legal

NAFA member David G. Mayer, Partner with Shackelford, McKinley & Norton, discusses ways to buy a plane during tariff uncertainty - but with cash, financing, or leasing?

Buying and financing an aircraft may seem riskier now than in recent memory due to the impact of ever-changing tariffs, recession fears, and geopolitical risks. The sheer lack of clarity and certainty and the undeniable complexity of tariffs appear to be slowing or disrupting aircraft purchase transactions.

Tariffs may raise the purchase price of an aircraft permanently imported into the U.S., including its engines, components, materials, and parts, as I discussed in my recent blog. Under the weight of these factors, what is the path forward in buying, selling, financing, and leasing aircraft consistent with transaction best practices?

Strategy To Purchase an Aircraft Involving Tariffs

As a purchaser, you might focus first on buying an acceptable aircraft considered to be manufactured in the U.S., if available, or an aircraft exempt under the United States-Mexico-Canada Agreement (USMCA), the successor to NAFTA. Even if a seller of an exempt aircraft asks for an elevated price, the asking price might still be less than a similar make and model aircraft subject to a tariff.

Regardless of the origin of an aircraft, it is essential to thoroughly analyze potential tariffs or exemptions and related costs before signing a letter of intent (LOI) to purchase an aircraft, even if you think an exemption applies to the aircraft. Each aircraft will have its own tariff story and exposure.

The LOI, which states the key terms of a purchase, should include provisions on dealing with potential tariffs, including when and where to conduct a pre-buy inspection. For example, the LOI could provide that the pre-buy inspection be conducted in Europe to avoid paying a U.S. tariff unnecessarily if a buyer rejects the airplane in the U.S. and the owner elects to return the aircraft to its base in Europe.

An aircraft purchase agreement (APA) should reflect and expand on the LOI tariff provisions to allow the parties to adjust to evolving tariffs. Consider provisions where the parties might retain mutual rights to terminate a deal (possibly via a specialized form of a “force majeure” clause); create an escrow deposit to fund tariffs; expand tax indemnities to protect against unexpected tariffs, changes in tariff rules, or related claims; and obtain representations and documentation that confirm that tariff exemptions apply. Realistically, the purchaser and seller may need to negotiate terms in their LOI and APA to “share the pain” of tariffs, bonds, and other import costs (possibly in a purchase price adjustment provision).

Strategy To Finance Aircraft Purchases Involving Tariffs

Although financing tariffs dilute the aircraft collateral or residual value coverage for the lender or lessor, that does not mean these financiers cannot or will not make a loan or lease regarding an aircraft, including the aircraft’s tariffs. Competition among financiers practically guarantees this result.

To set the table for negotiations, you should ask your potential lender or lessor how tariffs impact loan or lease pricing and terms, and discuss how to manage finance costs using fixed, floating, and hedging structures, especially if you expect the Federal Reserve to cut or increase interest rates.

You can expect financiers to understand the implications of tariffs on their aircraft loans. Consequently, a financier may feel compelled to reduce the loan or lease term, increase the principal payments during the term, and require loan covenants, including borrower cash flow and net worth coupled with an aircraft’s loan-to-value (LTV) ratio. To put teeth into the LTV, lenders will require a periodic true-up (loan prepayment), if needed, to restore the original LTV and minimize tariff collateral dilution. Depending on the amount of tariffs, financiers may fund them based on a very strong personal guarantee.

Whether the parties import a new or used aircraft, there are three basic ways to acquire an aircraft. You can buy an airplane with cash, use loan proceeds to pay all or a part of the purchase price, or arrange for a third party—a lessor—to purchase and lease an aircraft to you, as the lessee.

Read full article here

This article was originally published by AINsight on May 9, 2025.

Contact Information: 
 

Tracey Cheek  
TLC@NAFA.aero  
405.285.7005 
 

Michael Tentindo 
mtentindo@nixonpeabody.com 
617.345.1203 
nixonpeabody.com 
 

NAFA Welcomes New Member: Nixon Peabody, LLP 
 

Edgewater, MD — April 22, 2025 - The National Aircraft Finance Association (NAFA) is excited to announce that Nixon Peabody LLP, has joined its distinguished network of aviation professionals.  

NAFA President Bryan Byers welcomes Nixon Peabody to the National Aircraft Finance Association. "We are thrilled to have Nixon Peabody join our network, and we anticipate that their engagement and contributions will be immensely valuable in enhancing the knowledge and resources available to all NAFA members." the President noted. 

With their high performance, entrepreneurial spirit, deep industry knowledge, and commitment to service excellence, Nixon Peabody will be a valuable asset to our association. Their expertise in delivering creative solutions for complex legal problems and their focus on building strong, long-lasting relationships aligns perfectly with NAFA's mission to foster collaboration and growth within the aircraft finance industry. We look forward to their participation. 
 

About Nixon Peabody, LLP:
Nixon Peabody has a seasoned team of aviation finance professionals who understand the complexity of the collateral and the legal hurdles involved in each type of financing structure. Our aviation finance team represents clients on transactions in every sector of our industry and we provide an efficient, practical, and results-orientated approach on every transaction that we handle.  Nixon Peabody also has an experienced and deep aviation litigation group. It understands that aviation businesses need advisors who can foresee the regulatory, business, and legal needs of our industry and guide them through NTSB, FAA, and foreign accident investigations, public hearings, and regulatory inquiries with prompt, efficient, and aggressive defenses. Learn more at nixonpeabody.com.  
 

About NAFA:  
The National Aircraft Finance Association (NAFA) is a professional association that has been promoting the general welfare of aircraft finance for more than 50 years. Our network of members is comprised of lenders and product service providers who work together to finance general and business aviation aircraft. NAFA sets the standard for best practices in aviation finance by educating its members with the most up-to-date industry trends and best practices. Government legislation, market influences and industry insights allow member companies to provide the highest quality services the industry has to offer. 

Contact Information: 

Tracey Cheek  
TLC@NAFA.aero  
405.285.7005 
 

Emanuel Anton 
Emanuel@bizjetlaw.com 
303.816.3054 
bizjetlaw.com 

NAFA Welcomes New Member: Bizjet Law 
 

Edgewater, MD — April 15, 2025 - The National Aircraft Finance Association (NAFA) is excited to announce that Bizjet Law has joined its distinguished network of aviation professionals. The firm’s focused experience in business aviation makes it a strategic addition to NAFA’s membership of lenders, lessors, and finance professionals committed to advancing the industry. 

NAFA is confident that BizJet Law will bring valuable insights and expertise to its growing network of aviation professionals. “NAFA members facilitate the financing of general and business aviation aircraft on a global scale,” said Ed Medici, NAFA President. “We welcome and support Bizjet Law’s services that play a role in advancing the interests of NAFA members within the aviation industry.”  

Bizjet Law is a nationally recognized firm with a strong track record representing business aviation clients in complex domestic and cross-border aircraft transactions.  The firm advises borrowers primarily—corporate flight departments, family offices, and individual owners—on tax strategy, regulatory compliance, and financing structures, including fleet acquisitions, leasebacks, and multi-jurisdictional syndicated deals.  “Joining NAFA reinforces our commitment to the aviation finance community,” said Emanuel Anton, CEO of Bizjet Law. “We’re not just tax and legal advisors—we’re deal closers. We’re committed to helping clients structure intelligently, move quickly, and close with confidence.” 
 

About Bizjet Law: 

Bizjet Law combines transactional sophistication with deep regulatory insight to support clients who own, operate, or rely on turbine aircraft. The firm works alongside aircraft lenders, lessors, brokers, owners, and operators to deliver intended results. From federal and state tax planning to deal closings, the firm delivers clarity, efficiency, and confidence, acting as a strategic partner dedicated to achieving optimal outcomes. Learn more at https://bizjetlaw.com.  
 

About NAFA:  

The National Aircraft Finance Association (NAFA) is a professional association that has been promoting the general welfare of aircraft finance for more than 50 years. Our network of members is comprised of lenders and product service providers who work together to finance general and business aviation aircraft. NAFA sets the standard for best practices in aviation finance by educating its members with the most up-to-date industry trends and best practices. Government legislation, market influences and industry insights allow member companies to provide the highest quality services the industry has to offer. 

On March 28, 2025, the Federal Aviation Administration (FAA) published a notice confirming it is implementing new privacy protections for aircraft owners. We summarized the notice in our article, FAA Implements New Privacy Protections for Aircraft Owners. On April 3, 2025, the FAA published in the Federal Register a Request for Comment To Withhold Certain Aircraft Registration Information From Public Dissemination (Request for Comment) confirming it is "seeking comment on the impacts of removing certain aircraft registration data from public display on the FAA website, including through current search functions and published reports." The deadline for responding to the Request for Comment is on or before May 5, 2025. The Request for Comment summarizes the data to be removed "from FAA Websites": (A) the mailing address or registration address of the registered owner(s); (B) an electronic address (including an email address) of a registered owner(s); (C) the telephone number of a registered owner(s); and (D) the name(s) of the aircraft owner(s).

Interestingly, the Request for Comment broadly indicates this information may be removed for any registered owner, but the specific language in 49 USC § 44114(b) seems to limit privacy concern to only "individuals." In addition, the Request for Comment confirms the FAA is specifically seeking the following input:

1. How often do people or organizations access or use registered owner information, and how is this information used?

2. What would be the impact on privacy, safety, commerce, and accessibility of information if the identified categories of registered owner information are removed from public availability?

3. How would the removal of such information affect the ability of stakeholders to perform necessary functions, such as maintenance, safety checks, and regulatory compliance?

4. How should FAA implement the removal of identified categories of registered owner information from public availability?

5. What would be the impact if the FAA removed such information for private aircraft owners categorically and permitted such owners to request copies of their information rather than removing such information only upon an individual request?

6. What additional aircraft registration data should be removed from FAA websites?

The Request for Comment is a positive development for the aircraft industry. The Request for Comment indicates the FAA recognizes aircraft privacy issues are complex and must be balanced with other reasons parties are required to submit documents to the FAA Aircraft Registry (Registry). In addition, the Request for Comment seems to indicate the information is to be removed from FAA websites, but not necessarily from public review at the FAA Public Documents Room. Lastly, it gives the industry an opportunity to provide comments, solutions or concerns.

Read full article here

This article was originally published by Scott McCreary, Vice President at McAfee & Taft on April 7, 2025.

For decades, I have been concerned about the fact that we have an owner-based aircraft registry system in the United States as it is too easy to learn who owns an aircraft and subsequently track it. I was always concerned it would take a tragic event before any changes were made. However, I was encouraged when the Federal Aviation Administration (FAA) Reauthorization Act of 2024 mandated changes to allow for data privacy. The implementation of the mandated changes started on March 28, 2025.

On March 28, 2025, the FAA provided notice that it had implemented Section 803 (Data Privacy) of the FAA Reauthorization Act of 2024 through changes made in the Civil Aviation Registry Electronic Services (CARES). Private aircraft owners can now electronically request that the FAA withhold their private aircraft registration information from public view on public FAA sources and websites for noncommercial flights. This private information includes name, address, email address and telephone number that are usually included on the aircraft registration application.

To complete this request, aircraft owners will need to establish an account on the CARES website. The website is https://cares.faa.gov/home. On the home screen there is an orange banner that describes the new privacy feature and step-by-step instructions are available.

Read full article here

This article by Amanda Applegate was originally published by Soar Aviation Law.

Dry lease of a business aircraft provides plenty of flexibility but needs to be properly thought through. Gerrard Cowan seeks industry insights into some of the often-overlooked challenges of the arrangement.

Dry leases are a popular choice for business aircraft operators, enabling access to all the benefits of an aircraft without having to acquire the platform. However, they come with unique demands, including a need to source the crew.

In a dry lease, the operator avoids having an aircraft on their balance sheet, along with the capital expenditure involved. However, they must source the crew, fuel, etc., themselves. In the US, dry leases are covered by Part 91 regulations, whereas a ‘wet’ lease arrangement, with the lessor also providing the crew etc., must be a charter arrangement operated under Part 135.

Typically, a dry lease is arranged between owners and their respective companies or close associates, explains Kevin McCutcheon, Founder, President & CEO of Flight Solutions.

“Furthermore, operational control considerations must be carefully reviewed to remain within the FAA and IRS regulations and to ensure proper insurance coverage is in place.”

Dry leasing an aircraft – especially a jet – can pose several unique challenges, according to McCutcheon. For example, securing a qualified flight crew is naturally a priority, and properly screening the right individuals can be challenging.

One option is to use the flight crew that currently flies the aircraft for the owner under a ‘side arrangement’. But this presents potential difficulties, setting the owner up for scrutiny from the authorities because “the lessee under a dry lease must have command and control over their own flights and specifically the flight crew,” McCutcheon notes.

Dry leases are usually low utilization arrangements, he adds, so it can be hard to justify a full-time flight crew. A dry lessee typically hires contractors at a daily rate to operate the aircraft.

“The arrangement must clearly show that the lessee and not the lessor is expressing operational control of its flights,” he adds. “The owner of the aircraft must remain removed from helping to schedule or provide flight crew.

This requires the lessee to have operational knowledge and understanding of the regulations to properly express their ‘operational control’ during dry lease flights.”

One area that is often overlooked is the need for dry lease operators to obtain approvals under ICAO and other licensing and navigation permits when flying internationally. Other areas include aircraft insurance requirements, including the need to ensure that underwriters are involved in all discussions.

“Dry lessees must understand that the operators are responsible, not the aircraft owner. This process can be time consuming and daunting for the uneducated,” says McCutcheon.

Aircraft Dry Lease: Liability Considerations

Dry leases can either cover exclusive use or be non- exclusive, says Keeley Burgess, an attorney at Aviation Legal Group. Each brings its own advantages and disadvantages depending on your position.

“From an owner’s perspective, multiple non-exclusive dry lease agreements can be advantageous because the leases will allow for multiple entities to enjoy operation of the aircraft,” she notes.

“From a lessee’s perspective, an exclusive use dry lease may be preferable because the lessee does not have to coordinate scheduling their use and maintenance of the aircraft with other parties.”

Read full article here.

This article was originally published by AvBuyer on March 20, 2025.

NAFA member, David G. Mayer, Partner with Shackelford, McKinley & Norton, discusses how the ever-shifting U.S. strategy adds complexity and costs to business aircraft transactions.

The new or threatened tariffs announced by the Trump Administration and other countries may cost more than you realize when buying and financing private aircraft. The on-again, off-again U.S. tariff activity has roiled the U.S. financial markets, triggered retaliatory tariffs, alarmed aircraft stakeholders, and created wide uncertainty in global trade.

The Trump Administration has imposed, modified, and/or delayed the imposition of tariffs on specific countries to achieve certain foreign policy and economic goals. To stop massive shipments of fentanyl into the U.S., the Administration has imposed tariffs on Mexico and Canada and a 20 percent tariff on Chinese-origin goods to make U.S.-origin products more price competitive with cheaper non-U.S. origin metal sellers. This tariff may affect the metals used by aircraft manufacturers (OEMs), repair facilities, and their suppliers.

Transacting Steps and Process

Purchasing an aircraft without addressing tariffs is not an option. It is imperative to rely on customs brokers, lawyers and other import/export experts in deal teams to conduct a real-time analysis of potential tariffs, including direct and retaliatory tariffs from the U.S., Canada, or Mexico.

Their objectives should include determining the application, percentage, and effective dates of the tariffs on the aircraft being purchased. Second, they should calculate the tariff based on the purchase price if tariffs apply. The analysis should consider such tariff-based factors as the country of origin or transformation of an aircraft or specific product codes under the U.S. Harmonized Tariff Schedule (HTSUS). HTSUS is the primary resource for identifying tariff rates on aircraft imported into the United States. Third, they should try to structure the importation timing and terms to minimize the tariff cost.

As a byproduct of tariffs, the parties should brace for higher transaction costs and processing delays from the pre-tariff duty-free norm. The deal team will also negotiate purchase or financing documentation and interact with U.S. Customs and Border Protection officials.

Read full article here

This article was originally published by AIN on March 14, 2025.

Contact Information: 
 

Tracey Cheek  
TLC@NAFA.aero  
405.285.7005 
 

Drew Coats 
281.681.8239 
coats@coatsaviationlaw.com 
www.coatsaviationlaw.com  
 

NAFA Welcomes New Member: Coats Aviation Law 

Edgewater, MD — March 27, 2025 - The National Aircraft Finance Association (NAFA) is excited to announce that Coats Aviation Law has joined its distinguished network of aviation professionals. 

 “NAFA members facilitate the financing of general and business aviation aircraft on a global scale,” said Ed Medici, NAFA President. “We welcome and support Coats Aviation Law’s services that play a role in advancing the interests of NAFA members within the aviation industry.”  

Specializing in aviation transactions, litigation, and regulatory compliance, Coats Aviation Law provides expert legal counsel to aircraft owners, operators, pilots, and aviation businesses. Their transactional practice covers aircraft acquisitions, financing, co-ownership structuring, and risk mitigation, while their litigation expertise includes commercial disputes, aviation tort defense, and FAA enforcement matters. Additionally, they offer advocacy solutions across public, media, and governmental forums. With a comprehensive approach to aviation law, Coats Aviation Law is a valuable addition to the NAFA community. 

About Coats Aviation Law: 
Coats Aviation Law represents aircraft owners, operators, aircraft lenders, aviation businesses and service providers, and pilots in aviation transactions, disputes, regulatory compliance, risk management, and tax mitigation matters. We also provide advocacy solutions in a variety of public, media, and governmental forums. 

To learn more, visit coatsaviationlaw.com.   

About NAFA:  
The National Aircraft Finance Association (NAFA) is a professional association that has been promoting the general welfare of aircraft finance for more than 50 years. Our network of members is comprised of lenders and product service providers who work together to finance general and business aviation aircraft. NAFA sets the standard for best practices in aviation finance by educating its members with the most up-to-date industry trends and best practices. Government legislation, market influences and industry insights allow member companies to provide the highest quality services the industry has to offer. 

Many purchasers and financiers fail to appreciate the implication of how an aircraft will be operated post closing, whether under FAR Part 135 or Part 91, during the sales process. Parts 135 & 91 apply to operations of aircraft and the particulars of these parts will govern not only how, when, and where the aircraft can be operated post-closing, but also what equipment, certification and licensing the aircraft and crew will need as well as the availability of aircraft and engine support programs. In addition to the FARs, depending on the proposed operation, the economic aviation regulations of DOT may also need to be considered.

From on-demand air taxi operators to private non-commercial operators, operational issues can be complex and can create challenges for structural arrangements that purchasers as well as financiers may not anticipate. This may be particularly true if the intent is for operation of the aircraft not only domestically, but also internationally. While international operations may present unique challenges, such challenges can be overcome without jeopardizing the value or security of the aircraft.

In this webinar, we discussed:

• What lessors/financiers need to know about commercial/non-commercial and domestic/international operations and the implications of these operations on leases and security interests.
• What questions transaction attorneys should consider during the sale/purchase process in counseling purchasers and financiers regarding the intended post-closing operation of an aircraft.
• What insurance brokers need to know for proper underwriting and to ensure proper coverage based upon the post-closing operations of the aircraft and equipment, certification and licensing required for aircraft, operators, and crew.

View the Recording
 

This NAFA webinar originally aired on March 12, 2025.

What can buyers of business and private aircraft in the USA hope for in 2025 in terms of potential tax benefits from their purchases? Experts share their insights with Chris Kjelgaard.

Aircraft buyers based in the US who plan to use their new and used planes primarily for business purposes have entered 2025 with reasons for hope that the year might prove favorable in terms of the tax treatment the US Federal Government affords their newly acquired aviation assets.

That hope is new, and it follows a year in which the tax picture at both US federal and state level for aircraft buyers began to show early signs of darkening.

In 2024, under what proved to be the outgoing Biden Administration, the US Internal Revenue Service (IRS) pronounced that it would direct greater scrutiny toward finding out to what extent owners were using their aircraft for business purposes – as legislation conferring tax benefits on purchases of aviation assets meant them to do.

The IRS further indicated it would put that scrutiny into practical effect by conducting increased numbers of tax audits on owners of new and used business and private aircraft.

That planned intensification of IRS focus would mean those owners who couldn’t document clearly that at least 50% of the flying they conducted with their aircraft during the year would be ineligible for the bonus depreciation schedule available, under the 2017 Tax Cuts and Jobs Act.

As matters stand today, the act’s provisions for bonus depreciation on aircraft and various other purchased assets are scheduled to end in 2027.

But the dawning of 2025 – and with it the assumption of power by the Trump Administration – has brought what is widely expected to be a dramatic sea change in the US Government’s regulatory ethos as it affects many areas of business. That sea change is expected to include a relaxation of tax legislation, and perhaps a contraction in the size and oversight power of the IRS.

As of this early-February writing, it remains to be seen to what extent the Trump Administration will honor the political promises the incoming Administration made during last year’s Presidential campaigning process.

Read full article here

This article was originally published by AvBuyer on March 5, 2025.

NAFA member, Stewart H. Lapayowker, Esq., President of Lapayowker Jet Counsel, P.A., shares his recent article regarding personal use of corporate aircraft.

The tragic homicide of Brian Thompson, CEO of UnitedHealthcare, has highlighted critical vulnerabilities in the safety and security of corporate executives. This event was a grim reminder that high-ranking executives often face unique security risks due to their prominence and visibility.  This heartbreaking incident underscores the urgent need to rethink how security measures are reported and prioritized in disclosures mandated by the Securities Exchange Act of 1934, and whether it is equitable to continue to tax executives for personal use of corporate aircraft mandated by the Board for his or her safety and security.

Specifically, this article advocates for creating a "security measures" category within “All Other Compensation” in executive compensation tables, thereby  largely eliminating the inclusion of “personal use of corporate aircraft” within the “perquisite” category, to enhance transparency and better reflect modern corporate realities.

A Shift in Perspective: Corporate Aircraft as a Security Tool

Traditionally, the personal use of corporate aircraft by executives has been framed as a luxury or perk (i.e., a personal benefit not generally available on a non-discriminatory basis to all employees that is not integrally and directly related to the performance of the executive’s duties). However, in light of escalating security threats, this perspective is outdated; executives’ safety and security is essential to their ability to perform their duties. Corporate aircraft offer a secure, safe and controlled mode of transportation that significantly reduces executives' exposure to risk. 

Public travel increases the likelihood of executives being tracked, confronted, or targeted by individuals with malicious intent. Corporate aircraft eliminate these vulnerabilities by providing a secure, private, and direct mode of transportation.[1] Additionally, these aircraft can be equipped with enhanced security measures tailored to the specific risks executives face, including real-time threat assessment systems and secure communication tools.

Read full article here

This article was originally published by Lapayowker Jet Counsel, P.A. on Lexology on February 27, 2025.

NAFA Member, Amanda Applegate, Partner at Soar Aviation Law, shares Part II of The Complexities of Cross-Border Aircraft Transactions. 

Last month we explored purchasing a foreign registered aircraft and the necessary steps to move the aircraft onto the United State registry. This month we will examine the steps when an aircraft owner is selling their aircraft to a buyer who will be moving the aircraft from the United States registry to a foreign registry. While each country is different, certain key factors should be considered when an aircraft is being deregistered from the United States registry and registered elsewhere upon closing.

1. Export Certificate of Airworthiness The buyer will likely require, under the aircraft purchase and sale agreement (the “APSA”), that the seller deliver the aircraft with an export certificate of airworthiness. The cost of this should be borne by the buyer. The inspection facility will be responsible for producing the export certificate of airworthiness. As such, when selecting the inspection facility, it is imperative to understand the inspection facility’s experience with the types of inspections necessary to produce an export certificate of airworthiness. In addition, when the export certificate of airworthiness is issued, there may be exceptions listed on the certificate. As a seller, you do not want to be obligated to pay to resolve any exceptions. Therefore, if the buyer is allowed to resolve any exceptions prior to closing, necessary protections need to be built into the APSA.
2. Aircraft Improvements Prior to Closing Under the APSA it must be clear that the aircraft is being sold as a United States registered aircraft. Any modifications to the aircraft that may be necessary in order for the aircraft to be registered in a foreign jurisdiction are (i) completed after the sale occurs and (ii) at the expense of the buyer. However, circumstances and/or negotiations of the APSA may not allow for the foregoing limitations. If certain modifications are permitted prior to closing, protections for the seller (in the event the closing does not occur) need to be included in the APSA. Furthermore, prior to seller committing to such obligations, it is important to understand the amount of time any modifications will take and parts availability, as the timing of closing could be delayed as a result of the modifications. As an example, I have been involved in several transactions where the parts necessary to convert the aircraft were not readily available and such delay impacted the closing date.
3. Customs Export Aside from the deregistration process with the United States registry (FAA), there is a customs export process that must be accomplished with a United States customs broker. Seller has a duty to make sure the aircraft is property exported from the United States. The APSA should designate who hires and pays the United States customs broker, what role the parties will assume in the export process and, if possible, identify the specific customs broker.
4. Closing Location The closing location of the sale will be important to both parties and will be negotiated and documented in the APSA. Generally, as a seller you do not want to have the aircraft moved outside of the United States to a foreign jurisdiction prior to closing due to the risks of not closing and unfamiliarity with the closing process and tax consequences in a foreign jurisdiction.

Read full article here

Part I of this article can be found here.

This article was originally published by Soar Aviation Law on February 26, 2025.  

The FAA is Implementing Major Regulatory Updates to Aircraft Registration Procedures and Certificates

The FAA announced two technical but transformative, pending regulatory changes, possibly effective January 17, 2025, as it continues to modernize its aircraft registration and certification processes. These regulatory changes, detailed in two final rules published in the Federal Register (Docket Nos. FAA-2024-2764 and FAA-2024-2765), streamline procedures and align them with the capabilities of the FAA’s new and improving Civil Aviation Registry Electronic Services (CARES) system.

Key Changes

Modernized Aircraft Registration and Recordation Procedures

Federal Register :: Public Inspection: Aircraft Registration and Recordation Procedural Updates: Original Documents and Stamping 

Electronic Submissions: To “provide administrative relief from the requirements for submitting original documents” the FAA has determined original documents (i.e. manually executed originals of documents) are no longer required to be filed in many instances, although they will continue to be accepted. Accordingly, the FAA has modified 14 CFR Parts 47 and 49 to allow the FAA flexibility to accept manually executed scanned or digitally signed documents electronically.  The FAA further provided “For some documents and materials, a photocopy or digital image may be acceptable; for others, a true or certified copy may be required (see, e.g., §§47.8(a)(1), 47.11(b)(2), 49.31(a), and 49.33(c), as amended). The regulatory relief provided will enable persons to upload copies of ink signed documents and digitally signed original documents for submission via CARES and a successor system.”

End of Document Stamping for CARES Submissions: To “sunset the FAA’s practice of stamping documents” the FAA will discontinue stamping incoming documents submitted though the CARES system as CARES digitally records submission times.  Presumably documents filed by mail, email or physically though the FAA Public Documents Room will continue to be file stamped.

Enhanced Flexibility for True Copies: Previously, under 14 CFR § 49.21, the FAA allowed parties to submit an originally certified paper copy of an original document along with the actual original document.  The FAA would then record the originally certified copy and return the original to the party making the filing if requested.  The FAA has revised § 49.21 to specifically allow the FAA flexibility to accept true or certified copies of documents without the requirement that the original be filed, streamlining processes.

Click here for full article

This article was originally published by Scott McCreary with McAfee & Taft on January 17, 2025.

Fly privately on your own aircraft for less.

Would you be interested if you could buy a portion of an aircraft or rotorcraft as if you acquired it all but at a fraction of the price? If you plan to fly more than 25 hours per year but do not need or want a whole aircraft, an aircraft fractional share may make sense.

Whole aircraft demand constant attention whether you use them or not. For example, you still must monitor and pay constantly for the operations, maintenance, insurance, crew, management, scheduling, and taxes associated with them.

Although a fractional share may entail premium costs over other travel options, the overall economics may work when you analyze your anticipated “missions” compared to other flight options, including owning, chartering, buying a jet card, or leasing a whole aircraft. A mission refers to your specific and/or general expected plans for business or personal use, including the passengers you bring on board.

Like air charter, fractional share program aircraft can provide supplemental or primary lift, as well as security and privacy. Compared to operating your own whole aircraft, fractional use may mitigate the risk of intruders tracking your program aircraft using publicly available flight-tracking technologies.

What Is Fractional Ownership?

FAR Part 91K applies to and regulates management services and operations of a fractional ownership program. Program managers may, and often do, operate the aircraft under Part 135 (commercial operations), with higher safety standards than Part 91 (private flights), where the program manager has “operational control” but may instead allow a fractional owner to exercise operational control under the FARs.

Aircraft fractional programs allow you to use the same or different aircraft types in a program fleet. A fractional share program consists of two or more airworthy aircraft with one or more fractional owners, but one program aircraft must have more than one owner.

As a core principle of fractional share programs, you acquire an “undivided interest” in a “program aircraft”—a type of property interest that can be leased or purchased. You can buy with cash only and/or with a loan. Each interest carries an agreed number of hours annually corresponding to the size of the share.

For example, based on a total of 800 flight hours per year per aircraft, an owner or lessee can acquire as small as one-sixteenth interest in a “subsonic, fixed-wing, or powered-lift program aircraft” for 50 “occupied hours” (hours in a seat traveling) and a fractional ownership interest of at least one-thirty-second interest of at least one rotorcraft program aircraft for 25 hours.

Read full article here

This article, written by David G. Mayer, Partner at Shackelford, McKinley & Norton, LLP, was originally published by AIN on January 10, 2025.

More scrutiny is needed by buyers in back-to-back aircraft deals.

Due diligence in private aviation has never been more important in today’s dangerous world populated with bad actors. Increasingly, fraud, cybercrime, money laundering, and terrorism compound the risks in standard (two-party) and back-to-back used aircraft purchase transactions.

Despite these concerns, some purchasers and sellers understandably feel frustrated that due diligence for them is repetitive or unnecessary. After all, they negotiate an aircraft purchase agreement to minimize their risk and memorialize their business agreement. It’s hard to disagree even as aircraft transactions become increasingly complex.

However, a myopic focus on the aircraft purchase agreement rather than broad risk management efforts may subject the deal participants to government inquiries, enforcement actions, or civil and criminal penalties. It is not hyperbole to say that deal participants should regard regulatory agencies as serious stakeholders in due diligence failures with substantial power and seemingly unlimited enforcement budgets.
 

Defining Due Diligence

Due diligence basically means doing your homework around buying or selling a private aircraft. That type of due diligence differs from diligence in selecting an aircraft management company, an FBO or MRO, or buying a company that holds a Part 135 certificate. And diligence for banks varies from other entities due to vast regulations, “know your customer” (KYC) rules, and internal policies.

Due diligence is not one-dimensional. It is a team sport that combines the efforts of deal experts for the parties. It is a dynamic process and adjusts to its purposes and findings.

Each relationship involving the parties must withstand and pass rigorous legal and practical assessments. An odd or troubling fact or finding, such as a suspicious seller, generically called a “red flag,” should lead to further questioning and an acceptable course of action in the transaction as part of the due diligence.

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This article was written by David G. Mayer with Shackelford, Bowen, McKinley & Norton and published by AIN on November 8, 2024.