcement of the right to property
the insolvency administrator is controlling or supervising
over.
Chapter IX
The assignment of the associated rights and international
security interests; subrogationsrättigheter
Article 31
Effect of transfer
1. Unless otherwise agreed between the parties, a
the assignment of associated rights made in accordance
with article 32, even make it to the customer
transferred:
(a)) the associated international security law; and
b) all security interests and priorities
the transferor under the Convention.
2. nothing in this Convention prevents a partial transfer of
the transferor's rights. In such a partial
transfer the transferor and the transferee are free to agree on
their respective rights to the international
security right conferred pursuant to the preceding paragraph, however,
not in such a way that the debtor's financial position deteriorates
without his consent.
3. subject to paragraph 4, the debtor's objections and
right to set-off against the assignee subject to
applicable law.
4. the debtor may at any time, in writing, in whole or in
partially, renounce the right to object and the right to
set-off pursuant to the preceding paragraph. However, this does not
objections based on fraudulent behavior from
the transferee.
5. If the rights have been transferred to
Security for an obligation to return the assignor, in
If they are still there, when the obligations secured
through the transfer completed.
Article 32
Form of transfer
1. An assignment of the associated rights entails
transfer of the international security right in the object
only if:
a) transfer is concluded in writing;
b) transfer allows the identification of the related
rights arising from the contract; and
c) at the time of transfer to the security for an obligation, makes it
possible to determine, in accordance with the Protocol
obligations guaranteed by the transfer, without
an amount or a maximum safe amount must be specified.
2. An assignment of an international safety law
incorporated or provided for in a pledge agreement is not valid if
not all or certain related rights also
is transferred.
3. the Convention does not apply to the transfer of
related rights, if not the transfer allows
the current international safety law also
is transferred.
Article 33
The debtor's liability to the purchaser
1. To the extent that associated rights and the
international safety law has been transferred in accordance with the
articles 31 and 32, the debtor is bound by the assignment
and shall discharge the secured obligations towards
the acquirer, if and only if:
(a)) the debtor has been informed in writing of the transfer
by, or on behalf of, the transferor; and
(b)) the associated rights are identified in
the notification.
2. Independently of the other grounds to payment or
fulfilment of obligations by the debtor can be
with liberating effect, should the debtor to discharge the
secured obligations with liberating effect if there are
in accordance with the preceding paragraph.
3. nothing in this article shall affect the priority order
between competing businesses.
Article 34
Actions for breach of contract in connection with the transfer
Security
If the transferor fails to comply with its obligations
According to an assignment of associated rights and the
current international safety law, and the transfer
have been made to the security for an obligation, articles
8, 9 and 11 to 14 shall apply to the relationship between
assignor and assignee (and, in the case of the associated
rights, applicable to the extent that these
articles can be applied to intangible objects) that if
reference:
(a)) to the secured obligation and the security right
related to the obligation secured by the transfer of the
related rights, and the international
the security right and the security right that have formed through
the transfer;
(b)) to the security holder or creditor and to
collateral provider or to the debtor intended transferee
each transferor;
c) to the holder of the international safety law
intended transferee; and
(d)) to the item relating to the rights and the
current international safety law.
Article 35
The order of priority between competing
security transfers
1. If there are competing
the transfer of the associated rights and at least one of the
transfers include the current international
security law and is registered, the provisions of
Article 29 shall apply as if the reference to a registered
the security right was referring to the transfer of the
related rights and the current registered
the security law, and as if the reference to a registered
or non-registered security right was in reference to a
registered or non registered the transfer.
2. Article 30 applies to an assignment of the associated
rights as if the references to an international
the security right was referring to the transfer of the
related rights and the relevant international
the security law.
Article 36
Assignee's priority with respect to associated rights
1. The Assignee of associated rights and the current
international safety law, whose acquisition has
been registered, only has priority under article 35 (1)
over another assignee of the associated
rights:
(a)) on the agreement by which the associated
rights follow, indicating that the object represents security for
them or is connected to them; and
(b)) if the associated rights relating to a particular item.
2. Concerning (b) of the preceding paragraph, the associated
rights shall be deemed to refer to a particular object only in the
so far as they relate to the right to payment or performance
relating to:
a) an amount that has been paid and has been used for the acquisition
of the object;
b) an amount that has been paid and has been used for the acquisition
of another object, in which the assignor had a different
international security interest, if the assignor transferred the
security right of the transferee and the transfer has
registered;
c) purchase price of the item;
(d)) the rent for the item; or
e) other obligations arising from a transaction referred to in
This paragraph.
3. In all other cases, the order of precedence for
competing assignments of associated rights
be determined in accordance with applicable law.
Article 37
Effect of the transferor's insolvency
The provisions of article 30 are applicable to
insolvency proceedings against the assignor as if references
to the debtor were references to the assignor.
Article 38
Subrogation
1. subject to paragraph 2, nothing in this
The Convention affect the acquisition of rights and
the current international security law by law or
contractual subrogation.
2. The priority between a security right that is subject
the preceding paragraph and a competing security right can
be amended by agreement in writing between the holders of the
the respective security rights, but the purchaser of a
subordinated security interest is not bound by an agreement
After position, unless after the score was registered
at the time of the transfer.
Chapter X
Rights or security rights covered by
declarations by the Contracting States
Article 39
Rights that have priority without registration
1. A Contracting State may at any time, in a
Declaration shall be deposited with the depositary of the Protocol,
generally or specifically provide:
(a)) the categories of legal rights or protective rights
(apart from rights or securities in which
Article 40 applies) which under State law is
priority over a security interest in an item equal
with the security rights of a holder of a registered
international interests, and who should have priority
in front of a registered international interests, regardless of
in the case of insolvency or not; and
b) that nothing in this Convention shall affect the right of a
State, a State Agency, an intergovernmental organisation or
a private provider of public services to seize
or hold an object according to state laws, for
payment of debt to such a body, organisation or
provider, if the debt is directly attributable to the services
provided in respect of the object or a different
objects.
2. any declaration made under the preceding paragraph may
designed to cover categories occurring after
the deposit of the Declaration.
3. A legal right or security interest has priority
in front of an international security right if and only if the
legal right or security right of a category
covered by a declaration deposited prior to the
the registration of the international safety law.
4. Notwithstanding the preceding paragraph, a Contracting State at the
date of ratification, approval or accession
to the Protocol, declare that a right or
a security interest in a category covered by a declaration
submitted in accordance with paragraph 1 (a) shall have priority over a
international security interest that was registered prior to the date
for such a ratification, approval or accession.
Article 40
Legal rights or security dishes that can
registered
A Contracting State may at any time in a
declaration deposited with the depositary of the Protocol specify the
categories of legal rights or security rights in all
categories of objects that are to be registered under this
The Convention that if these rights or protective rights
where international security interests and should be treated as
such. Such a declaration may be amended over time.
Chapter XI
The application of the Convention to sales
Article 41
Sales and future sales
This Convention is applicable to the sale or
future sales of an item in accordance with
the provisions of the Protocol, with the restrictions as shown
there.
Chapter XII
Jurisdiction
Article 42
Choice of forum
1. Subject to articles 43 and 44, the courts in
a Contracting State in which the parties to a transaction have
chosen, have jurisdiction to hear all petitions
based on the provisions of the Convention, whether the selected
the Court has a connection with the parties or the transaction.
Such jurisdiction shall be exclusive unless the parties
agree otherwise.
2. the agreement conferring jurisdiction shall be in writing or
otherwise comply with the formal requirements of the law of the State where
the chosen court is located.
Article 43
Jurisdiction under article 13
1. the courts of a Contracting State, as designated by the
the parties and the courts of the Contracting State in which the
the object is located, shall have the authority to decide on the measures
referred to in article 13 (1) (a), (b), (c) and article 13 (4)
regarding the item.
2. The power to decide whether the measure is considered in article
13 (1) (d) or other interim measures under article
13 (4):
(a)) the parties ' choice of the courts; or
b) the courts of a Contracting State in whose territory the
the debtor resides, taking action under the terms of the
the decision, only enforceable in the Contracting
State territory.
3. a court has jurisdiction under the preceding paragraphs, even
If the final determination of a request referred to in
Article 13 (1) will, or may, be made by a Court of a
any other Contracting State or in arbitration.
Article 44
Power to take action against the Registrar
1. the courts situated where the Registrar has its
Head Office shall have exclusive jurisdiction to hear
Action for damages, or adopting measures, against
Registrar.
2. If a person does not comply with a request made pursuant to
Article 25 and that person no longer exists or cannot be
is found for an injunction to set aside the registration,
the courts referred to in the preceding paragraph have exclusive
permission to at the request of the debtor, or the future
the debtor shall submit to the Registrar to suspend the
the registration.
3. If a person fails to comply with an order of a court having
jurisdiction under this Convention or, in the case
If a national security law, a competent court decision
According to which the person ordered to amend or revoke a
registration, the courts referred to in paragraph 1 shall submit to the
the Registrar to take such measures as are necessary to
the execution of the decision.
4. subject to the preceding paragraphs, no court
take action, judgments or decisions directed towards
Registrar.
Article 45
Jurisdiction in insolvency proceedings
The provisions of this chapter do not apply to
insolvency proceedings.
Chapter XIII
Relation to other conventions
Article 45 bis
According to the United Nations Convention on the assignment of receivables
in international trade
The Convention shall prevail over the United Nations Convention on
the assignment of receivables in international trade, open
for signature in New York on 12 december 2001, in the
so far as it relates to the assignment of receivables which constitute
related rights relating to international
security interests in aviation objects, railway rolling stock
and space objects.
Article 46
Relationship with the Unidroit Convention on international
financial leasing
The Protocol may define the relationship between the Convention
and the Unidroit Convention on international financial
leasing, signed at Ottawa on 28 May 1988.
Chapter XIV
Final provisions
Article 47
Signature, ratification, acceptance, approval or
connection
1. This Convention is open for signature in
Cape Town on 16 november 2001 by States participating in the
Diplomatic Conference in Cape Town on October 29 to 16
November 2001 for the adoption of a Convention relating to solve
things and an air transport protocol. After 16 november 2001
the Convention shall be open for signature by all
States at the headquarters of the International Institute for
harmonisation of private law (Unidroit) in Rome until it
enters into force in accordance with article 49.
2. This Convention shall be subject to ratification, acceptance or
be approved by the States which have signed it.
3. All States that did not sign the Convention may
time thereafter join it.
4. Ratification, acceptance, approval or accession,
effect by the deposit of a formal document thereupon in
the depositary.
Article 48
Regional economic integration organisations
1. A regional economic integration organization, that
constituted by sovereign States and has competence in respect of certain
matters governed by the Convention may sign, accept and
approve the Convention or accede to it. In such
cases, the regional organization for economic
integration have the same rights and obligations as a
Contracting State, to the extent that the organization is
jurisdiction in matters governed by the Convention. When the number of
Contracting States shall be counted in accordance with the Convention, should:
the REIO does not
count as a Contracting State in addition to the
Member States which are Contracting States.
2. At the time of signature, acceptance, approval or
the connection to the regional organization for economic
integration, submit a declaration to the depositary
concerning the matters governed by the Convention, which
Member States delegated his powers to the organization.
The REIO to
without delay inform the depositary of any
changes in authorization delegation, including new
jurisdictional delegations.
3. a reference to a Contracting State, the Contracting
States, State party or States parties to the
The Convention shall also apply to a regional organization for
economic integration when this is clear from the context.
Article 49
Date of entry into force
1. This Convention shall enter into force on the first day of
the month following the deposit of three months has elapsed from the
the date on which the third instrument of ratification, acceptance,
approval or accession, however,
only in the case of a category of objects to which a
the Protocol is applicable:
(a)), from the entry into force of the said Protocol;
(b)) in accordance with the above provisions of the Protocol; and
c) as between the States parties to the Convention and
the said Protocol.
2. For other States, the Convention shall enter into force on the first
day of the month following the deposit of three months
elapsed after the day when the State's instrument of ratification, acceptance,
approval or accession, however,
only in the case of a category of objects to which a
the Protocol is applicable and, in the case of this Protocol, in
accordance with the conditions referred to in paragraphs (a) to (c) of the preceding
paragraph.
Article 50
Internal transactions
1. A Contracting State may, by ratification,
acceptance, approval of the Protocol or connection
to explain that the Convention is not to apply to a
internal transaction in relation to that State in
for all or certain types of objects.
2. The preceding paragraph notwithstanding, the provisions of
articles 8 (4), 9 (1), 16, chapter V, article 29 and all
the provisions of this Convention relating to registered
security rights apply to an internal transaction.
3. If a statement of national security law have
recorded in the international register, the priority
for the holder of the security interest referred to in article 29 is not
affected by this security interest held by another
person as a result of assignment or subrogation under the
applicable law.
Article 51
Upcoming Protocol
1. the depositary may create working groups, which, in cooperation
with such non-governmental organisations as the depositary
considers appropriate, to assess the possibility of extending the
the application of this Convention, through one or more
protocols, to objects of any category of
identifiable solve things of great value, together with the associated
rights, than the categories referred to in article 2 (3).
2. the depositary shall communicate the text of any preliminary
draft Protocol relating to a category of objects that
prepared by such a working group to all States
Parties to the Convention, all States members of the
depositary, all Member States of the United Nations
are not members of the depository and all relevant
intergovernmental organisations, and shall invite such States and
organisations to participate in intergovernmental negotiations in
intent to prepare draft protocols on the basis of
such a preliminary draft Protocol.
3. the depositary shall also communicate the text of any
preliminary draft protocol prepared by such
Working Group of the non-governmental organisations
the depositary considers appropriate. These non-governmental
organisations shall be invited without delay to the depositary
present their views on the text and as observers
participate in the preparation of a draft Protocol.
4. When the competent bodies of the depositary determines that a
such a draft protocol is ready to be adopted,
the depositary shall convene a diplomatic conference for the adoption
of the Protocol.
5. subject to paragraph 6, this Convention, when
a protocol has been adopted, apply to the category
of the objects referred to in the said Protocol.
6. Article 45 bis of this Convention are applicable to a
Protocol only if specifically provided for in
Protocol.
Article 52
Territorial units
1. If a Contracting State has territorial units in
What are the different legal systems applicable to matters
governed by this Convention, it may, upon ratification,
acceptance, approval or accession declare that it
This Convention shall be applicable in all its
territorial areas, or only in one or some of the
These, and may at any time modify this Declaration by
give a new explanation.
2. In such a declaration, it expressly stated in the
territorial areas this Convention shall be
applicable.
3. If a Contracting State has not made any
declaration under paragraph 1, this Convention shall apply
to all territorial areas of the State.
4. where a Contracting State extends the application of the
Convention to include one or more of its
territorial areas, the explanations can be given according to
The Convention is provided in respect of each of these
territorial areas, and given explanations concerning an
territorial area may have a different version than those who have
in a case regarding a particular territorial area.
5. If the Convention as an explanation that has been given
referred to in paragraph 1 are to be applied to one or more territorial
areas in any Contracting State:
(a)) shall be considered as being in the debtor a Contracting State
only if the debtor incorporated under the law of a territorial
area to which the Convention applies, or if
the debtor's registered office, headquarters, establishment or
habitual residence in a territorial area in which the Convention
shall apply;
(b)), any reference to the object's location in a
State party relate to the object's location in a territorial
area to which the Convention applies; and
(c)), any reference to the administrative authorities in the
Contracting State is perceived as the competent
administrative authorities of the territorial area within the
which the Convention shall apply.
Article 53
The establishment of courts
A Contracting State may, at the ratification, acceptance,
the approval of the Protocol or connection to this
explain which courts which are relevant for
the application of article 1 and chapter XII of this
Convention.
Article 54
Explanations about actions
1. A Contracting State may, by ratification,
acceptance, approval of the Protocol or connection
to explain to the security holder, when it
secured asset is situated on its territory, or
controlled from there, do not get the lease asset
territory.
2. A Contracting State shall, upon ratification,
acceptance, approval of the Protocol or connection
to explain about an action, at the creditor's
available under a provision of the Convention and whose
enforcement under these provisions does not require a
request of the Court, may be taken only after the Court's
consent.
Article 55
Explanations for interim measures before the decision of the
matter of fact
A Contracting State may, at the ratification, acceptance,
approval of, or accession to the Protocol, declare
that the State does not, or only partially, will apply
the provisions of article 13 or article 43, or both. By
the Declaration must indicate the conditions under which
the provisions of the relevant article will be applied,
If they are to be applied partly, or what other interim
measures that will be applied.
Article 56
Reservations and declarations
1. No reservation may be made to this Convention, but
declarations permitted under articles 39, 40, 50,
52, 53, 54, 55, 57, 58 and 60 may be released in accordance with these
provisions.
2. Any declaration or subsequent declaration,
withdrawal of declaration made under this Convention shall
be notified in writing to the depositary.
Article 57
Subsequent declarations
1. A Contracting State may at any time issue a
subsequent declaration, other than declarations to
Article 60, after the date of the entry into force of the Convention in
relative to the current state, through a notification thereof
to the depositary.
2. Any such subsequent declaration shall take effect on the first
day of the month following six months
elapsed from the date on which the depositary receipt
notification. If the notification stated that the Declaration should be
effect only after a longer period of time, the Declaration shall take effect
When the specified time period has elapsed from the time the
the depositary has received the notification.
3. Notwithstanding the previous paragraphs, this Convention shall continue to
shall apply as if such subsequent declaration have not been
provided, in respect of all rights or protective rights
incurred before the date on which the subsequent declaration
got the effect.
Article 58
Withdrawal of declarations
1. All the States parties has made a declaration
under the Convention, with the exception of one such declaration
may be released under article 60, may at any time revoke the
by a notification thereof to the depositary. Such a
the withdrawal shall take effect on the first day of the month
following the six months elapsed from the
date of receipt of the notification by the depositary.
2. Notwithstanding the previous paragraph, the Convention shall continue to
shall apply as if such an explanation has not been revoked, in
all rights or security rights arising
before the date on which the withdrawal was given effect.
Article 59
Termination
1. All States parties may denounce the Convention by
a written notification to the depositary.
2. Such denunciation shall take effect on the first day of the
month following a period of 12 months has elapsed
from the date on which the depositary received notification.
3. Notwithstanding the previous paragraphs, this Convention
continue to apply as if the denunciation had not been made,
in respect of all rights and security interests arising
before the date on which the termination was effective.
Article 60
Transitional provisions
1. Unless a Contracting State at any time
explain something else, the Convention does not apply to an
already existing rights or security interest, which
retain the priority it had by law prior to
the date on which the Convention was given effect.
2. For the purposes of article 1 (v) and the determination of the
priority under this Convention:
(a)), ' the date on which the Convention was given effect "in the case of
the debtor, either the time when the Convention enters into
force or the time when the State in which the debtor
finds itself becomes a Contracting State, in which case the date
falls last shall apply; and
(b)), the debtor is considered to be in a State in which his
Head Office is situated, or, if he has no head office,
his place of business, or if the debtor has more than one
place of business, its principal place of business or, if he
lacking establishment or his domicile is located.
3. A Contracting State may, in a declaration in accordance with paragraph
1 enter a date which shall not be less than three years after the
date when the declaration takes effect, from which
The Convention and the Protocol shall be applied in the case of
determining priority, including the protection of each already
existing priority, to pre-existing rights or
security rights created pursuant to an agreement entered into after
the debtor was in a State referred to in paragraph 2 (b), however,
only to the extent and in the manner set out in that
Declaration.
Article 61
Conferences for evaluation, changes and related
questions
The depositary shall annually, or with other suitable
interval of time, draw up reports addressed to the States
are parties on how the international order established
the Convention works in practice. The depositary shall
draw up reports with regard to the supervisory
reports on the operation of the international
the registration system.
2. At the request of at least twenty-five per cent of the States
Parties, the depositary, in consultation with the supervisory authority
organising regular evaluation conferences for those States
for review by:
a) how the Convention applied in practice and to the extent
funding to the security right in the assets and the lease of
objects that fall within the scope of the Convention
actually be facilitated by the Convention;
(b)) the legal interpretation and application of the Convention
and regulatory framework;
(c)) the international registration system,
Registrar's execution and supervision of the supervisory authority
the Registrar, on the basis of the reports of the supervisory authority;
and
d) the desirability of some change in this
Convention or the provisions of the international
the registry.
3. subject to paragraph 4, any amendment to this
Convention to be approved by at least a two-thirds majority of
the States parties participating in the Conference referred to in
the previous paragraph, and then enters into force in relation
to the States which have ratified, accepted or approved
This since it has been ratified, accepted or approved by the three
States in accordance with the provisions of article 49 of
The entry into force of the Convention.
4. It is intended that the proposed amendment of the
The Convention should apply to more than one category of
equipment, it shall also be approved by at least two
thirds majority of the States parties in each
Protocol and participating in the Conference referred to in paragraph 2.
Article 62
Depositary and its functions
1. instruments of ratification, acceptance, approval and
instruments of accession shall be deposited with the International
Institute for harmonisation of private law (Unidroit),
hereinafter referred to as the depositary.
2. the depositary shall:
a) notify all Contracting States of:
(i) each new signature or deposit of each new
instrument of ratification, acceptance, approval or
instrument of accession and the date of this signature
or this landfill;
(ii) the date of the entry into force of the Convention;
(iii) if any declaration made under the Convention and
of the date of this Declaration;
(iv) if any withdrawal or modification of the explanations,
as well as of the date of such withdrawal or modification;
and
(v) any notification of denunciation of the Convention as well as of the date
for such termination and if the day it takes effect;
(b) transmit certified true copies of the Convention) to all
Contracting States,
c) provide the supervisory authority and the Registrar with transcripts
of all the instruments of ratification, acceptance, approval or
accession, notify them of the date of the deposit
of these, about all the declarations, withdrawals and changes
of declarations and on all notices of termination, with
indication of the date of these notifications, so that the data in
These are simply and completely accessible, and
(d)) perform the other duties normally incumbent on
the depositaries.
In WITNESS WHEREOF, the undersigned Plenipotentiaries have
agents with the aid of appropriate full powers, have signed this
Convention.
In Cape Town on the 16th november two thousand one, in a single
copies in English, Arabic, Chinese, French, Russian and
Spanish languages, the texts all have equal validity, the
validation takes effect when the Conference's joint
Secretariat under the auspices of the President of the Conference
within 90 days from the date of this Act,
checked the mutual consistency of these
texts.
Annex 2
PROTOCOL
TO THE CONVENTION ON INTERNATIONAL INTERESTS IN MOBILE
EQUIPMENT ON MATTERS SPECIFIC TO AIRCRAFT EQUIPMENT
THE STATES PARTIES TO THIS PROTOCOL,
CONSIDERING it necessary to implement the Convention on
International Interests in Mobile Equipment (hereinafter
referred to as "the Convention") as it relates to aircraft
equipment, in the light of the purposes set out in the
preamble to the Convention,
MINDFUL of the need to adapt the Convention to meet the
particular requirements of aircraft finance and to extend the
sphere of application of the Convention to include contracts
of sale of aircraft equipment,
MINDFUL of the principles and objectives of the Convention on
International Civil Aviation, signed at Chicago on 7 December
in 1944,
HAVE AGREED upon the following provisions relating to
aircraft equipment:
Chapter In
Sphere of application and general provisions
Article In
Defined terms
1. In this Protocol, except where the context otherwise
requires, terms used in it have the meanings set out in the
Convention.
2. In this Protocol the following terms are employed with the
meanings set out below:
a) "aircraft" means aircraft as defined for the purposes of
the Chicago Convention which are either airframes with
aircraft engines installed thereon or helicopters;
b) "aircraft engines" means aircraft engines (other than
those used in military, customs or police services) powered
by jet propulsion or turbine or piston technology and:
(i) in the case of jet propulsion aircraft engines, have at
least 1750 lb of thrust or its equivalent; and
(ii) in the case of turbine-powered or piston-powered
aircraft engines, have at least 550 rated take-off shaft
horsepower or its equivalent, together with all modules and
other installed, incorporated or attached accessories, parts
and equipment and all data, manuals and records relating
thereto;
c) "aircraft objects" means airframes, aircraft engines and
helicopters;
d) "aircraft register" means a register maintained by a State
or a common mark registering authority for the purposes of
the Chicago Convention;
e) "airframes" means airframes (other than those used in
military, customs or police services) that, when appropriate
aircraft engines are installed thereon, are type certified by
the competent aviation authority to transport:
(i) at least eight (8) persons including crew; or
(ii) goods in excess of 2750 (99-lb), together with all
installed, incorporated or attached accessories, parts and
equipment (other than aircraft engines), and all data,
manuals and records relating thereto;
f) "authorised party" means the party referred to in Article
XIII (3);
g) "Chicago Convention" means the Convention on International
Civil Aviation, signed at Chicago on 7 December 1944, as
amended, and its Including;
h) "common mark registering authority" means the authority
maintaining a register in accordance with Article 77 of the
The Chicago Convention as implemented by the Resolution adopted
on 14 December 1967 by the Council of the International Civil
Aviation Organization on nationality and registration of
aircraft operated by international operating agencies;
in) "de-registration of the aircraft" means deletion or
removal of the registration of the aircraft from its aircraft
Register in accordance with the Chicago Convention;
j) "guarantee contract" means a contract entered into by a
person as guarantor;
k) "guarantor" means a person who, for the purpose of
assuring performance of any bond in favour of a
creditor secured by a security agreement or under an
Agreement, gives or issues a suretyship or demand guarantee
or a standby letter of credit or any other form of credit
insurance;
l) "helicopters" means heavier-than-air machines (other than
those used in military, customs or police services) supported
in flight chiefly by the reactions of the air on one or more
power-driven rotor on substantially vertical axes and which
are type certified by the competent aviation authority to
transport:
(i) at least five (5) persons including crew; or
(ii) goods in excess of 450 (99-lb), together with all
installed, incorporated or attached accessories, parts and
equipment (including rotor), and all data, manuals and
records relating thereto;
m) "insolvency-related event" means:
(i) the commencement of the insolvency proceedings; or
(ii) the declared intention to suspend or actual suspension
of payments by the debtor where the creditor's right to
Institute insolvency proceedings against the debtor or to
exercise remedies under the Convention is prevented or
suspended by law or State action;
n) "primary insolvency jurisdiction" means the Contracting
State in which the centre of the debtor's main interests is
situated, which for this purpose shall be deemed to be the
the place of the debtor's statutory seat or, if there is none,
the place where the debtor is incorporated or formed, unless
proved otherwise;
o) "registry authority" means the national authority or the
common mark registering authority, maintaining an aircraft
Register in a Contracting State and responsible for the
registration and the registration of an aircraft in accordance
with the Chicago Convention; and
p) "State of registry" means, in respect of an aircraft, the
State on the national register of which an aircraft is
entered or the State of location of the common mark
registering authority maintaining the aircraft register.
Article II
Application of Convention as regards aircraft objects
1. The Convention shall apply in relation to aircraft
objects as provided by the terms of this Protocol.
2. The Convention and this Protocol shall be known as the
Convention on International Interests in Mobile Equipment as
applied to aircraft objects.
Article III
Application of Convention to sales
The following provisions of the Convention apply as if
references to an agreement creating or providing for an
international interest were references to a contract of sale
and as if references to an international interest, a
prospective international interest, the debtor and the
creditor were references to a sale, a prospective sale, the
seller and the buyer respectively:
Articles 3 and 4;
Article 16 (1) (a);
Article 19 (4);
Article 20 (1) (as regards registration of a contract of sale
or a prospective sale);
Article 25 (2) (as regards a prospective sale); and
Article 30.
In addition, the general provisions of Article 1, Article 5,
Chapters IV to VII, Article 29 (other than Article 29 (3)
which is replaced by Article XIV (1) and (2)), Chapter X,
Chapter XII (other than Article 43), Chapter XIII and Chapter
XIV (other than Article 60) shall apply to contracts of sale
and prospective sales.
Article IV
Sphere of application
1. Without prejudice to Article 3 (1) of the Convention, the
The Convention shall also apply in relation to a helicopter, or
to an airframe pertaining to an aircraft, registered in an
aircraft register of a Contracting State which is the State
of registry, and where such registration is made pursuant to
an agreement for registration of the aircraft it is deemed to
have been effected at the time of the agreement.
2. For the purposes of the definition of "internal
the transaction "in Article 1 of the Convention:
a) an airframe is located in the State of registry of the
aircraft of which it is a party;
b) an aircraft engine is located in the State of registry of
the aircraft on which it is installed or, if it is not
installed on an aircraft, where it is physically located;
and
c) a helicopter is located in its State of registry,
at the time of the conclusion of the agreement creating or
providing for the interest.
3. The parties may, by agreement in writing, exclude the
application of Article XI and, in their relations with each
other, derogate from or vary the effect of any of the
the provisions of this Protocol except Article IX (2)-(4).
Article V
Formalities, effects and registration of contracts of sale
1. For the purposes of this Protocol, a contract of sale is
one which:
a) is in writing;
b) relates to an aircraft object of which the seller has
power to dispose; and
c) enables the aircraft object to be identified in conformity
with this Protocol.
2. A contract of sale transfers the interest of the seller in
the aircraft object to the buyer according to its terms.
3. Registration of a contract of sale remains effective
indefinitely. Registration of a prospective sale remains
effective unless discharged or until expiry of the term, if
any, specified in the registration.
Article VI
Representative capacities
A person may enter into an agreement or a sale, and register
an international interest in, or a sale of, an aircraft
object, in an agency, trust or other representative capacity.
In such case, that person is entitled to assert rights and
interests under the Convention.
Article VII
Description of aircraft objects
A description of an aircraft object that contains its
manufacturer's serial number, the name of the manufacturer
and its model designation is necessary and sufficient to
identify the object for the purposes of Article 7 (c) of the
Convention and Article V (1) (c) of this Protocol.
Article VIII
Choice of law
1. This Article applies only where a Contracting State has
made a declaration pursuant to Article XXX (1).
2. The parties to an agreement or a contract of sale, or a
related guarantee contract or subordination agreement may
agree on the law which is to govern their detailed rights
and bond, wholly or in part.
3. Unless otherwise agreed, the reference in the preceding
paragraph to the law chosen by the parties is to the domestic
rules of law of the designated State or, where that State
beginning several territorial units, to the domestic law of
the designated territorial unit.
Chapter II
Default remedies, priorities and assignments
Article IX
Modification of default remedies provisions
1. In addition to the remedies specified in Chapter III of
the Convention, the creditor may, to the extent that the
debtor has at any time so agreed and in the circumstances
specified in that Chapter:
a) procure the de-registration of the aircraft; and
b) procure the export and physical transfer of the aircraft
object from the territory in which it is situated.
2. The creditor shall not exercise the remedies specified in
the preceding paragraph without the prior consent in writing
of the holder of any registered interest ranking in priority
to that of the creditor.
3. Article 8 (3) of the Convention shall not apply to aircraft
objects. Any remedy given by the Convention in relation to an
aircraft object shall be exercised in a commercially
reasonable manner. A remedy shall be deemed to be exercised
in a commercially reasonable manner where it is exercised in
conformity with a provision of the agreement, except where
such a provision is manifestly the Defender's unreasonable behaviour.
4. A chargee giving ten or more working days ' prior written
notice of a proposed sale or lease to interested persons
shall be deemed to satisfy the requirement of providing
"reasonable prior notice" specified in Article 8 (4) of the
Convention. The foregoing shall not prevent a chargee and a
chargor or a guarantor from agreeing to a longer period of
prior notice.
5. The registry authority in a Contracting State shall,
subject to any applicable safety laws and regulations, honour
a request for de-registration and export if:
(a)) the request is properly submitted by the authorised party
under a recorded irrevocable deregistration and export
request authorisation; and
(b)) the authorised party certifies to the registry authority,
If required by that authority, that all registered interests
ranking in priority to that of the creditor in whose favour
the authorisation has been issued have been discharged or
that the holders of such interests have consented to the
de-registration and export.
6. A chargee proposing to procure the de-registration and
export of an aircraft under paragraph 1 otherwise than
pursuant to a court order shall give reasonable prior notice
in writing of the proposed deregistration and export to:
a) interested persons specified in Article 1 (m) (i) and (ii)
of the Convention; and
b) interested persons specified in Article 1 (m) (iii) of the
Convention who have given notice of their rights to the
chargee within a reasonable time prior to the de-registration
and export.
Article X
Modification of provisions regarding relief pending final
determination
1. This Article applies only where a Contracting State has
made a declaration under Article XXX (2) and to the extent
stated in such declaration.
2. For the purposes of Article 13 (1) of the Convention,
"speedy" in the context of obtaining relief means within such
number of working days from the date of filing of the
application for relief as is specified in a declaration made
by the Contracting State in which the application is made.
3. Article 13 (1) of the Convention applies with the following
being added immediately after sub-paragraph (d):
"(e) if at any time the debtor and the creditor specifically
agree, sale and application of proceeds therefrom ",
and Article 43 (2) applies with the insertion after the words
"Article 13 (1) (d)" of the words "and (e)".
4. Ownership or any other interest of the debtor passing on a
sale under the preceding paragraph is free from any other
interest over which the creditor's international interest has
priority under the provisions of Article 29 of the
Convention.
5. The creditor and the debtor or any other interested person
may agree in writing to exclude the application of Article
13 (2) of the Convention.
6. With regard to the remedies in Article IX (1):
a) they shall be made available by the registry authority and
other administrative authorities, as applicable, in a
Contracting State no later than five working days after the
creditor notifies such authorities that the relief specified
in Article IX (1) is granted or, in the case of relief granted
by a foreign court, recognised by a court of that Contracting
State, and that the creditor is entitled to procure those
remedies in accordance with the Convention; and
(b)) the applicable authorities shall expeditiously co-operate
with and assist the creditor in the exercise of such remedies
in conformity with the applicable aviation safety laws and
regulations.
7. Paragraphs 2 and 6 shall not affect any applicable
aviation safety laws and regulations.
Article XI
Remedies on insolvency
1. This Article applies only where a Contracting State that
is the primary insolvency jurisdiction has made a declaration
pursuant to Article XXX (3).
Alternative (A)
2. Upon the occurrence of an insolvency-related event, the
the insolvency administrator or the debtor, as applicable, shall,
subject to paragraph 7, give possession of the aircraft
object to the creditor no later than the earlier of:
(a)) the end of the waiting period; and
b) the date on which the creditor would be entitled to
possession of the aircraft object if this Article did not
apply.
3. For the purposes of this Article, the "waiting period"
shall be the period specified in a declaration of the
Contracting State which is the primary insolvency
jurisdiction.
4. References in this Article to the "insolvency
Administrator "shall be to that person in its official, not
in its personal, capacity.
5. Unless and until the creditor is given the opportunity to
take possession under paragraph 2:
(a)) the insolvency administrator or the debtor, as applicable,
shall preserve the aircraft object and maintain it and its
value in accordance with the agreement; and
(b)) the creditor shall be entitled to apply for any other
forms of interim relief available under the applicable law.
6. Sub-paragraph (a) of the preceding paragraph shall not
preclude the use of the aircraft object under arrangements
designed to preserve the aircraft object and maintain it and
the its value.
7. The insolvency administrator or the debtor, as applicable,
may retain possession of the aircraft object where, by the
time specified in paragraph 2, it has cured all defaults
other than a default constituted by the opening of insolvency
proceedings and has agreed to perform all future bond
under the agreement. A second waiting period shall not apply
in respect of a default in the performance of such future
bond.
8. With regard to the remedies in Article IX (1):
a) they shall be made available by the registry authority and
the administrative authorities in a Contracting State, as
applicable, no later than five working days after the date on
which the creditor notifies such authorities that it is
entitled to procure those remedies in accordance with the
Convention; and
(b)) the applicable authorities shall expeditiously co-operate
with and assist the creditor in the exercise of such remedies
in conformity with the applicable aviation safety laws and
regulations.
9. No exercise of remedies permitted by the Convention or
This Protocol may be prevented or delayed after the date
specified in paragraph 2.
10. No bond of the debtor under the agreement may be
modified without the consent of the creditor.
11. Nothing in the preceding paragraph shall be construed to
affect the authority, if any, of the insolvency administrator
under the applicable law to terminate the agreement.
12. No rights or interests, except for non-consensual rights
or interests of a category covered by a declaration pursuant
to Article 39 (1), shall have priority in insolvency
proceedings over registered interests.
13. The Convention as modified by Article IX of this Protocol
shall apply to the exercise of any remedies under this
Article.
Alternative B
2. Upon the occurrence of an insolvency-related event, the
the insolvency administrator or the debtor, as applicable, upon
the request of the creditor, shall give notice to the
creditor within the time specified in a declaration of a
Contracting State pursuant to Article XXX (3) whether it
will:
a) cure all defaults other than a default constituted by the
opening of insolvency proceedings and agree to perform all
future bond, under the agreement and related
transaction documents; or
b) give the creditor the opportunity to take possession of
the aircraft object, in accordance with the applicable law.
3. The applicable law referred to in sub-paragraph (b) of the
preceding paragraph may permit the court to require the
taking of any additional step or the provision of any
additional guarantee.
4. The creditor shall provide evidence of its claims and
proof that its international interest has been registered.
5. If the insolvency administrator or the debtor, as
applicable, does not give notice in conformity with paragraph
2, or when the insolvency administrator or the debtor has
declared that it will give the creditor the opportunity to
take possession of the aircraft object but fails to do so,
the court may permit the creditor to take possession of the
aircraft object upon such terms as the court may order and
may require the taking of any additional step or the
provision of any additional guarantee.
6. The aircraft object shall not be sold pending a decision
by a court regarding the claim and the international
interest.
Article XII
Insolvency assistance
1. This Article applies only where a Contracting State has
made a declaration pursuant to Article XXX (1).
2. The courts of a Contracting State in which an aircraft
the object is situated shall, in accordance with the law of the
Contracting State, co-operate to the maximum extent possible
with foreign courts and foreign insolvency administrators in
carrying out the provisions of Article XI.
Article XIII
De-registration and export request authorisation
1. This Article applies only where a Contracting State has
made a declaration pursuant to Article XXX (1).
2. Where the debtor has issued an irrevocable de-registration
and export request authorisation substantially in the form
annexed to this Protocol and has submitted such authorisation
for recordation to the registry authority, that authorisation
shall be so recorded.
3. The person in whose favour the authorisation has been
issued (the "authorised party") or its certified designee
shall be the sole person entitled to exercise the remedies
specified in Article IX (1) and may do so only in accordance
with the authorisation and applicable aviation safety laws
and regulations. Such authorisation may not be revoked by the
debtor without the consent in writing of the authorised
party. The registry authority shall remove an authorisation
from the registry at the request of the authorised party.
4. The registry authority and other administrative
authorities in Contracting States shall expeditiously
co-operate with and assist the authorised party in the
exercise of the remedies specified in Article IX.
Article XIV
Modification of priority provisions
1. A buyer of an aircraft object under a registered sale
acquires its interest in that object free from an interest
subsequently registered and from an unregistered interest,
even if the buyer has actual knowledge of the unregistered
interest.
2. A buyer of an aircraft object acquires its interest in
that object subject to an interest registered at the time of
its acquisition.
3. Ownership of or another right or interest in an aircraft
engine shall not be affected by its installation on or
removal from an aircraft.
4. Article 29 (7) of the Convention applies to an item, other
than an object, installed on an airframe, aircraft engine or
helicopter.
Article XV
Modification of assignment provisions
Article 33 (1) of the Convention applies as if the following
were added immediately after sub-paragraph (b):
"and (c) the debtor has consented in writing, whether or not
the consent is given in advance of the assignment or
identifies the assignee. "
Article XVI
Debtor provisions
1. In the absence of a default within the meaning of Article
11 of the Convention, the debtor shall be entitled to the
quiet possession and use of the object in accordance with the
agreement as against:
a) its creditor and the holder of any interest from which the
debtor takes free pursuant to Article 29 (4) of the Convention
or, in the capacity of buyer, Article XIV (1) of this
Protocol, unless and to the extent that the debtor has
otherwise agreed; and
(b)) the holder of any interest to which the debtor's right or
interest is subject pursuant to Article 29 (4) of the
Convention or, in the capacity of buyer, Article XIV (2) of
This Protocol, but only to the extent, if any, that such
holder has agreed.
2. Nothing in the Convention or this Protocol affects the
liability of a creditor for any breach of the agreement under
the applicable law in so far as that agreement relates to an
aircraft object.
Chapter III
Registry provisions relating to international interests in
aircraft objects
Article XVII
The Supervisory Authority and the Registrar
1. The Supervisory Authority shall be the international
the entity designated by a Resolution adopted by the Diplomatic
Conference to Adopt a Mobile Equipment Convention and an
Aircraft Protocol.
2. Where the international entity referred to in the
preceding paragraph is not able and willing to act as
Supervisory Authority, a Conference of Signatory and
Contracting States shall be convened to designate another
Supervisory Authority.
3. The Supervisory Authority and its officers and employees
shall enjoy such immunity from legal and administrative
process as is provided under the rules applicable to them as
an international entity or otherwise.
4. The Supervisory Authority may establish a commission of
experts, from among persons nominated by Signatory and
Contracting States and having the necessary qualifications
and experience, and entrust it with the task of assisting the
The Supervisory Authority in the discharge of its functions.
5. The first Registrar shall operate the International
Registry for a period of five years from the date of entry
into force of this Protocol. Thereafter, the Registrar shall
be appointed or reappointed at regular five-yearly intervals
by the Supervisory Authority.
Article XVIII
First regulations
The first regulations shall be made by the Supervisory
Authority so as to take effect upon the entry into force of
This Protocol.
Article XIX
Designated entry points
1. Subject to paragraph 2, a Contracting State may at any
time designate an entity or entities in its territory as the
entry point or entry points through which there shall or may
be transmitted to the International Registry information
required for registration other than registration of a notice
of a national interest or a right or interest under Article
40 in either case arising under the laws of another State.
2. A designation made under the preceding paragraph may
permit, but not compel., use of a designated entry point or
entry points for information required for registrations in
respect of aircraft engines.
Article XX
Additional modifications to Registry provisions
1. For the purposes of Article 19 (6) of the Convention, the
search criteria for an aircraft object shall be the name of
its manufacturer, its manufacturer's serial number and its
model designation, supplemented as necessary to ensure
uniqueness. Such supplementary information shall be specified
in the regulations.
2. For the purposes of Article 25 (2) of the Convention and in
the circumstances there described, the holder of a registered
prospective international interest or a registered
prospective assignment of an international interest or the
person in whose favour a prospective sale has been registered
shall take such steps as are within its power to procure the
discharge of the registration no later than five working days
After the receipt of the demand described in such
paragraph.
3. The fees referred to in Article 17 (2) (h) of
the Convention shall be determined so as to recover the
reasonable costs of establishing, operating and regulating
the International Registry and the reasonable costs of the
The Supervisory Authority associated with the performance of the
functions, the exercise of the powers, and discharge of the
duties contemplated by Article 17 (2) of the Convention.
4. The centralised functions of the International Registry
shall be operated and administered by the Registrar on a
twenty-four hour basis. The various entry points shall be
operated at least during working hours in their respective
territories.
5. The amount of the insurance or financial guarantee
referred to in Article 28 (4) of the Convention shall, in
respect of each event, not be less than the maximum value of
an aircraft object as determined by the Supervisory
Authority.
6. Nothing in the Convention shall preclude the Registrar
from procuring insurance or a financial guarantee covering
events for which the Registrar is not liable under Article 28
of the Convention.
Chapter IV
Jurisdiction
Article XXI
Modification of jurisdiction provisions
For the purposes of Article 43 of the Convention and subject
to Article 42 of the Convention, a court of a Contracting
The State also has jurisdiction where the object is a helicopter,
or an airframe pertaining to an aircraft, for which that
State is the State of registry.
Article XXII
Waivers of sovereign immunity
1. Subject to paragraph 2, a waiver of sovereign immunity
from jurisdiction of the courts specified in Article 42 or
Article 43 of the Convention or relating to enforcement of
rights and interests relating to an aircraft object under the
Convention shall be binding and, if the other conditions to
such jurisdiction or enforcement have been satisfied, shall
be effective to confer jurisdiction and permit enforcement,
as the case may be.
2. A waiver under the preceding paragraph must be in writing
and contain a description of the aircraft object.
Chapter V
Relationship with other conventions
Article XXIII
Relationship with the Convention on the International
Recognition of Rights in Aircraft
The Convention shall, for a Contracting State that is a party "
to the Convention on the International Recognition of Rights
in Aircraft, signed at Geneva on 19 June 1948, supersede that
Convention as it relates to aircraft, as defined in this
Protocol, and to aircraft objects. However, with respect to
rights or interests not covered or affected by the gift
Convention, the Geneva Convention shall not be superseded.
Article XXIV
Relationship with the Convention for the Unification of
Certain Rules Relating to the Precautionary Attachment of
Aircraft
1. The Convention shall, for a Contracting State that is a
Party to the Convention for the Unification of Certain Rules
Relating to the Precautionary Attachment of Aircraft, signed
at Rome on 29 May 1933, supersede that Convention as it
relates to aircraft, as defined in this Protocol.
2. A Contracting State Party to the above Convention may
declare, at the time of ratification, acceptance, approval
of, or accession to this Protocol, that it will not apply
This Article.
Article XXV
Relationship with the UNIDROIT Convention on International
Financial Leasing
The Convention shall supersede the UNIDROIT Convention on
International Financial Leasing, signed at Ottawa on 28 May
in 1988, as it relates to aircraft objects.
Chapter VI
Final provisions
Article XXVI
Signature, ratification, acceptance, approval or accession
1. This Protocol shall be open for signature in Cape Town on
16 November 2001 by States participating in the Diplomatic
Conference to Adopt a Mobile Equipment Convention and an
Aircraft Protocol held at Cape Town from 29 October to 16
November 2001. After 16 November 2001, this Protocol shall be
open to all States for signature at the Headquarters of the
International Institute for the Unification of Private Law
(UNIDROIT) in Rome until it enters into force in accordance
with Article XXVIII.
2. This Protocol shall be subject to ratification, acceptance
or approval by States which have signed it.
3. Any State which does not sign this Protocol may accede to
it at any time.
4. Ratification, acceptance, approval or accession is
effected by the deposit of a formal instrument to that effect
with the Depositary.
5. A State may not become a Party to this Protocol unless it
is or becomes also a Party to the Convention.
Article XXVII
Regional Economic Integration Organization
1. A Regional Economic Integration Organization which is
constituted by sovereign States and has competence over
certain matters governed by this Protocol may similarly sign,
accept, approve or accede to this Protocol. The Regional
Economic Integration Organisation shall in that case have the
rights and the bond of a Contracting State, to the extent
that that Organization has competence over matters governed
by this Protocol. Where the number of Contracting States is
relevant in this Protocol, the Regional Economic Integration
Organization shall not count as a Contracting State in
addition to its Member States which are Contracting States.
2. The Regional Economic Integration Organization shall, at
the time of signature, acceptance, approval or accession,
make a declaration to the Depositary specifying the matters
governed by this Protocol in respect of which competence has
been transferred to that Organization by its Member States.
The Regional Economic Integration Organization shall promptly
notify the Depositary of any changes to the distribution of
competence, including new transfers of competence, specified
in the declaration under this paragraph.
3. Any reference to a "Contracting State" or "Contracting
States "or" State Party "or" States Parties "in this Protocol
applies equally to a Regional Economic Integration
Organization where the context so requires.
Article XXVIII
Entry into force
1. This Protocol enters into force on the first day of the
month following the expiration of three months after the date
of the deposit of the eighth instrument of ratification,
acceptance, approval or accession, between the States which
have deposited such instruments.
2. For other States this Protocol enters into force on the
first day of the month following the expiration of three
months after the date of the deposit of its instrument of
ratification, acceptance, approval or accession.
Article XXIX
Territorial units
1. If a Contracting State has territorial units in which
different systems of law are applicable in relation to the
matters dealt with in this Protocol, it may, at the time of
ratification, acceptance, approval or accession, declare that
This Protocol is to extend to all its territorial units or
only to one or more of them and may modify its declaration by
submitting another declaration at any time.
2. Any such declaration shall state expressly the territorial
units to which this Protocol applies.
3. If a Contracting State has not made any declaration under
paragraph 1, this Protocol shall apply to all territorial
units of that State.
4. Where a Contracting State extends this Protocol to one or
more of its territorial units, declarations permitted under
This Protocol may be made in respect of each such territorial
Unit, and the declarations made in respect of one territorial
Unit may be different from those made in respect of another
territorial unit.
5. If by virtue of a declaration under paragraph 1, this
Protocol extends to one or more territorial units of a
Contracting State:
a) the debtor is considered to be situated in a Contracting
State only if it is incorporated or formed under a law in
force in a territorial unit to which the Convention and this
Protocol apply or if it has its registered office or
statutory seat, centre of administration, place of business
or habitual residence in a territorial unit to which the
Convention and this Protocol apply;
b) any reference to the location of the object in a
Contracting State refers to the location of the object in a
territorial unit to which the Convention and this Protocol
apply; and
c) any reference to the administrative authorities in that
Contracting State shall be construed as referring to the
administrative authorities having jurisdiction in a
territorial unit to which the Convention and this Protocol
apply and any reference to the national register or to the
the registry authority in that Contracting State shall be
construed as referring to the aircraft register in force or
to the registry authority having jurisdiction in the
the territorial unit or units to which the Convention and this
Protocol apply.
Article XXX
Declarations relating to certain provisions
1. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to this Protocol,
declare that it will apply any one or more of Articles VIII,
XII and XIII of this Protocol.
2. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to this Protocol,
declare that it will apply Article X of this Protocol, wholly
or in party. If it so declares with respect to Article X (2),
It shall specify the time-period required thereby.
3. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to this Protocol,
declare that it will apply the entirety of Alternative A, or
the entirety of Alternative B of Article XI and, if so, shall
specify the types of insolvency proceeding, if any, to which
It will apply Alternative A and the types of insolvency
proceeding, if any, to which it will apply Alternative b. (A)
Contracting State making a declaration pursuant to this
paragraph shall specify the time-period required by Article
XI.
4. The courts of Contracting States shall apply Article XI in
conformity with the declaration made by the Contracting State
which is the primary insolvency jurisdiction.
5. A Contracting State may, at the time of ratification,
acceptance, approval of, or accession to this Protocol,
declare that it will not apply the provisions of Article XXI,
wholly or in part. The declaration shall specify under which
conditions the relevant Article will be applied, in case it
will be applied partly, or otherwise which other forms of
interim relief will be applied.
Article XXXI
Declarations under the Convention
Declarations made under the Convention, including those made
under Articles 39, 40, 50, 53, 54, 55, 57, 58 and 60 of the
Convention, shall be deemed to have also been made under this
Protocol unless stated otherwise.
Article XXXII
Reservations and declarations
1. No reservations may be made to this Protocol but
declarations authorised by Articles XXIV, XXIX, XXX, XXXI,
XXXIII and XXXIV may be made in accordance with these
provisions.
2. Any declaration or subsequent declaration or any
withdrawal of a declaration made under this Protocol shall be
notified in writing to the Depositary.
Article XXXIII
Subsequent declarations
1. A State Party may make a subsequent declaration, other
than a declaration made in accordance with Article XXXI under
Article 60 of the Convention, at any time after the date on
which this Protocol has entered into force for it, by
notifying the Depositary to that effect.
2. Any such subsequent declaration shall take effect on the
first day of the month following the expiration of six months
After the date of receipt of the notification by the
Depositary. Where a longer period for that declaration to
take effect is specified in the notification, it shall take
effect upon the expiration of such longer period after
receipt of the notification by the Depositary.
3. Notwithstanding the previous paragraphs, this Protocol
shall continue to apply, as if no such subsequent
declarations had been made, in respect of all rights and
interests arising prior to the effective date of any such
subsequent declaration.
Article XXXIV
Withdrawal of declarations
1. Any State Party having made a declaration under this
Protocol, other than a declaration made in accordance with
Article XXXI under Article 60 of the Convention, may withdraw
it at any time by notifying the Depositary. Such withdrawal
is to take effect on the first day of the month following the
expiration of six months after the date of receipt of the
notification by the Depositary.
2. Notwithstanding the previous paragraph, this Protocol
shall continue to apply, as if no such withdrawal of
the Declaration had been made, in respect of all rights and
interests arising prior to the effective date of any such
withdrawal.
Article XXXV
Denunciations
1. Any State Party may denounce this Protocol by
notification in writing to the Depositary.
2. Any such denunciation shall take effect on the first day
of the month following the expiration of twelve months after
the date of receipt of the notification by the Depositary.
3. Notwithstanding the previous paragraphs, this Protocol
shall continue to apply, as if no such denunciation had been
made, in respect of all rights and interests arising prior to
the effective date of any such denunciation.
Article XXXVI
Review Conferences, amendments and related matters
1. The Depositary, in consultation with the Supervisory
Authority, shall prepare reports yearly, or at such other
time as the circumstances may require, for the States Parties
as to the manner in which the international regime
established in the Convention as amended by this Protocol has
operated in practice. In preparing such reports, the
Depositary shall take into account the reports of the
The Supervisory Authority concerning the functioning of the
international registration system.
2. At the request of not less than twenty-five per cent of
the States Parties, Review Conferences of the States Parties
shall be convened from time to time by the Depositary, in
consultation with the Supervisory Authority, to consider:
a) the practical operation of the Convention as amended by
This Protocol and its effectiveness in facilitating the
asset-based financing and leasing of the objects covered by
its terms;
b) the judicial interpretation given to, and the application
made of the terms of this Protocol and the regulations;
c) the functioning of the international registration system,
the performance of the Registrar and its oversight by the
The Supervisory Authority, taking into account the reports of the
Supervisory Authority; and
d) whether any modifications to this Protocol or the
arrangements relating to the International Registry are
desirable.
3. Any amendment to this Protocol shall be approved by at
least a two-thirds majority of States Parties participating
in the Conference referred to in the preceding paragraph and
shall then enter into force in respect of States which have
ratified, accepted or approved such amendment when it has
been ratified, accepted or approved by eight States in
accordance with the provisions of Article XXVIII relating to
its entry into force.
Article XXXVII
Depositary and its functions
1. Instruments of ratification, acceptance, approval or
accession shall be deposited with the International Institute
for the Unification of Private Law (UNIDROIT), which is
hereby designated the Depositary.
2. The Depositary shall:
a) inform all Contracting States of:
(i) each new signature or deposit of an instrument of
ratification, acceptance, approval or accession, together
with the date thereof;
(ii) the date of entry into force of this Protocol;
(iii) each declaration made in accordance with this Protocol,
together with the date thereof;
(iv) the withdrawal or amendment of any declaration, together
with the date thereof; and
(v) the notification of any denunciation of this Protocol
together with the date thereof and the date on which it takes
effect;
b) transmit certified true copies of this Protocol to all
Contracting States;
(c)) provide the Supervisory Authority and the Registrar with (a)
copy of each instrument of ratification, acceptance, approval
or accession, together with the date of deposit thereof, of
each declaration or withdrawal or amendment of a declaration
and of each notification of denunciation, together with the
date of notification thereof, so that the information
contained therein is easily and fully available; and
d) perform such other functions customary for depositaries.
PROTOCOL
TO THE CONVENTION ON INTERNATIONAL SECURITY INTERESTS IN RESOLVING
THINGS, ON MATTERS SPECIFIC TO AVIATION ITEMS
THE STATES PARTIES TO THIS PROTOCOL,
CONSIDERS that the Convention on international security interests in
solve things (Convention) should, in the light of the Convention
purposes such as those embodied in the Convention
preamble, are implemented to the extent it is applicable
in the field of aviation items,
Is aware that the Convention should be adapted to the
special conditions applicable to aviation financing, and
expanded to include sales of aviation items,
Are aware of the principles and purpose of the Convention on
International Civil Aviation signed at Chicago on 7
December 1944 (Chicago Convention),
Have agreed upon the following provisions concerning aviation objects:
Chapter I
Scope of application and general provisions
Article In
Definitions
1. Unless the context otherwise requires, terms such as
defined in the Convention have the same meaning in this
Protocol (the Protocol).
2. In the Protocol the following terms have the meaning given
below:
a) aircraft: aircraft as defined in
The Chicago Convention, IE. aircraft hull with air motors
installed, or helicopters;
b) aircraft engines: aircraft engines (with the exception of those used
of military, customs or police services) that is reaction engines,
turbine engines or engines, which have
(i) a force of at least 1 750 pounds or the equivalent, for
reaction engines; and
(ii) at least 550 horsepower rated shaft power or
equivalent, at the Ascension of turbine engines and
reciprocating piston engines; together with the components, parts and
equipment that is installed, built-in or attached in
these as well as all handbooks, manuals and logbooks that have
connection with these;
c) Aviation objects: aircraft airframe, aero-engines and
helicopters.
d) aircraft register: register maintained by a State or an
registration authority under the Chicago Convention;
e) aircraft hull: airframe (with the exception of the
used by military, customs or police services) that, when equipped with
aircraft engines, are type certified by the competent
Aviation Authority:
(i) for the transport of at least eight (8) persons including
crew, or
(ii) for the transport of freight over 2 750 kg; together with
components, parts, and equipment that is installed, built-in
or attached in these (with the exception of aircraft engines), and
all handbooks, manuals and logbooks associated with
These;
f) authorised party "means the party referred to in article XIII (3).
g) "Chicago Convention" means the Convention on International Civil
Aviation, signed in Chicago on 7 december 1944,
subsequent amendments, as well as annexes to this;
h) registration authority for the common names; refers to the
the authority is tasked to maintain records in
accordance with article 77 of the Chicago Convention, such as the
adopted by the resolution of the international civil
Aviation Organization Council on 14 december 1967 on
nationality and registration of aircraft operated by
international organisations;
in) deregistration of aircraft: deletion from or
deregistration of aircraft registration from the
aircraft register in which it is implemented according to the
The Chicago Convention;
j) guarantee means an agreement whereby a party
connects itself as guarantor or leave a guarantee;
k) guarantor: a person who, in order to ensure the correct
performance of any obligation towards the creditor
under a pledge agreement or other agreement, is moving in bond or
puts or causes to be issuing a guarantee, letter of credit
or any other form of credit insurance;
l) helicopter: aircraft (with the exception of those
used by military, customs or police services) that kept flying
mainly through the lift generated by one or
multiple rotors on substantially vertical axes and which are
type certified by the competent aviation authority of:
(i) carriage of at least five (5) persons including crew;
or
(ii) the transportation of freight over 450 kilograms, together with all
equipment and all accessories, parts and equipment
(including rotors) are installed, built-in or
attached to this, and all manuals, information and
log books related to these;
m) insolvency situation:
(i) initiation of insolvency proceedings; or
(ii) the debtor's notice of suspension of payments, or
actual suspension of payments in cases where the creditor is
Unable to open insolvency proceedings against the debtor
or to take any action under the Convention by law or
After a State measure;
n) State with primary jurisdiction over insolvency case:
Contracting State in which the debtor has his centre of
interests, which for this purpose shall be deemed to be the place
where the debtor has its registered address or seat, or,
If there is none, the State in which the company is incorporated, if not
otherwise be demonstrated;
o) registration authority "means the national authority,
or registration agency for Community designations,
whose task it is to keep a register of aircraft in
a Contracting State and responsible for the registration
and deregistration of aircraft in accordance with
The Chicago Convention; and
p) State of registration: in the case of aircraft, the State
whose national aircraft register is used to
register an aircraft or the State in which the
registration authority whose task it is to bring
aircraft register is located.
Article II
The Convention's application in the aeronautical items
1. the Convention shall apply to the civil aviation objects according to
the provisions of this Protocol.
2. the Convention and this Protocol shall be designated
Convention on international security rights in movables
as this applies to aviation items.
Article III
The application of the Convention to sales
The following provisions of the Convention shall apply as if the
the references to an agreement whereby an international
the security right would be formed or provided references
to a contract of sale and as if references to an
international interests, a future international
a security interest, the debtor and the creditor were references
to a sale, a prospective sale, the seller and
each buyer:
Articles 3 and 4;
Article 16 (1) (a);
Article 19 (4);
Article 20 (1) (in the case of the registration of a
sales agreement or an agreement on a future
sales);
Article 25 (2) (in the case of a prospective sale); and
Article 30.
In addition, the General provisions of article 1, article
5, chapters IV to VII, article 29 (with the exception of article
29 (3) replaced by article XIV (1) and (2)), chapter X,
Chapter XII (with the exception of article 43), chapter XIII and
Chapter XIV (with the exception of article 60) applicable on
sales agreements and contracts on future sales.
Article IV
Scope of application
1. without prejudice to article 3 (1)
Convention, the Convention also applied to helicopters
and aircraft hull of an aircraft
recorded in an aircraft register in a Contracting State.
If the registration was effected under an agreement for registration
registration of the aircraft shall be considered to have been made at the
the timing of the agreement.
2. For the definition of "internal transaction" in article 1 of
The Convention shall:
a) an air ship hulls must be regarded as in the registration State
for the aircraft it belongs to;
(b)) must be regarded as an aircraft engine in the State for the
aircraft in which it is installed, or, if it is not
installed in any aircraft, in the State in which it actually
find themselves; and
c) a helicopter is considered to be in the State where it is
registered;
at the time of the conclusion of the agreement by which the current
security right arises or is provided.
3. the parties may, by agreement in writing, exempt
applicability of article XI and, in the case of
relationships between them, deviate from or modify effect
the provisions of this Protocol except for
articles IX (2)-(4).
Article V
Formalities, effects and registration in respect of
sales agreement
1. for the purposes of this
The Protocol, ' sale agreement an agreement that:
(a)) shall be concluded in writing;
b) apply an air transport objects over which the seller has
the opportunity to dispose of; and
c) allows for the identification of luftfartsobjektet, in accordance
with this Protocol.
2. A contract of sale transfers the seller's law relating
luftfartsobjektet to the buyer in accordance with
the terms of the agreement.
3. The registration of a contract of sale shall be valid on
an indefinite period of time. Registration of a future sales,
continue to apply until it is repealed or, in
where applicable, for the period referred to in
registration expired.
Article VI
The powers of the representatives
A person may enter into a contract, or a sales contract,
and sign an international security interest in, or a
sale of, an aviation items, acting as agent,
Manager or other representative. In the property
should the person be entitled to invoke the rights and the
a security interest arising under the Convention.
Article VII
Description of item
A description of an aviation items that include
manufacturer's serial number, the manufacturer's name and
the model designation is necessary and sufficient for
identification of the item for the purposes of article 7 (c) of
Convention and article V (1) (c) of this Protocol.
Article VIII
Choice of applicable law
1. This article applies only where a Contracting
State has made a declaration in accordance with article XXX (1).
2. The parties to a contract, a contract of sale, or a
agreement of guarantee or after position may agree on
the law, in whole or in part, shall be applicable to
the terms of the agreement.
3. Unless otherwise agreed, the reference in the preceding
paragraph to the law chosen by the parties, refer to the designated
national legal provisions or, where that State comprises
several territorial areas, the law of the designated
territorial area.
Chapter II
Actions for breach of contract, priority and transfers
Article IX
Amendment of the provisions on action for breach
1. in addition to the measures listed in chapter III of
Convention, and provided that the debtor has at any
opportunity has given his consent thereto, the creditor may, in
situations specified in that chapter:
a) let unregister the aircraft; and
b) allow export and bring out the luftfartsobjektet from the
territory in which the property is located.
2. The creditor shall not implement the measures that have
specified in the preceding paragraph without the prior written consent
from the holders of registered securities with better
priority than the creditor's.
3. Article 8 (3) of the Convention shall not apply to
Aviation items. Any measure referred to in the Convention and
relating to an aviation items, shall be implemented in a
commercially reasonable manner. An action shall be deemed to be
conducted in a commercially reasonable manner if it is implemented
in conformity with a provision of the agreement, except in the
cases in which the provision is manifestly unreasonable.
4. A security holder who leaves the persons concerned a
written notice at least ten working days prior to the scheduled
sale or lease shall be deemed to have fulfilled the requirement of
"reasonable time" in article 8 (4) of the Convention. However, this shall
not prevent a security executives and a collateral provider or
a guarantor from agreeing to that message must be submitted
earlier.
5. subject to the laws, regulations and administrative provisions relating to the
aviation safety, the registering authority in a
Contracting State may respond to a request for
de-registration and export if:
a) petition duly made by a
the authorised party under a recorded irrevocable power of Attorney
regarding the deregistration and export; and if the
(b)) the authorized party, of the register authority so requests,
proof that all registered security rights, with
priority before the creditor who is represented, has been released
or that the holders of these securities has agreed
to the de-registration and export.
6. A security holder who intends to apply for deregistration
and export of an aircraft under paragraph 1 otherwise than
through the enforcement of a court ruling, in a reasonable
time in writing give information on upcoming deregistration
and exports to:
(a)) the interested persons referred to in article 1 (m) (i) and (ii) in
The Convention; as well as the
(b)) the interested persons referred to in the Convention's article
1 (m) (iii), which in a reasonable time before the deregistration and
exports have informed the security holder on their
rights.
Article X
Amendment of the provisions on interim measures
1. This article shall be applicable only if a
Contracting State has issued declaration under article
XXX (2) and only to the extent evidenced by
the explanation.
2. For the purposes of article 13 (1) of the Convention shall
the expression "promptly", in connection with the procurement of measures,
refers to the number of days specified in the Declaration of the
Contracting State in which the request has been submitted,
counting from the day of submission of the request.
3. Article 13 (1) of the Convention shall apply, with the addition of
the following provision immediately after subparagraph (d):
"(e) the sale and distribution of incomes from
the sale, if the debtor and the creditor specifically
so agree ",
and article 43 (2) shall apply with the extension "and (e)" after
' article 13 (1) (d) ".
4. proprietary rights or other rights of the debtor and that
transferred as a result of a sale under the preceding
point, is free from other security rights in front of the
creditor's international security interest has priority
in accordance with the provisions of article 29 of the Convention.
5. The creditor and the debtor or any other interested person
may in writing agree to exclude the application of
Article 13 (2) of the Convention.
6. with regard to the measures provided for in article IX (1):
a), they shall be made available by the Registrar and
any other administrative authorities, in a
Contracting State within five working days after the day on which the
the creditor notifies such authorities that the measure that
referred to in article IX (1) has been granted or, if the action has
granted by a foreign court, recognised by the
Contracting State, and the creditor has permission to
obtain these measures under the Convention; and
(b)), the competent authorities shall promptly provide the creditor
cooperation and assistance in the adoption of such measures in
accordance with applicable laws and regulations regarding
aviation safety.
7. paragraphs 2 to 6 shall not affect the appropriateness of
laws and regulations on aviation safety.
Article XI
Measures in the event of the insolvency
1. This article shall be applicable only if a
a Contracting State which has primary jurisdiction over a
insolvency case has issued declaration under article
XXX (3).
Option A
2. in an insolvency situation arises, the
the insolvency administrator or, as the omständligheterna,
the debtor, subject to paragraph 7, shall submit
luftfartsobjektet to the creditor no later than at the first of the
the dates below:
(a)) when the waiting period expired; and
(b)) at the time when the creditor would be entitled to take
luftfartsobjektet in possession of this item was not
applicable.
3. For the purposes of this article, "waiting time"
the time limit referred to in a declaration from the
Contracting Governments with primary jurisdiction over
insolvency case.
4. the references to the "insolvency administrator" in this article
refers to the person in its official capacity and not their
personal role.
5. Unless and until the creditor has not had the opportunity
to take possession under paragraph 2:
(a)), the insolvency administrator or, as the case
circumstances, the debtor may take measures with a view to
keep luftfartsobjektet and maintain it and its value
in accordance with the agreement; and
(b)), the creditor shall have the right to apply for all other
interim relief available under
required by applicable law.
6. Subparagraph (a) under the preceding paragraph shall not preclude
luftfartsobjektet used under agreements made in order
to preserve luftfartsobjektet, maintain and sustain
its value.
7. The insolvency administrator or, as the case may be,
the debtor may retain occupancy rights to
luftfartsobjektet if he was last at the time
set out in paragraph 2 have healed all other breaches than they
the insolvency proceedings have been initiated and have
committed to meet all future obligations in
accordance with the agreement. A second waiting period shall not apply
If these future obligations are not met.
8. The measures referred to in article IX (1):
(a)) shall be made available by the Registration Committee, and,
as the case may be, the competent administrative
the authorities of the Contracting State, within five
working days after the date on which the creditor has announced
authorities that the creditor has the right to obtain measures
in accordance with the Convention; and
(b)), the competent authorities shall promptly provide the creditor
cooperation and assistance with the implementation of the measures in
accordance with the laws, regulations and administrative provisions
applicable when it comes to aviation security.
9. No measures permitted by the Convention or
The Protocol, should be prevented or delayed after the
time set out in paragraph 2.
10. None of the debtor's obligations under the agreement,
change without the creditor's consent.
11. nothing in the preceding paragraph should be interpreted as
restrict insolvency trustee any power to
According to the applicable law to terminate the agreement.
12. No right and no security interest, with the exception of
legal rights or securities belonging to a
category covered by a declaration under article 39 (1)
The Convention, in connection with insolvency proceedings have
overrides the security rights that have been registered.
13. the Convention, as modified by article IX of the
This Protocol, shall apply for the implementation of
all the steps in this article.
Option B
2. in an insolvency situation arises, the
the insolvency administrator or, as the case may be,
at the request of the creditor, the debtor, within the time limit
specified in a declaration made by a Contracting State
in accordance with article XXX (3), notify the creditor if the debtor:
a) will heal any breach, apart from that which
consists in the insolvency proceedings are opened, and commit themselves
to fulfill any future obligations under
the agreement and related documents; or
b) will permit the creditor to take
luftfartsobjektet in possession in accordance with the applicable
team.
3. According to the law which is applicable under subparagraph (b) of the
the preceding paragraph, the Court may request additional
measures shall be taken, or that further security right should
asked.
4. The creditor shall prove their claim and show that
registration of the international security law occurred.
5. If the insolvency administrator or, as the case may be,
the debtor does not provide notice to the creditor in accordance
with paragraph 2, or when the insolvency administrator or the debtor
explains that the creditor will be able to take
luftfartsobjektet in possession, but to do so, may
the Court let the creditor to take possession of luftfartsobjektet
on the conditions and the Court, the Court may
require additional measures to be taken or
additional security.
6. Luftfartsobjektet may not be sold as long as the Court is not
taken a decision on the claim, and the international
the security law.
Article XII
Assistance in the event of the insolvency
1. This article shall apply only where a Contracting
State made a declaration in accordance with article XXX (1).
2. the courts of a Contracting State in which the
luftfartsobjektet is available, in accordance with the
Contracting State law as far as possible
cooperate with foreign courts and foreign
insolvency practitioners involved in the application of the provisions of
Article XI.
Article XIII
Power of Attorney for de-registration and export
1. This article shall only be applicable on a
Contracting State has made a declaration pursuant to article
XXX (1).
2. Where the debtor has issued an irrevocable power of Attorney for
deregistration and export, which are essentially follow
the annex to the Protocol, and have handed over the power of Attorney for
registration to the registering authority, power of Attorney
registered.
3. The person to whom the power of Attorney is issued (the
"authorized party") or the person to whom the authorization
the party appoints, shall be the only person who has the right to take
the measures provided for in article IX (1) and may do so only
in accordance with the mandate and applicable laws and
regulations on aviation safety. The debtor may not
revoke power of Attorney without the written consent of the
authorized party. The Registrar shall, at the request
by the authorised party, remove a proxy that has
entered in the register.
4. The Registrar and other administrative
authorities of the Contracting States shall promptly
cooperate with and provide support to the authorised party when
He takes action as provided in article IX.
Article XIV
Amendment of the provisions on priority
1. A buyer of aviation items by a registered
buy acquires the right to that item charge from a later
registered security right and from a non-registered
security interest, even if the buyer has knowledge of the non-
registered security right.
2. A buyer of an air transport object acquires the right to the
item subject to a security right that was
registered at the time of the acquisition.
3. ownership of or another right or security interest
in an aircraft engine, shall not be affected by whether the engine is mounted in the
or from an aircraft.
4. Article 29 (7) of the Convention shall be applied to an object,
other than an object, which is mounted in an airframe, a
aircraft engine or helicopter.
Article XV
Amendment of the provisions on the transfer
Article 33 (1) of the Convention applies with the following
the addition, immediately after subparagraph (b):
"and (c) the debtor has consented in writing), regardless of whether
consent has been provided before the transfer took place or not,
and regardless of whether the purchaser is identified or not. "
Article XVI
Rules on debtor
1. As long as the breach referred to in article 11 of the Convention
No, the debtor has the right to dispose of and
use the property in accordance with the terms of the agreement, in
relative to:
(a)) and the holder of its creditors a security right that
the debtor is free from under article 29 (4) of the Convention,
or in the capacity of buyer, article XIV (1) in this
The Protocol, if and to the extent that the debtor does not have
consented to something else; and
(b)) the holder of a security interest to which the debtor's
the right is the child in accordance with article 29 (4)
Convention, or in the capacity of buyer, article
XIV (2) of this Protocol, but only to the extent
that the proprietor has consented to this.
2. nothing in the Convention or this Protocol shall affect the
the creditor's liability for breach of contract under applicable law,
unless the contract relates to an aviation items.
Chapter III
Regulations on the registration of international
security interests in aviation items
Article XVII
The supervisory authority and the Registrar
1. the supervisory authority shall be the international body
designated by a resolution adopted by the
the diplomatic conference convened for the adoption of a
Convention on the loose stuff and an air transport protocol.
2. If the international body as referred to in the preceding paragraph
not can or is willing to act as supervisory authority,
should a conference between the signature and
States parties be convened to designate another
supervisory authority.
3. the supervisory authority as well as its management and employees should
shall enjoy such immunity from legal and administrative
procedures, under the provisions
applicable to them in the capacity of international agencies or
on other grounds.
4. the supervisory authority may establish a Committee of experts, whose
Members shall be appointed from among the persons proposed by the
signature and Contracting States, and that has
required skills and experience, and give this task
to assist the regulator in its tasks.
5. The first Registrar shall ensure the operation of the
international registry for a period of five years from the date
When this Protocol comes into force. Thereafter,
the regulator every five years to appoint a new Registrar
or extend the then Registrar's mandate.
Article XVIII
An initial regulatory framework
The first regulations shall be established by the supervisory authority
with effect from the date on which this Protocol enters into
force.
Article XIX
Designation of points of contact
1. subject to paragraph 2, a Contracting State
at any time, designate one or more bodies within their
territory to the contact point or points of contact, by
which it will, or may, to the international
the registry transmitted information required for registration,
with the exception of the registration of a notice of a
national security or if a right or
a security interest referred to in article 40 on the basis of the law of a
other State.
2. for the look of the contact point referred to in the preceding paragraph is
It is permitted, but not mandatory, to designate one or more
points of contact for information regarding the registration of
aircraft engines.
Article XX
Further amendments to the provisions relating to the registry
1. For the purposes of article 19 (6) of the Convention shall
search criteria for an aviation items be manufacturer's
name and serial number and model designation, together with the
the additional information needed for identification.
Such supplementary information shall be specified in
the regulatory framework.
2. For the purposes of applying article 25 (2) of the Convention and
in the circumstances specified therein, shall be the holder of a
registered prospective international interests or of a
the transfer of a registered prospective international
a security interest in, or the person in respect of whom a future
the sale has been registered, take measures to suspend the
registration no later than five working days after the receipt of a
the request pursuant to section.
3. the fees referred to in article 17 (2) (h) of the Convention shall
be determined so that they cover the reasonable costs of
the establishment, operation and regulation of the international
registry and reasonable expenses of the supervisory
activities in the performance of the duties referred to in article
17 (2) of the Convention.
4. The key functions of the international register
to be controlled and administered 24 hours a day by the Registrar. The
various contact points shall be active at least during the
Office hours that are applied in the respective territory.
5. The sum insured or the financial guarantee that
provided for in article 28 (4) of the Convention shall, for each
the injury event, not be less than the maximum value of a
Aviation items, as determined by the
the supervisory authority.
6. nothing in the Convention shall preclude the Registrar from can
take out insurance or guarantee to cover such
adverse events for which the Registrar is not liable under
Article 28 of the Convention.
Chapter IV
Jurisdiction
Article XXI
Amendment of the provisions on jurisdiction
For the purposes of article 43 of the Convention and with the
subject to article 42 of the Convention, a Court of a
Contracting State jurisdiction if the item is a
helicopter or aircraft hull of a
aircraft, in which the State is a State of registration.
Article XXII
Waiver of immunity
1. subject to paragraph 2, a waiver of
immunity from legal process in respect of courts
specified in article 42 or article 43 of the Convention, or in
question on the enforcement of rights and security interests
in respect of an air service items under the Convention, be
binding and, if the other conditions for jurisdiction and
enforcement are met, lead jurisdiction and allow
enforcement depending on the circumstances.
2. A waiver under the preceding paragraph must be
in writing and contain a description of
luftfartsobjektet.
Chapter V
Relation to other conventions
Article XXIII
Relation to the Convention on international
the recognition of rights of aircraft
The Convention has, for a Contracting State that is a party
to the Convention on the international recognition of the right
of aircraft, signed at Geneva on 19 June 1948,
primacy in relation to the latter Convention, in the
so far as it relates to aircraft, as defined in the
This Protocol, and luftfartsobjektet. With regard to the
rights or securities which are not covered by or
affected by the Convention, does not have the Convention priority
in front of the Geneva Convention.
Article XXIV
Relationship with the Convention for the unification of certain
rules relating to lien on aircraft
1. the Convention has, for a Contracting State that is
party to the Convention for the unification of certain
rules relating to lien on aircraft;
signed in Rome on 29 May 1933, seniority in relation
to the latter Convention, in so far as it concerns
aircraft, as defined in this Protocol.
2. A Contracting State which is a party to the Convention may, at the
ratification, acceptance or approval of this
Protocol, or when connecting to the same, explain
that State shall apply this article.
Article XXV
Relationship with the Unidroit Convention on international
financial leasing
The Convention prevails over the Unidroit Convention on
international financial leasing, signed at Ottawa on
May 28, 1988, to the extent the Convention is
apply to aviation items.
Chapter VI
Final provisions
Article XXVI
Signature, ratification, acceptance, approval or
connection
1. This Protocol is open for signature in
Cape Town on 16 november 2001 for States participating in
Diplomatic Conference in Cape Town on October 29 to 16
November 2001 for the adoption of a Convention relating to solve
things and an air transport protocol. After 16 november 2001
This Protocol shall be open for signature by all
States at the headquarters of the International Institute for
harmonisation of private law (Unidroit) in Rome until it
enters into force in accordance with Article XXVIII.
2. This Protocol shall be subject to ratification, acceptance or
be approved by the States which have signed it.
3. any State which does not sign the Protocol may
time thereafter join it.
4. Ratification, acceptance, approval or accession
takes place through the deposit of a formal instrument to that effect with the
the depositary.
5. A State may not become a party to this Protocol if it
not also is or becomes a party to the Convention.
Article XXVII
Regional economic integration organisations
1. A regional economic integration organisation that
constituted by sovereign States and has competence in certain
areas covered by this Protocol may similarly
sign, accept, approve or accede to the Protocol
to the regional organization for economic
integration should have the same rights and obligations as
a Contracting State may, to the extent that the organisation has
competence in areas covered by the Protocol. In the case of
the number of Contracting States is relevant in this
The Protocol, to the regional organization for economic
integration does not count as a Contracting State in addition to
the Member States which are Contracting States.
2. the signature, acceptance, approval or
the connection to the regional organization for economic
integration of the depositary declare with the
indication of where the areas covered by the Protocol,
which the Member States have transferred their competence to
the organization. The regional organization shall, without
immediately inform the depositary of any changes to it
the Division of powers, including new competencies transferred,
as stated in the Declaration.
3. any reference to a "Contracting State" or
"Contracting States" or "State party" or
"States parties" in this Protocol shall apply to
the same way for a regional organization for economic
integration, whenever the context so requires.
Article XXVIII
Date of entry into force
1. This Protocol shall enter into force on the first day of the
month following the deposit of three months has elapsed after
the day when the eighth instrument of ratification, acceptance,
approval or accession, between the
the States which have deposited such instruments.
2. For other States this Protocol enters into force on the
first day of the month following the deposit of three months
has elapsed after the day when the State's instrument of ratification,
acceptance approval or accession
was deposited.
Article XXIX
Territorial areas
1. If a Contracting State has territorial areas in
What are the different legal system applicable in areas regulated by
This Protocol, shall, upon ratification, acceptance,
approval or accession declare that this
The Protocol should be applicable in all its territorial areas
or only in one or some of these, and the State may
change the Declaration by providing a new
Declaration.
2. In such a declaration shall be explicitly stated in the
territorial areas Protocol shall apply.
3. If a Contracting State has not made any
declaration under paragraph 1, this Protocol shall apply
to all territorial areas of the State.
4. where a Contracting State extends the application of the
Protocol to include one or more of its
territorial areas, the declarations permitted under
The Protocol is delivered in respect of each of these
territorial areas and the explanations can be
different versions for different territorial areas.
5. If the Protocol according to a declaration made in accordance with
paragraph 1 shall apply to one or more territorial areas
in a Contracting State:
(a)) shall be considered as being in the debtor a Contracting State
only if the debtor has been formed under a law in force
in a territorial area to which the Convention and
The Protocol should be applied, or has its registered office, headquarters,
place of business or habitual residence in a territorial area where
The Convention and this Protocol apply;
(b)), any reference to where the object is in a
State party refer to where the item is in a
territorial area to which the Convention and this Protocol
is applicable; and
(c)), any reference to the administrative authorities in the
Contracting State is perceived as the competent
administrative authorities of the territorial area in which the
The Convention and this Protocol shall apply, and
any reference to the national register or
ships in that Contracting State shall
perceived as aircraft register or the register authority
in the territorial area or the territorial areas
which the Convention and this Protocol apply.
Article XXX
Declarations relating to certain provisions
1. A Contracting State may, by ratification,
acceptance or approval of this Protocol or
the connection to this, explaining that the State will
apply one or more of articles VIII, XII and XIII of the
This Protocol.
2. A Contracting State may, by ratification,
acceptance or approval of the Protocol or
the connection to this declare totally or partially
It will apply article X of this Protocol. If
the State emits this declaration shall state in respect article
X (2) specify the period prescribed.
3. A Contracting State may, by ratification,
acceptance or approval of the Protocol or
the connection to this declare that it will apply
alternative A or alternative B of article XI in their entirety and
shall, in that case, specify which, if any, types of
insolvency proceedings which it will apply alternative
(A) for which, if a few types of insolvency proceedings
It will apply alternative b. a Contracting
State which makes a declaration under this paragraph shall
specify the time limit provided for in article XI.
4. the courts of the Contracting States shall apply
Article XI in conformity with the Declaration made by the
the Contracting State which has primary jurisdiction for
insolvency proceedings.
5. A Contracting State may, by ratification,
acceptance or approval of the Protocol or
the connection to this decline in whole or in part
will not apply article XXI. In the Declaration,
specified under which conditions the relevant article will
to apply, whether it would apply only in part, or
What other provisional measures will be applied.
Article XXXI
Explanations by the Convention
The declarations made under the Convention, including
they made under articles 39, 40, 50, 53, 54, 55, 57,
58 and 60 of the Convention, shall also be deemed to have been given under
The Protocol, unless otherwise specified.
Article XXXII
Reservations and declarations
1. No reservation may be made to this Protocol, but
declarations permitted under articles XXIV, XXIX,
XXX, XXXI, XXXIII and XXXIV may be released in accordance with these
provisions.
2. any declaration or subsequent declaration or
All withdrawals of declarations made under this
The Protocol shall be notified in writing to the depositary.
Article XXXIII
Subsequent declarations
1. A State party may make a subsequent declaration,
with the exception of explanations that may be released in accordance with
Article XXXI under article 60 of the Convention, at any time
from the date of this Protocol in
relation to the State, through a report thereupon to the
the depositary.
2. Any such subsequent declaration shall take effect on the first
day of the month following six months
elapsed from the date on which the depositary receipt
notification. If the notification stated that the Declaration should be
effect only after a longer period of time, the Declaration shall take effect
When the time set has elapsed after the
the depositary received notification.
3. Notwithstanding the previous paragraphs, this Protocol shall continue
to apply, as if no such subsequent declaration
has been given in respect of all rights and security interests
incurred before the date of such subsequent
explanation was given effect.
Article XXXIV
Withdrawal of declarations
1. Each State party has made a declaration
According to this Protocol shall, with the exception of a
Declaration made in accordance with article XXXI
According to article 60 of the Convention, at any time revoke
Declaration by notification thereof to the depositary. A
such withdrawal shall take effect on the first day of the month
following the six months have elapsed from the
date on which the depositary has received the notification.
2. Notwithstanding the previous paragraph, this Protocol shall continue
to apply, as if no withdrawal of Declaration had
been made, in respect of all rights and interests which
incurred before the date on which the withdrawal was given effect.
Article XXXV
Termination
1. Each State party may denounce this Protocol
by written notification to the depositary.
2. Such denunciation shall take effect on the first day of the
month following after a period of 12 months has elapsed from the
the date on which the depositary received notification.
3. Notwithstanding the previous paragraphs, this Protocol shall continue
to apply, as if such a termination have not been, in
respect of all rights and security interests arising
before the date on which the termination was effective.
Article XXXVI
Conferences for evaluation, changes and related
questions
1. In consultation with the supervisory authority shall each depositary
years, or at any time if the circumstances so require,
prepare reports addressed to the States parties on
how the international regime established in the Convention,
in its amended version in accordance with the Protocol, work in
practice. The depositary shall prepare reports with
consideration of reports of the supervisory authority concerning the operation of the
international registration system.
2. At the request of at least twenty-five per cent of the States
Parties, the depositary, in consultation with the supervisory authority
organising regular evaluation conferences for review
by:
a) how the Convention, under the Protocol in its amended
as applied in practice and to what degree funding
against security rights in assets and financial leasing of
property that falls within the scope actually
facilitated by the Convention;
b) how the provisions of the Protocol and in the rules be interpreted
and applied;
c) how international the enrolment register;
Registrar's activities and the supervision of the supervisory authority
of the Registrar works, on the basis of
reports of the supervisory authority; and
d) whether Protocol or rules on the
International Register should be adjusted.
3. Every modification of the Protocol must be approved by at least two
thirds majority of the States parties, and that
participating in the Conference referred to in the previous subparagraph, and
the change takes then in force in relation to the States
which have ratified, accepted or approved the amendment, after
It has been ratified, accepted or approved by eight
States in accordance with the provisions of Article XXVIII of
The entry into force of the Protocol.
Article XXXVII
Depositary and its functions
1. instruments of ratification, acceptance, approval or
instruments of accession shall be deposited in international
Institute for harmonisation of private law (Unidroit),
hereinafter referred to as the depositary.
2. the depositary shall
a) notify all Contracting States of:
(i) each new signature or deposit of the
instrument of ratification, acceptance, approval or
instrument of accession and the date of this signature
or this landfill;
(ii) if the date of the entry into force of the Protocol;
(iii) if any declaration made under the Protocol, as well as
If the date of the Declaration;
(iv) if any withdrawal or modification of the explanations,
as well as of the date of such withdrawal or modification;
and
(v) if any notice of termination of the Protocol, as well as on
date of termination and if the date of termination shall be
effect;
(b) transmit certified true copies) of this
The Protocol to all Contracting States;
c) provide the supervisory authority and the Registrar with a copy of the
each instrument of ratification, acceptance, approval or
instrument of accession, together with the date of the deposit
of the instruments, as well as copies of the Declaration, or
withdrawal or amendment of a Declaration and if
notification of denunciation, together with the date of notification,
so that the information is complete and readily accessible; and
(d)) perform the other duties normally incumbent on
the depositaries.
Annex
FORM OF IRREVOCABLE DE-REGISTRATION AND EXPORT REQUEST
AUTHORISATION
Annex referred to in Article XIII
[Insert Date]
To: [Insert Name of Registry Authority]
Re: Irrevocable De-Registration and Export Request
Authorisation
The undersigned is the registered [operator] [owner] 2 of the
[insert the airframe/helicopter manufacturer name and model
number] bearing manufacturers serial number [insert
manufacturer's serial number] and registration [number]
[mark] [insert registration number/mark] (together with all
installed, incorporated or attached accessories, parts and
equipment, the "aircraft").
This instrument is an irrevocable de-registration and export
request authorisation issued by the undersigned in favour of
[insert name of creditor] ("the authorised party") under the
authority of Article XIII of the Protocol to the Convention
on International Interests in Mobile Equipment on Matters
specific to Aircraft Equipment. In accordance with that
Article, the undersigned hereby requests:
(i) recognition that the authorised party or the person it
certifies as its designee is the sole person entitled to:
a) procure the de-registration of the aircraft from the
[insert name of aircraft register] maintained by the [insert
name of registry authority] for the purposes of Chapter III
of the Convention on International Civil Aviation, signed at
Chicago, on 7 December 1944, and
b) procure the export and physical transfer of the aircraft
from [insert name of country]; and
(ii) confirmation that the authorised party or the person it
certifies as its designee may take the action specified in
clause (i) above on written demand without the consent of the
undersigned and that, upon such demand, the authorities in
[insert name of country] shall co-operate with the authorised
party with a view to the speedy completion of such action.
The rights in favour of the authorised party established by
This instrument may not be revoked by the undersigned without
the written consent of the authorised party.
Please acknowledge your agreement to this request and its
terms by appropriate notation in the space provided below and
lodging this instrument in [insert name of registry
authority].
[insert name of operator/owner]
_________________________
Agreed to and lodged this
[insert date]
By: [insert name of signatory]
The its: [insert title of signatory]
_________________________
[insert relevant notational details]
Annex
FORMS RELATING TO THE IRREVOCABLE POWER OF ATTORNEY FOR THE UNREGISTERING
AND EXPORT
Annex referred to in article XIII
[date]
Addressee: [task of the latter name]
Subject: Irrevocable power of Attorney for the unregistering and
export
The undersigned is the registered [operator] [owner] of
[enter the name of the manufacturer and
aircraft-/helikopterskrovmodellen], which has the manufacturer's
serial number [insert number] and registered as
[registration numbers] [letter] [enter
registration number/letter] (and accessories, parts and
equipment that is installed, built-in or attached in
This, hereinafter referred to as the aircraft).
This instrument is an irrevocable power of Attorney for
deregistration and export, issued by yours truly to
[type the creditor] (hereinafter referred to as the authorised party) in
accordance with article XIII of the Protocol issues
specially relating to aircraft equipment to the Convention on the
international interests in mobile equipment.
The undersigned requests in accordance with the above-mentioned article
If
(i) that the authorised party or the person he appoints
for this purpose, to be recognised as the only person who is
authorized to
a) unsubscribe aircraft in [specify aircraft register],
maintained by the [insert registermyndighet] in accordance with Chapter
(III) of the Convention on International Civil Aviation,
signed at Chicago on 7 december 1944, and
b) allow the export and physical transfer of the aircraft [from]
[insert country],
(ii) it is confirmed that the authorised party or
person whom he appoints for the purpose may take the measures
referred to in point (i)) above upon written request and without
signed consent and that the authorities in [insert country]
upon receipt of the request is partnering with the authorised
party to the measures in question as a matter of urgency to
enforced.
The rights conferred by this Act, the authorized
Party may not be revoked by the undersigned without the
authorized party's written consent.
You will be asked to indicate that you accept this authorization by
appropriately fill the details below in this document
as well as depositing it in [specify registermyndighet].
[the operator's/owner's name]
_________________________
Approved and deposited the
[enter date]
by: [name and title]
_________________________
[the necessary notes]