World Aircraft Repossession Index

Second Edition March 2017

pillsburylaw.com Pillsbury Winthrop Shaw Pittman LLP ATTORNEY ADVERTISING: Results depend on a number of factors unique to each matter. Prior results do not guarantee a similar outcome. Pillsbury Winthrop Shaw Pittman LLP, 1540 Broadway, New York, NY 10036, +1.888.387.5714. © 2017 Pillsbury Winthrop Shaw Pittman LLP. All rights reserved. pillsburylaw.com

Abu Dhabi • Austin • Beijing • Dubai • Hong Kong • Houston • London • Los Angeles • Miami • Nashville • New York • Northern Virginia • Palm Beach Sacramento • San Diego • San Diego North County • San Francisco • Shanghai • Silicon Valley • Tokyo • Washington, DC Pillsbury Winthrop Shaw Pittman LLP Pillsbury Winthrop Shaw Pittman LLP World Aircraft Repossession Index

SECOND EDITION

covering 72 jurisdictions worldwide

March 2017

Executive Editor General Editor MARK N. LESSARD JASON. P. GREENBERG Partner | [email protected] Special Counsel | [email protected]

Executive Editor Co-Editor PAUL P. JEBELY SARAH HUMPLEBY Partner | [email protected] Counsel | [email protected]

Executive Editor Co-Editor JONATHAN C. GOLDSTEIN SHARON NOURANI Partner | [email protected] Associate | [email protected]

Please read the following disclaimers, which apply to all material contained in this publication, before using it. The material in this publication is provided subject to the following disclaimers.

(1) The material contained in each “One-Page Summary” and the “Local Counsel Explanatory Notes” section of this publication has not been provided by Pillsbury Winthrop Shaw Pittman LLP (“Pillsbury”) unless otherwise stated. Instead, it has been provided by the law firm(s) and the person(s) / contributor(s) indicated in such summary or notes.

(2) This publication is issued to inform Pillsbury clients and other interested parties of the current legal climate in certain countries and jurisdictions that may be of interest to them in relation to aircraft, and no other use of this publication or the material contained in this publication is permitted. The material contained herein does not constitute the legal opinion, business advice or other advice of Pillsbury, any other law firm or any person(s) or contributor(s) identified in this publication. The material contained in this publication is not, and should not be regarded as, a substitute for legal or business advice.

(3) NO READER MAY RELY ON THIS PUBLICATION OR THE MATERIAL CONTAINED HEREIN AS ANY FORM OF LEGAL, BUSINESS OR OTHER ADVICE OR OPINION. EACH OF THE EXECUTIVE EDITORS, THE GENERAL EDITOR, EACH OF THE CO-EDITORS, PILLSBURY, EACH OF THE CONTRIBUTING AUTHOR(S) AND EACH OF THEIR RESPECTIVE LAW FIRMS, AND EACH OTHER CONTRIBUTOR TO THIS PUBLICATION EXPRESSLY DISCLAIMS ALL LIABILITY TO ANY PERSON WITH RESPECT TO ANYTHING DONE OR OMITTED TO BE DONE, AND WITH RESPECT TO THE CONSEQUENCES OF ANYTHING DONE OR OMITTED TO BE DONE, WHOLLY OR PARTLY IN RELIANCE UPON THE WHOLE OR ANY PART OF THE MATERIAL CONTAINED IN THIS PUBLICATION.

(4) THE MATERIAL PROVIDED IN THIS PUBLICATION IS GENERAL AND MAY NOT APPLY IN A SPECIFIC SITUATION. Subject to the foregoing, material provided in this publication provides a general estimate and preliminary indication only as to the current legal climate in relation to repossessing, deregistering and exporting aircraft from the country and jurisdiction(s) indicated, based on information received from local counsel in such country and/or jurisdiction as of the date indicated. The actual likelihood of success for any specific set of circumstances will depend on the particular facts and parties involved. READERS MUST OBTAIN ACTUAL AND UP-TO-DATE LEGAL AND OTHER PROFESSIONAL ADVICE IN THE RELEVANT JURISDICTION(S) WITH RESPECT TO ANY SPECIFIC SITUATION THAT MAY RELATE TO MATERIAL PROVIDED IN THIS PUBLICATION.

(5) THE MATERIAL PROVIDED IN THIS PUBLICATION DOES NOT REPRESENT AN EXHAUSTIVE ANALYSIS of all legal issues in the country and/or jurisdiction(s) indicated relevant to financing, leasing, repossessing, registering, deregistering and/or exporting aircraft in or from such country and/or jurisdiction. There are relevant issues not addressed herein and further legal, business and other professional advice in the relevant country and/or jurisdiction(s) should be sought.

ATTORNEY ADVERTISING. Results depend on a number of factors unique to each matter. Prior results do not guarantee a similar outcome.

Disclaimers ...... 2 El Salvador ...... 38 One-page Summary Preface ...... 5 Estonia ...... 39 About the Editors ...... 6 One-page Summary The Pillsbury Asset Finance Team ...... 8 Fiji ...... 40 About Pillsbury ...... 10 One-page Summary Methodology and Interpretation of Results . . . . .11 Finland ...... 41 One-page Summary Summary of Scores ...... 17 ARTICLE Aruba ...... 19 Mortgagee Duties: PK Airfinance Sarl One-page Summary v Alpstream AG ...... 42 Australia ...... 20 France ...... 44 One-page Summary One-page Summary Austria ...... 21 French Polynesia ...... 45 One-page Summary One-page Summary Azerbaijan ...... 22 Germany ...... 46 One-page Summary One-page Summary Belgium ...... 23 Guatemala ...... 47 One-page Summary One-page Summary Bermuda ...... 24 Guernsey ...... 48 One-page Summary One-page Summary Brazil ...... 25 Hong Kong ...... 49 One-page Summary One-page Summary Bulgaria ...... 26 Hungary ...... 50 One-page Summary One-page Summary Canada ...... 27 India ...... 51 One-page Summary ARTICLE Catch Me If You Can: Prelude To An Aircraft Repo . . . 28 Indonesia ...... 52 One-page Summary Cayman Islands ...... 31 One-page Summary Ireland ...... 53 One-page Summary China ...... 32 One-page Summary ARTICLE Aviation Finance Unchained: The Potential Costa Rica ...... 33 Application of Blockchain Technology ...... 54 One-page Summary Israel ...... 56 Czech Republic ...... 34 One-page Summary One-page Summary Italy ...... 57 Denmark ...... 35 One-page Summary One-page Summary Japan ...... 58 Dominican Republic ...... 36 One-page Summary One-page Summary Jersey ...... 59 Egypt ...... 37 One-page Summary One-page Summary

Jordan ...... 60 Peru ...... 86 One-page Summary One-page Summary Kenya ...... 61 Poland ...... 87 One-page Summary One-page Summary Korea ...... 62 Portugal ...... 88 One-page Summary One-page Summary Latvia ...... 63 Romania ...... 89 One-page Summary One-page Summary Lebanon ...... 64 Russia ...... 90 One-page Summary One-page Summary Lithuania ...... 65 Rwanda ...... 91 One-page Summary One-page Summary Macau ...... 66 Slovenia ...... 92 One-page Summary One-page Summary Malaysia ...... 67 South Africa ...... 93 One-page Summary One-page Summary Mauritius ...... 68 Sri Lanka ...... 94 One-page Summary One-page Summary Mexico ...... 69 Switzerland ...... 95 One-page Summary One-page Summary Mozambique ...... 70 Taiwan (Republic of China) ...... 96 One-page Summary One-page Summary Myanmar ...... 71 Turkey ...... 97 One-page Summary One-page Summary Namibia ...... 72 Ukraine ...... 98 One-page Summary One-page Summary Netherlands ...... 73 United Arab Emirates ...... 99 One-page Summary One-page Summary New Caledonia ...... 74 United Kingdom ...... 100 One-page Summary One-page Summary New Zealand ...... 75 United States ...... 101 One-page Summary One-page Summary Nigeria ...... 76 Vietnam ...... 102 One-page Summary One-page Summary

ARTICLE ARTICLE Applicability of U .S . Risk Retention Rules All Hat and No Chattel: Does Aircraft Lease to Structured Aircraft Portfolio Transactions . . . . 77 Chattel Paper Still Matter After Cape Town? . . . .103 Norway ...... 82 Local Counsel Explanatory Notes ...... 107 One-page Summary World Map ...... 118 Oman ...... 83 One-page Summary About the Contributors ...... 120 Pakistan ...... 84 Third Party Data Notes ...... 148 One-page Summary Appendix: 30-Minute (Check-Box) Papua New Guinea ...... 85 Jurisdictional Questionnaire ...... 149 One-page Summary

World Aircraft Repossession Index Second Edition

Pillsbury Winthrop Shaw Pittman LLP is pleased to publish this Second Edition of the World Aircraft Repossession Index.

This edition of the World Aircraft Repossession Index covers 72 popular jurisdictions worldwide in which aircraft are registered and operate. Utilizing seven primary criteria and a proprietary scoring methodology, you will find a one-page summary for each jurisdiction which summarizes the expert analysis provided by reputable local counsel and certain key data obtained from other third-party sources.

The attorneys in Pillsbury’s Asset Finance practice are well aware of the challenges of leasing and financing aircraft in countries around the globe. When considering doing business in any jurisdiction, it is always advisable to learn about the local issues that may have an impact on your investment. Prudent lessors and financiers of aircraft will want to know in advance what challenges they might encounter in the event they need to repossess, deregister and export an aircraft while it is registered or located in a foreign jurisdiction. Analyzing jurisdictional questionnaires from legal counsel is often an important part of gathering this knowledge. However, processing the narrative responses contained in traditional jurisdictional questionnaires and comparing such responses across various jurisdictions can be a time consuming and costly endeavor. This publication aims to help change that.

Pillsbury has developed a “check-box” jurisdictional questionnaire (the form of which can be found in the Appendix to this publication), which forms the foundation of our proprietary scoring system. Utilizing this innovative framework, the World Aircraft Repossession Index presents a one-page summary for each jurisdiction, which provides a helpful overview and focuses on the most common issues encountered in the context of aircraft repossession, deregistration and export. Our objective scoring methodology then allows us to rank each jurisdiction on a consistent basis across all of these common issues, as well as provide an overall ranking for each jurisdiction.

Based on the data provided by local counsel and certain third-party data providers, the World Aircraft Repossession Index numerically scores the legal environment for repossessing aircraft in each participating jurisdiction. The results of our analysis are also represented in a chart and world map, indicating the compar- ative ranking that has been assigned to each jurisdiction covered by the World Aircraft Repossession Index.

Please read the disclaimer on page 2 before using any of the information contained in this publication.

We gratefully acknowledge and would like to thank all of the contributors in each jurisdiction, as well as each of our third-party data providers for dedicating their time, free of charge, to make this publication possible. Special thanks to Ms. Crystal Siu, a prized Asset Finance paralegal based in Pillsbury’s Hong Kong office, whose efforts in support of this publication were above and beyond the call of duty. We would also like to give due recognition to Mr. Dominic Pearson, formerly of Pillsbury, who created the World Aircraft Repossession Index and served as the general editor of the first edition of this publication. Many thanks to you all!

JASON P. GREENBERG Special Counsel | Pillsbury Winthrop Shaw Pittman LLP T 213.488.7344 | F 213.629.1033 [email protected] Los Angeles, March 2017

Mark N. Lessard, Partner and Global Head, Finance Mark Lessard is a partner in Pillsbury’s New York office and is the Global Head of the firm’s Finance practice, primarily representing clients who are active in the Aviation, Aerospace and Transportation sectors. Mr. Lessard represents lenders, lessors, investors, operators, underwriters, liquidity providers, manufacturers, rating agencies and trustees in connection with all forms of transportation asset-backed financings, including term loans and revolving credit facilities, operating leases, leveraged and tax leases, as well as private placements and other capital markets Mark N. Lessard offerings, such as portfolio securitizations, EETCs and debt repackagings. Mr. Lessard has particular +1.212.858.1564 experience in cross-border transactions, having placed, financed or repossessed aviation assets in [email protected] dozens of jurisdictions around the world. He is an active member of the Executive Committee of the Legal Advisory Panel to the Aviation Working Group, which has been at the forefront of the adoption and implementation of the Cape Town Convention on International Interests in Mobile Equipment. Mr. Lessard is a Member of the Legal Advisory Panel to Aviation Working Group (2012- present), and is recognized in the following publications: Chambers USA, Aviation Finance—National (2009-2016); Legal 500 US, Asset Finance and Leasing (2010, 2013-2016); International Who’s Who of Aviation Lawyers (2010-2013); Who’s Who Legal, Aviation—New York (2010, 2012, 2014-2016); and Guide to the World’s Leading Aviation Lawyers, Euromoney/Legal Media Group (2013).

Paul P. Jebely, Partner and Co-Leader, Asset Finance Paul Jebely is the managing partner of Pillsbury’s Hong Kong office and a co-leader of the firm’s Asset Finance practice. He is recognized as a leading aviation lawyer, advising a range of clients on billions of dollars of commercial and business aircraft finance transactions. Mr. Jebely has been repeatedly recognized by legal directories such as Chambers, Legal 500 and Who’s Who as a “very highly rated” leading individual in aviation finance and singled out in Chambers as “extremely competent,” “commercially aware,” “responsive,” “courteous,” “technically skilled,” “capable,” “attentive” and “driven.” He has been quoted by the Financial Times, Wall Street Journal, Bloomberg, Paul P. Jebely +852.3959.7503 the China Business Network and various industry publications on the basis of his experience in [email protected] the aviation markets in Asia and Africa in particular. Among other recognition, he was the 2015 recipient of the “Outstanding Contribution to African Aviation Development” award—the only lawyer to receive the award since its inception in 1999, and was recognized by Asian Legal Business in October 2016 among “Asia 40 Under 40” top “brightest legal minds in the region.”

Mr. Jebely is admitted to practice law in England, New York and Ontario. He is experienced in negotiating and executing international commercial and business aircraft and engine financing, leasing and trading transactions, and in advising in various enforcement and repossession situations. He has advised clients that represent the full range of industry participants in transactions concerning all classes of commercial and business aircraft. He is currently the Chairman of the Community of Hong Kong Aviation Professionals, and a member of the Board of Governors of the Asian Business Aviation Association.

Jonathan C. Goldstein, Partner, Asset Finance Jonathan Goldstein is a partner in Pillsbury’s Asset Finance practice and is located in the New York office. He is recognized as a leading lawyer and rising star servicing the aviation and rail industries. Mr. Goldstein represents sponsors, lenders, hedge funds, commercial banks and leasing companies in connection with a broad spectrum of international financial and corporate transactions. He advises clients on public offerings and private placement of securities (equipment notes and portfolio securitizations), acquisitions, leveraged leasing, Jonathan C. Goldstein secured and unsecured lending, structured financings, syndicated credit facilities, pre-delivery +1.212.858.1888 payment financing and warehouse facilities. Mr. Goldstein’s practice also addresses simple [email protected] and complex bank loans, mergers and acquisitions, leveraged financings, joint ventures, sale/ resale transactions and bankruptcy workouts.

Legal 500 notes that “Mr. Goldstein has a very good reputation in aviation finance.” He has been involved with numerous transactions that have won awards, including Overall Deal of the Year, North American Deal of the Year and Most Innovative Deal of the Year from AirFinance Journal.

Jason P. Greenberg, Special Counsel, Asset Finance Jason Greenberg is a special counsel in Pillsbury’s Asset Finance practice and is located in the Los Angeles office. His practice focuses on equipment finance and leasing, and specializes in cross-border secured lending and commercial aircraft transactions. Mr. Greenberg has significant experience representing lenders, borrowers, lessors, lessees, purchasers, sellers and rating agencies, and managing transactions in jurisdictions throughout the world. Prior to joining Pillsbury, Mr. Greenberg worked at two global top-10 commercial aircraft lessors and in the aviation finance practice of a major international law firm. Jason P. Greenberg +1.213.488.7344 [email protected]

Sarah Humpleby, Counsel, Asset Finance Sarah Humpleby is a counsel in Pillsbury’s Asset Finance practice and is based in the London office. She has a broad range of asset finance experience in aircraft, rolling stock, shipping and other equipment leasing as well as a background in general banking and finance. Ms. Humpleby acts for clients across the aviation industry including major operating lessors, financiers and airlines, and for operating lessors of rolling stock and has previously spent time on secondment with Barclays. Ms. Humpleby was named as a rising star in aviation in the Airfinance Journal’s Sarah Humpleby Guide to Aviation Lawyers 2013 and in the Euromoney Rising Stars Expert Guide 2016 . +44.20.7847.9544 [email protected]

Sharon Nourani, Associate, Asset Finance Sharon Nourani is an associate in Pillsbury’s Asset Finance practice and is based in the Hong Kong office. She advises key clients on a broad range of cross-border, high-value aircraft finance transactions, including finance and operating leases, sale and leasebacks, pre-delivery payment financings and secured loan transactions.

Prior to joining Pillsbury, Ms. Nourani worked in Hong Kong in the aviation finance practice of an international law firm. Sharon Nourani +852.3959.7506 [email protected]

Mark N. Lessard | Partner & Paul Jebely | Partner & Graham Tyler | Partner & Charlotta Otterbeck | Partner & Global Head of Finance Co-leader of Asset Finance Co-leader of Asset Finance Leader of Asset Finance for the Americas +1.212.858.1564 +852.3959.7503 +44.20.7847.9562 +1.212.858.1409 [email protected] [email protected] [email protected] [email protected]

Debra Erni | Partner Vanessa C. Gage | Partner Jonathan C. Goldstein | Partner Daniel M. Richards | Partner +44.20.7847.9595 +1.415.983.1040 +1.212.858.1888 +1.212.858.1324 [email protected] [email protected] [email protected] [email protected]

Jason P. Greenberg | Special Counsel Adam Beavill | Counsel Michael C. Berens | Counsel Richard J. Evans | Counsel +1.213.488.7344 +44.20.7847.9586 +1.212.858.1135 +1.213.488.7192 [email protected] [email protected] [email protected] [email protected]

Sarah Humpleby | Counsel Melissa B. Jones-Prus | Counsel Maria J. Cho | Senior Associate Rakhi Savjani | Senior Associate +44.20.7847.9544 +1.212.858.1646 +1.212.858.1452 +44.20.7847.9578 [email protected] [email protected] [email protected] [email protected]

Andrés Berry | Associate William DeCotiis | Associate Luca Denora | Associate David Flickinger | Associate +1.212.858.1238 +1.212.858.1239 +852.3959.7504 +1.212.858.1041 [email protected] [email protected] [email protected] [email protected]

John A. Hunt | Associate Chris Knight | Associate E Way Liow | Associate Sharon Nourani | Associate +1.212.858.1095 +44.20.7847.9640 +852.3959.7505 +852.3959.7506 [email protected] [email protected] [email protected] [email protected]

Maureen J. Reed | Associate Andrew Taggart | Associate Ella Bouet | Senior Law Clerk Golda Calonge | Senior Law Clerk +1.212.858.1257 +1.415.983.1108 +1.415.983.7223 +1.212.858.1229 [email protected] [email protected] [email protected] [email protected]

Bernadette E. Ryan | Senior Legal Analyst Kanika Juyal | Paralegal +1.213.488.7139 +44.20.7847.9533 [email protected] [email protected]

Luke Drake | Paralegal Crystal Siu | Paralegal +44.20.7847.9587 +852.3959.7509 [email protected] [email protected]

Anny Espinal | Paralegal Issac M. Lee | Senior Law Clerk +1.212.858.1069 +1.212.858.1253 [email protected] [email protected]

Pillsbury’s Asset Finance practice is a leader in the field of structuring, negotiating and closing transactions for transportation assets, with particular emphasis on aircraft and other aviation equipment. For more than 60 years we have been representing some of the most active international participants in the financing of transportation assets, including major banks, leasing companies, airlines, investors, traders and manufacturers.

Powered by a team of highly rated lawyers in the U.S., Europe for their cutting edge contributions whether completing and Asia, Pillsbury’s Asset Finance practice has, in the last novel transactions, publishing articles on new financing 5 years alone, helped a diverse range of market participants techniques, sitting on standard-setting committees or keep more than 1,500 commerical aircraft flying, reflecting speaking at some of the many conferences, seminars, an aggregate asset value of more than $75 billion. We have workshops and other events organized for the asset had important roles in all of the U.S., and many foreign, finance community. These contributions are consistently airline bankruptcies and restructurings and work closely recognized by industry observers, including the prestigious with lawyers in our restructuring group on these matters. Chambers publication, which has named us one of the Our team also has significant experience with railroad rolling leading aviation finance firms in the world. We have also stock, locomotives, ships, containers and fleets of land-based recently received awards and accolades for our legal work vehicles, as well as other capital assets financed with similar from Jane’s Transport Finance, AirFinance Journal, Global techniques, such as floating drilling rigs, satellites, telecom- Trade Review and Trade Finance . munications and manufacturing equipment. In recent years we have successfully negotiated and documented Ex-Im Bank-supported financings for equipment valued at more than $4 billion. We have also dealt with other export credit agencies and government-supported programs, such as Japan Eximbank, ECGD, COFACE and HERMES.

Pillsbury’s Asset Finance practice includes attorneys in our New York, London, Hong Kong, Los Angeles, San Francisco and Washington D.C. offices who are supported by leading practitioners in related fields such as taxation, aviation regulatory, restructuring, capital markets, mergers and acquisitions, international trade and licensing, corporate aviation, insurance, accident investigations and litigation. Our team has extensive experience with cross-border financings of transportation assets located and operated throughout the world and often handles large scale transactions involving multiple jurisdictions. Our offices and network of local law firms stand ready to assist our clients any place, any time. This broad-based, integrated approach allows us to offer a full range of legal services to all industry participants.

Our Asset Finance attorneys are well-known in the industry

It is critical to note that there exist many avenues for mitigating the risks that result in the designation of a particular country as being “HIGHER RISK”, including registering an aircraft in an alternate jurisdiction. Creating an index of this sort poses two big challenges. Firstly, in order to allow quantitative based scoring, the jurisdictional questionnaire must be crafted in a way that allows the questions to be efficiently and comfortably answered by local counsel in a closed-ended fashion without qualification; that is, by selecting an answer from a pre-defined set of responses (such as “Yes” or “No”). Secondly, having boxed-in those answers so as to allow for scoring, careful consideration must be given to how the jurisdiction may be scored in a meaningful and useful manner. The first of these challenges has been accomplished by the creation of what we have called the 30-Minute (Check-Box) Jurisdictional Questionnaire. The second of these challenges has been accomplished by generating a simple but effective weighted scoring mechanism. You should read this section to understand better what the results contained in the one-page summaries mean, and how to interpret them .

The Pillsbury World Aircraft Repossession Index measures “MODERATE” asset recoverability rating; and finally those the legal environment for aircraft repossessions in each jurisdictions whose overall score was less than 50% have country or jurisdiction using seven factors (repossession, been assigned a “HIGHER RISK” asset recoverability rating. insolvency, deregistration, export, judgments and arbitral awards, preferential liens and political stability). Each World Map. On pages 118 and 119 we have summarized the factor is assigned a weighting in accordance with its relative overall scores and asset recoverability ratings of each juris- importance, with each factor’s score and its weighting diction in the form of a world map. The green, yellow and red being used to calculate the overall score for the country or colorings represent jurisdictions whose asset recoverability jurisdiction. Each factor’s score is determined according ratings are “LOWER”, “MODERATE” and “HIGHER” risk to several sub-factors comprising either: (a) the questions respectively, with the finer gradient of the color indicating asked in the jurisdictional questionnaire, or (b) certain other whether the jurisdiction sits at the top, middle of bottom of information about the jurisdiction collected from external the range for that category. sources. A summary of each of the seven factors and their 30-Minute (Check-Box) Jurisdictional Questionnaire. component sub-factors is presented in the Table on the next For each country or jurisdiction covered in this index, a page and described in detail in the commentary below. The reputable local counsel completed a 30-Minute (Check- baseline assumptions for this analysis are that the aircraft is Box) Jurisdictional Questionnaire. A copy of the pro-forma registered in the relevant jurisdiction, operated by an airline jurisdictional questionnaire is provided in the Appendix based in such jurisdiction and located in such jurisdiction on page 149. The completed questionnaires provided the at the time of repossession. majority of the information used to score the jurisdictions. Overall Score and Recoverability Category. The overall However, the Political Stability factor was determined using score for each jurisdiction is expressed near the top of the information collected from other third-party sources. page of each one-page summary. A score of 0% represents Aircraft Registration. In the 30-Minute (Check-Box) the poorest possible score and the lowest rating in terms of Jurisdictional Questionnaire, we asked local counsel to asset recoverability. In contrast, a score of 100% represents answer questions relating to the registration of the aircraft the best possible score and the highest rating in terms of on the country’s aircraft register. While this information is asset recoverability. Additionally, each jurisdiction has been not scored (as it is the characteristics of deregistration of the assigned a broader asset recoverability rating or category aircraft, not registration, that is most relevant), it serves two as follows: those jurisdictions whose overall score was purposes which we hope will be of use to readers. 75% or higher have been assigned a “LOWER RISK” asset recoverability rating; those jurisdictions whose overall score Firstly, it is informative in respect of whose name the was 50% or higher, but less than 75%, have been assigned a aircraft may be registered in that jurisdiction and whether

Table: Summary of Factors and Sub-Factors WEIGHTING FACTORS SUB-FACTORS (1) Self-help remedies; (2) Requirement for a deposit, bond or other security in judicial proceedings; (3) Repossession 22.5% Repossession taxes and fees; (4) Speed of repossession; (5) Legal cost of repossession; (6) ASU Cape Town Discount or Qualifying OECD Status (1) Sophistication of insolvency laws; (2) Insolvency moratorium; (3) Overreaching of the lessee’s insolvency estate. 12.5% Insolvency

(1) Third party deregistration rights; (2) Historical precedent of refusing to deregister; (3) Convenience of deregistration 10.0% Deregistration

(1) Third party export rights; (2) Export licenses and permits; (3) Export fees and taxes 10.0% Export

Judgments and (1) Enforceability of judgments; (2) Enforceability of arbitral awards 7.5% Arbitral Awards

(1) Onerous and unusual preferential liens: non-possessory liens; (2) Onerous and unusual preferential liens: fleet-wide 7.5% Preferential Liens liens; (3) Onerous and unusual preferential liens: liens in favor of a lessee or debtor; (4) Government requisition and confiscation. (1) OECD membership; (2) Sovereign credit rating; (3) World Justice Project – Rule of Law Index (2016); (4) Heritage 30.0% Political Stability Foundation – Freedom Index (2016); (5) World Economic Forum – Global Competitiveness Report 2015-2016

the interests of the owner and mortgagee may also be noted, person in the equivalent position to a mortgagee under appli- either on the aircraft register, the certificate of registration or cable local law, such as a “pledgee”, or a “chargee” holding an on some other public register. It is also informative in respect “international interest” in the airframe and aircraft engines of the existence of any delegation arrangements with other pursuant to the Cape Town Convention. countries, such as 83bis delegation agreements pursuant to Article 83bis of the Chicago Convention, such that an Factor 1: Repossession (weighting: 22.5%). This factor aircraft operating and habitually based in that country may evaluates the owner-lessor or mortgagee’s theoretical ability be registered in another country. to repossess the aircraft in a cost effective and timely manner. This factor comprises the following sub-factors: Secondly, because delegation arrangements allow operating lessors and financiers to mitigate against the adverse effects Self-help remedies . Credit was given if the local jurisdiction of the local aircraft registration (and deregistration) rules by allows the owner-lessor or mortgagee to exercise so-called allowing an aircraft to be registered in another country, this self-help remedies. “Self-help” means that the laws of the has allowed us to blend the deregistration score of such other local jurisdiction permit the owner-lessor or mortgagee, as country with the scores of each of the remaining factors for applicable, to repossess the aircraft from an uncooperative the country in which the aircraft is habitually based. This lessee (or debtor) without the need to obtain a court order, blended score thus more accurately reflects the total aircraft provided that it does so peaceably, without using force or repossession risk, and is presented in the one-page summary. the threat of force.

Repossession by Owner-Lessor or by Mortgagee? Requirement for a deposit, bond or other security in judicial We have designed the questions in the 30-Minute proceedings . Credit was given if the courts of the jurisdiction (Check-Box) Jurisdictional Questionnaire in a manner do not typically require the owner-lessor or mortgagee, as a that contemplates both repossession of an aircraft from a condition to obtaining a judicial order for repossession of the defaulting lessee under an aircraft lease, as well as repos- aircraft, to deposit a bond or other guarantee with the court. session by a “mortgagee” from a defaulting owner-debtor. Repossession taxes and fees . Credit was given if there are no The phrase “mortgagee” when used in this publication and significant fees or taxes payable in order for the owner-lessor in the jurisdictional questionnaire means a person who has or mortgagee to obtain a judicial order for repossession a first priority security interest in the aircraft, and includes a of the aircraft. An example of such a tax might include a

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 12 pillsburylaw.com Methodology and Interpretation of Results stamp tax payable as a condition to admitting documents (c) more than US$250,000 but less than or equal to in evidence for the purposes of repossession proceedings US$1,000,000, or (d) more than US$1,000,000. Greater credit (where self-help remedies are not available). We left it was given to the less costly bands. We asked local counsel to to local counsel to determine, using their professional make an equivalent set of assumptions as they made when judgement, whether they thought any such fees were signif- answering the speed of repossession question. In addition, icant; however, we indicated that “significant” fees or taxes we also indicated to local counsel that their estimate would include any fees or taxes assessed on a percentage should be inclusive of all court and lawyer fees incurred by basis against the value of the aircraft or the sum secured by the owner-lessor or mortgagee, but should disregard any a mortgage, etc., but might exclude nominal fees or nominal amounts that represent any potential recovery of those costs. taxes amounting to less than US$1,000 or its equivalent in the local currency of the jurisdiction. ASU Cape Town Discount or Qualifying OECD Status . Bonus credit was given if either or both of the following apply: (1) Speed of repossession . We asked local counsel to estimate, as of May 30, 2016, the country qualifies for the OECD’s on the balance of probabilities, how quickly a court order Aircraft Sector Understanding Cape Town Discount (http:// may be obtained for repossession of an aircraft, following www.oecd.org/tad/xcred/ctc.htm); and/or (2) as of June 24, commencement of judicial proceedings, given a choice 2016 the country is an OECD “high-income” or “zero-rated” of four bands: (a) less than or equal to 60 days, (b) more country, with an investment grade sovereign credit rating, than 60 days but less than or equal to 180 days, (c) more according to Standard & Poor’s (or where a Standard & Poor’s than 180 days but less than or equal to one year, or (d) more rating is not available, according to Moody’s, if available). than one year. Greater credit was given to the faster bands. In estimating the speed with which such order could be Factor 2: Insolvency (weighting: 12.5%). This factor obtained, we asked local counsel to ignore any self-help evaluates the friendliness of the jurisdiction’s insolvency remedies that may be available as an alternative means of laws from a creditor’s perspective. This factor comprises repossession. We also asked local counsel to assume that: the following sub-factors:

1. the mortgagee or the owner-lessor is ultimately Sophistication of insolvency laws . Credit was given where successful; local counsel was of the opinion that the jurisdiction’s insolvency laws were moderately or well developed. We asked 2. the proceedings are contested by the lessee (or an insol- local counsel to restrict their analysis to insolvency law as vency practitioner or bankruptcy trustee on its behalf ), it relates to the rights of a mortgagee (as a creditor) and an but are otherwise not contested by any competing owner-lessor (as a creditor/owner) and to take into account creditor; the frequency, volume and history of case law, any pertinent legal commentary on the subject, and the sophistication of 3. where judicial proceedings are instigated by the the applicable statutes. mortgagee, it has the cooperation of the owner-lessor, Insolvency moratorium . We asked local counsel to indicate, 4. there is already either an English or New York judgment under the mandatorily applicable laws of the local juris- or an arbitration award ordering repossession (and that diction, the period during which a moratorium may be local counsel should select the answer that represents imposed in the event of a lessee or debtor insolvency / the quickest of either litigating afresh on the merits or bankruptcy which adversely affects the rights of the owner- enforcing such judgment or award); lessor or mortgagee to repossess an aircraft on termination of the leasing of the aircraft or enforcement of the mortgage. 5. the lessee is insolvent at the time the proceedings are A choice of four bands was given: (a) less than or equal to 60 instituted; and days, (b) more than 60 days but less than or equal to 180 days, 6. the proceedings may either be for a preliminary (i.e. (c) more than 180 days but less than or equal to one year, or interim) or a final order, whichever can be obtained the (d) more than one year or variable. We asked local counsel quickest in the local jurisdiction. to assume that the lessee or debtor entity is subject to the mandatorily applicable insolvency / bankruptcy laws of the Legal cost of repossession . We also asked local counsel to local jurisdiction. In circumstances where, under the law of estimate, on the balance of probabilities, the legal costs the local jurisdiction, more than one answer is applicable of obtaining a court order for repossession of an aircraft, because the moratorium period may vary depending on following commencement of judicial proceedings, given a other factors (e.g. whether or not the Cape Town Convention choice of four bands: (a) less than or equal to US$50,000, (b) applies or some other criteria are met), local counsel was more than US$50,000 but less than or equal to US$250,000, asked to select the most favorable (i.e. the shortest) such

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 13 Methodology and Interpretation of Results time period, and to indicate that the answer applied only to laws of the local jurisdiction and/or the local practice of the limited circumstances. Greater credit was given for a shorter aircraft register or aviation authority entitle an owner-lessor moratorium period, and additional credit was given where or mortgagee to deregister an aircraft, credit was deducted if a shorter moratorium period applied in all circumstances, local counsel was aware of any instances where the aircraft rather than only in limited circumstances. register or aviation authority had refused to honor a request by the owner-lessor and/or the mortgagee (as applicable) to Overreaching of the lessee’s insolvency estate . Credit was given deregister the aircraft, despite being otherwise entitled to do where the mandatorily applicable insolvency laws of the so. “Despite being otherwise entitled to do so” means that the local jurisdiction did not deem the aircraft to be the lessee’s owner-lessor or mortgagee, in submitting the deregistration property and part of its bankruptcy or insolvency estate request, has complied with the local law and the paperwork (notwithstanding the owner-lessor’s status as legal owner), required for deregistration is otherwise in order. in circumstances where the lessee is put into administration, liquidation or similar bankruptcy or insolvency process. In Convenience of deregistration . Credit was given if, with answering this question, we asked local counsel to assume respect to deregistration of an aircraft, the aircraft register that the lessee is subject to the mandatorily applicable or aviation authority does not require the application insolvency / bankruptcy laws of the local jurisdiction, and forms necessary for registration, any necessary consents, that the lease is a true operating lease (and not a finance or authorizations or supporting documents to be notarized capital lease). and/or authenticated before it will accept and process the deregistration of an aircraft. “Authenticated” includes any Factor 3: Deregistration (weighting: 10%). This factor requirement that a document be apostilled, consularized, evaluates the ease with which an owner-lessor or a mortgagee legalized or translated. may deregister an aircraft registered on the country’s aircraft register. This factor comprises the following sub-factors: Factor 4: Export (weighting: 10%). This factor evaluates the ease with which an owner-lessor or a mortgagee may Third party deregistration rights . Credit was given if the export an aircraft habitually based in the country. This factor laws of the local jurisdiction and/or the local practice of the comprises the following sub-factors: aircraft register or aviation authority will honor a unilateral request by the owner-lessor or mortgagee to deregister the Third party export rights . Credit was given if the laws of the aircraft from the aircraft register, without the cooperation local jurisdiction allow an owner-lessor (with the consent of of the lessee. Such a request could be honored either: (a) the mortgagee, if any) or a mortgagee to unilaterally export pursuant to the exercise of a deregistration power of attorney the aircraft from the country without the cooperation of the or an “irrevocable deregistration and export authorization” lessee (and the owner-lessor, in the case of the mortgagee). (“IDERA”) pursuant to the Cape Town Convention granted We asked local counsel to assume that: in favor of the owner-lessor or mortgagee (as applicable), or (b) pursuant to such person’s status as an owner-lessor or 1. the owner-lessor or mortgagee has repossessed and mortgagee of the aircraft, even without any such power or deregistered the aircraft, or is seeking simultaneous IDERA. In answering these questions, we also asked local repossession and deregistration of the aircraft; counsel to assume that: 2. the leasing has terminated or the mortgage has become 1. the owner-lessor or mortgagee has repossessed the enforceable, as applicable; aircraft, or is seeking simultaneous repossession of the 3. the owner-lessor or mortgagee has an export power of aircraft; attorney granted in its favor; and 2. the leasing has terminated or that the mortgage has 4. the lessee or owner-debtor is insolvent and uncoop- become enforceable, as applicable; erative at the time the owner-lessor or mortgagee is 3. where any such deregistration request is made by an seeking to export the aircraft from the country. owner-lessor, it is with the consent of the mortgagee Export licenses and permits . Credit was given if an owner- (if any); and lessor or mortgagee may export the aircraft from the country 4. “cooperation of the lessee” includes a requirement without requiring an export license or permit. We asked local that the original of the certificate of registration be counsel to disregard any restrictions relating to the export surrendered. of goods to countries subject to sanctions or with respect to classified or military equipment installed on the aircraft. Historical precedent of refusing to deregister . In the event that

Export taxes and fees . Credit was given if there are no signif- Regulation (Council Regulation (EU) 1215/2012). icant fees or taxes payable in order for the owner-lessor or mortgagee to export the aircraft from the country. We left Additionally, we made clear that a requirement for it to local counsel to determine, using their professional reciprocity of recognition/enforcement by a New York or judgement, whether they thought any such fees were signif- English court (as applicable) is NOT a permitted threshold icant; however, we indicated that “significant” fees or taxes condition, unless it can be said with reasonable certainty would include any fees or taxes assessed on a percentage that on a general basis (rather than on a case by case basis) basis against the value of the aircraft or the sum secured by such reciprocity requirement will be satisfied with respect a mortgage, etc., but might exclude nominal fees or nominal to any such New York or English court judgment (because, taxes amounting to less than US$1,000 or its equivalent in for example, a reciprocal enforcement treaty exists). the local currency of the jurisdiction. Enforceability of arbitral awards . Credit was given if the Factor 5: Judgments and Arbitral Awards (weighting: country has adopted the 1958 Convention on the Recognition 7.5%). This factor evaluates the ease with which an owner- and Enforcement of Foreign Arbitral Awards (the New York lessor or a mortgagee may enforce a judgment or arbitral Convention) and the courts of the the local jurisdiction award in the jurisdiction without having to re-litigate the recognize and enforce a decision of an arbitrator. We asked case on its merits. This factor comprises the following local counsel to assume that a court in the local jurisdiction sub-factors: would be entitled to refuse enforcement of the arbitral award based on one of the exceptions and carve-outs enumerated Enforceability of judgments . Credit was given if the courts in the New York Convention. of the jurisdiction will recognize and enforce either: (a) a judgment rendered by a New York state or U.S. federal Factor 6: Preferential Liens (weighting: 7.5%). This factor court sitting in New York, or (b) a judgment rendered by evaluates the status of any onerous or unusual non-con- an English court, without the case being re-examined sensual preferential liens and requisition risks which could on its merits. “Enforcement” means the enforcement of be imposed by the laws of the local jurisdiction and which money awards only (and not injunctive or any other type of may adversely affect an owner-lessor’s or mortgagee’s rights non-monetary relief ). We also indicated to local counsel that to the aircraft. “Preferential lien” means a lien that would “without the case being re-examined on its merits” meant take priority over the owner-lessor’s ownership and/or that enforcement would only be subject to the satisfaction a mortgagee’s secured creditor rights in the aircraft, and of one or more of the following threshold conditions (and “non-consensual” means that it arises by operation of law and would not be subject to any other additional conditions): not by agreement between a person with rights in the aircraft and the lien-holder. This factor comprises the following 1. the court rendering the judgment must have had sub-factors: jurisdiction over the defendant and has obtained such jurisdiction in a way that is compatible with the laws of Onerous and unusual preferential liens: non-possessory liens . the local jurisdiction; Credit was given if the laws of the local jurisdiction do not provide for any non-consensual preferential non-possessory 2. the judgment of the rendering court must have been liens over aircraft that could arise in favor of a repairer / final and conclusive and not subject to appeal; mechanic or a landlord / hangar-keeper.

3. the judgment must have been given on the merits of the Onerous and unusual preferential liens: fleet-wide liens . Credit case (and, for example, must not have been obtained by was given if the laws of the local jurisdiction do not provide way of “judgment in default”); for any fleet-wide non-consensual preferential liens or equivalent rights or rights of detention over aircraft that 4. the judgment must not have been obtained by fraud; could arise in favor of third parties not requiring any form of registration. A “fleet-wide” lien means a lien that has arisen 5. the judgment must not be incompatible with the public as a result of unpaid amounts attributable to a particular policy of the local jurisdiction; aircraft in an operator’s fleet, but has attached or is capable 6. the judgment must not contradict another judgment of attaching to any other aircraft in that operator’s fleet (i.e. rendered by a court in the local jurisdiction; and/or any other aircraft operated by that operator), regardless of the fact that the owners of such aircraft may be different. 7. in the case of a judgment rendered by an English court, if the country is a sister EU member state, any of the condi- Onerous and unusual preferential liens: liens in favor of a lessee tions or exceptions permitted by the “recast” Brussels or debtor . Credit was given if the laws of the local jurisdiction

do not provide for any non-consensual preferential liens or World Economic Forum – Global Competitiveness Report equivalent rights or rights of detention over aircraft that 2015-2016 . Greater credit was given to countries with could arise in favor of a lessee or debtor (i.e. not a third party) higher scores on the following measures: “Property rights”, not requiring any form of registration. An example of such “Irregular payments and bribes”, “Judicial independence”, lien might include a non-consensual preferential lien over “Favoritism in decisions of government officials”, “Efficiency the aircraft arising by operation of law in favor of a lessee of legal framework in settling disputes”, “Efficiency of legal in circumstances where the lessee has a valid counterclaim framework in challenging regulations” and “Transparency against the owner-lessor. of government policymaking” (see further, http://reports. weforum.org/global-competitiveness-report-2015-2016/). Government requisition and confiscation . Credit was given if the laws of the local jurisdiction do not allow the government In the event that there is no data on the country in either to requisition or confiscate an aircraft without needing to pay one or two of the rule of law indices, each such index is the owner reasonable compensation. We asked local counsel ignored for scoring purposes without any negative effect to disregard government requisition or confiscation of the on that country’s aggregate score for this factor. In the rare aircraft in circumstances where there has been a violation of event that there is no data on the country in all three of the any drug-trafficking laws or other criminal offenses. indices, then the Political Stability factor is ignored in its entirety and a note is made on the one-page summary for Factor 7: Political Stability (weighting: 30%). This factor that country (and in the Summary of Scores table on pages evaluates, predominantly, the adherence by the jurisdiction 17 and 18) indicating that no such data is available. to the rule of law, by reference to a number of rule of law indices and other approximate measures, and should be helpful in determining the ease with which the theoretical legal rights available to an owner-lessor or mortgagee may be enforced in practice. This factor comprises the following sub-factors:

OECD Membership . Credit was given if the country is an OECD “high-income” or “zero-rated” country according to the OECD’s “country risk” classification system (see further, http://www.oecd.org/tad/xcred/crc.htm).

Sovereign credit rating . Credit was given to countries with an investment grade sovereign credit rating, according to Standard & Poor’s (or where a Standard & Poor’s rating is not available, according to Moody’s, if available).

World Justice Project – Rule of Law Index (2016) . Greater credit was given to countries with higher scores on the following measures: “Absence of Corruption”, “Open Government”, “Regulatory Enforcement” and “Civil Justice” (see further, http://worldjusticeproject.org/rule-of-law-index).

Heritage Foundation – Index of Economic Freedom (2016) . Greater credit was given to countries with higher scores on the following measures: “Property rights” and “Freedom from corruption” (see further, http://www.heritage.org/ index/).

Summarized in the table below are the overall scores for each country included in this publication, together with a breakdown of the scores for each factor. The table has been sorted in descending order of overall score, with the highest scoring country at the top and the lowest scoring country at the bottom.

Weighting: (22.5%) (12.5%) (10.0%) (10%) (7.5%) (7.5%) (30.0%)

Country Repo. Insolvency Dereg. Export Judg. / Arb. Pref. Liens Pol. Stab. TOTAL

Aruba 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% No Data 100.0% Australia 100.0% 90.0% 100.0% 100.0% 100.0% 75.0% 99.2% 96.6% Canada 96.4% 90.0% 100.0% 100.0% 100.0% 75.0% 100.0% 96.1% United States 96.4% 90.0% 100.0% 100.0% 100.0% 100.0% 93.7% 96.0% Netherlands 82.1% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 96.0% New Zealand 100.0% 90.0% 100.0% 100.0% 100.0% 75.0% 94.4% 95.2% Denmark 92.9% 90.0% 80.0% 100.0% 100.0% 75.0% 99.2% 93.0% Bermuda 95.0% 60.0% 100.0% 100.0% 100.0% 100.0% No Data 91.3% Cayman Islands 95.0% 90.0% 100.0% 100.0% 100.0% 50.0% No Data 91.3% United Kingdom 89.3% 60.0% 100.0% 100.0% 100.0% 75.0% 94.4% 89.0% Germany 71.4% 100.0% 60.0% 75.0% 100.0% 100.0% 100.0% 87.1% Guernsey 90.0% 90.0% 80.0% 100.0% 100.0% 50.0% No Data 86.8% Ireland 85.7% 80.0% 100.0% 100.0% 100.0% 50.0% 85.7% 86.3% Finland 78.6% 90.0% 60.0% 75.0% 100.0% 100.0% 94.4% 85.8% Jersey 95.0% 60.0% 80.0% 100.0% 100.0% 75.0% No Data 85.7% Austria 71.4% 80.0% 100.0% 50.0% 100.0% 100.0% 93.7% 84.2% Norway 85.7% 80.0% 40.0% 75.0% 100.0% 25.0% 100.0% 80.2% France 85.7% 60.0% 20.0% 75.0% 100.0% 100.0% 93.7% 79.4% Switzerland 71.4% 80.0% 20.0% 75.0% 100.0% 75.0% 100.0% 78.7% Czech Republic 82.1% 90.0% 40.0% 75.0% 100.0% 50.0% 82.9% 77.4% Hong Kong 67.9% 60.0% 100.0% 100.0% 33.3% 50.0% 88.9% 75.7% Taiwan (Republic of China) 71.4% 80.0% 0.0% 100.0% 66.7% 100.0% 89.8% 75.5% Portugal 53.6% 90.0% 80.0% 75.0% 100.0% 75.0% 69.8% 72.9% Estonia 67.9% 60.0% 60.0% 0.0% 100.0% 100.0% 93.7% 71.9% French Polynesia 80.0% 60.0% 20.0% 75.0% 100.0% 100.0% No Data 71.4% New Caledonia 80.0% 60.0% 20.0% 75.0% 100.0% 100.0% No Data 71.4% Costa Rica 57.1% 60.0% 80.0% 100.0% 100.0% 100.0% 56.3% 70.3% Israel 57.1% 70.0% 40.0% 50.0% 100.0% 100.0% 81.6% 70.1% Japan 42.8% 60.0% 20.0% 75.0% 100.0% 100.0% 94.0% 69.9% Lithuania 75.0% 60.0% 0.0% 100.0% 100.0% 75.0% 74.0% 69.7% Belgium 67.9% 70.0% 20.0% 50.0% 100.0% 25.0% 94.4% 68.7% Poland 50.0% 60.0% 40.0% 75.0% 100.0% 100.0% 75.4% 67.9%

Weighting: (22.5%) (12.5%) (10.0%) (10%) (7.5%) (7.5%) (30.0%)

Country Repo. Insolvency Dereg. Export Judg. / Arb. Pref. Liens Pol. Stab. TOTAL

Korea 57.1% 60.0% 0.0% 75.0% 100.0% 100.0% 82.9% 67.7% Italy 75.0% 90.0% 0.0% 100.0% 100.0% 75.0% 54.4% 67.6% Hungary 75.0% 70.0% 40.0% 100.0% 100.0% 50.0% 54.0% 67.1% Slovenia 67.9% 60.0% 0.0% 75.0% 100.0% 75.0% 75.0% 65.9% South Africa 50.0% 100.0% 80.0% 25.0% 100.0% 100.0% 55.2% 65.8% Mauritius 46.4% 60.0% 100.0% 50.0% 100.0% 75.0% 64.8% 65.5% Kenya 67.9% 90.0% 100.0% 100.0% 100.0% 75.0% 18.5% 65.2% Turkey 75.0% 90.0% 80.0% 100.0% 100.0% 50.0% 24.6% 64.8% China 57.1% 90.0% 100.0% 75.0% 33.3% 50.0% 44.4% 61.2% Macau 32.1% 80.0% 40.0% 75.0% 100.0% 100.0% 55.0% 60.2% Nigeria 75.0% 90.0% 100.0% 75.0% 100.0% 50.0% 9.7% 59.8% Rwanda 67.9% 60.0% 20.0% 100.0% 100.0% 100.0% 32.1% 59.4% Latvia 75.0% 20.0% 0.0% 50.0% 100.0% 75.0% 68.4% 58.0% Indonesia 71.4% 80.0% 80.0% 75.0% 33.3% 50.0% 27.2% 56.0% Pakistan 67.9% 20.0% 100.0% 100.0% 100.0% 100.0% 8.5% 55.3% Mozambique 46.4% 90.0% 80.0% 75.0% 100.0% 75.0% 7.1% 52.5% Oman 57.1% 20.0% 80.0% 75.0% 33.3% 75.0% 40.8% 51.2% United Arab Emirates 21.4% 20.0% 80.0% 50.0% 33.3% 75.0% 75.0% 50.9% Namibia 46.4% 90.0% 0.0% 75.0% 66.7% 75.0% 35.2% 50.4% Brazil 32.1% 100.0% 80.0% 25.0% 100.0% 50.0% 26.4% 49.4% Papua New Guinea 57.1% 90.0% 80.0% 75.0% 66.7% 50.0% 0.0% 48.4% Sri Lanka 57.1% 40.0% 80.0% 25.0% 100.0% 50.0% 27.8% 47.9% Malaysia 64.3% 20.0% 0.0% 100.0% 33.3% 0.0% 61.1% 47.8% India 53.6% 60.0% 40.0% 25.0% 100.0% 25.0% 41.1% 47.8% Mexico 50.0% 90.0% 0.0% 0.0% 100.0% 100.0% 30.2% 46.5% Fiji 78.6% 50.0% 0.0% 100.0% 100.0% 50.0% 0.0% 45.2% Vietnam 57.1% 50.0% 80.0% 50.0% 33.3% 75.0% 15.9% 45.0% Ukraine 71.4% 50.0% 40.0% 25.0% 100.0% 50.0% 9.5% 42.9% Romania 39.3% 60.0% 0.0% 25.0% 100.0% 50.0% 38.9% 41.8% El Salvador 50.0% 20.0% 40.0% 75.0% 100.0% 50.0% 16.3% 41.4% Azerbaijan 60.7% 20.0% 0.0% 100.0% 100.0% 25.0% 18.4% 41.0% Peru 35.7% 60.0% 20.0% 25.0% 100.0% 75.0% 22.4% 39.9% Jordan 21.4% 50.0% 80.0% 0.0% 33.3% 25.0% 52.0% 39.0% Russia 21.4% 100.0% 20.0% 25.0% 33.3% 100.0% 15.5% 36.5% Myanmar 42.9% 0.0% 100.0% 50.0% 33.3% 75.0% 7.4% 35.0% Dominican Republic 21.4% 20.0% 40.0% 75.0% 100.0% 50.0% 14.9% 34.5% Bulgaria 7.1% 20.0% 20.0% 75.0% 100.0% 75.0% 22.2% 33.4% Guatemala 21.4% 50.0% 0.0% 75.0% 100.0% 50.0% 10.9% 33.1% Lebanon 21.4% 20.0% 0.0% 25.0% 100.0% 100.0% 8.9% 27.5% Egypt 7.1% 0.0% 80.0% 50.0% 33.3% 25.0% 15.7% 23.7%

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Gomez & Bikker

CONTACT: LINCOLN D. GOMEZ, Managing Partner, [email protected] Y IT RE IL PO B S A S B. PATRICK HONNEBIER, Of Counsel, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

100% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 100%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):75100+75100+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 19 ONE-PAGE SUMMARIES Australia (*) Up to Date: August 2016 Jurisdiction(s): C’th of Australia, New South Wales & Others

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: King & Wood Mallesons

CONTACT: JOHN CANNING, Partner, [email protected] Y IT RE IL PO B S A S TEJASWI NIMMAGADDA, Counsel, T E S S L S A I [email protected] C O I N IT L O P Overall Score Category

97% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 100%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+100+100+100+100+100+100+100+90+90+90+90+100+100+100+100+100+75+75+99+99+99+99+99+99+99+99+99 30.0% Political Stability 99% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++75100+ YES New Zealand More Results Operator (if not also the owner): 97% LOWER NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: United States Owner: YES Mortgagee: NO 97% LOWER [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 20 pillsburylaw.com Austria ONE-PAGE SUMMARIES Jurisdiction(s): Austrian Federal Law, European Law Up to Date: August 2016

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: BINDER GRÖSSWANG Rechtsanwälte GmbH

Y IT RE CONTACT: EMANUEL WELTEN, Partner, [email protected] IL PO B S A S T E S S ROBERT WIPPEL, Attorney, [email protected] L S A I C O I N IT L O P Overall Score Category

84% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+71+71+71+71+71+71+71+80+80+80+80+100+100+100+50+50+50+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 5025Owner (if not also the operator):5075+5075+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: BM Morrison Partners LLC

CONTACT: DELARA ISRAFILOVA, Partner, [email protected] Y IT RE IL PO B S A S LEYLA SAFAROVA, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

41% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 61%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+61+61+61+61+61+61+61+20+20+20+20+0+0+0+100+100+100+100+100+25+25+18+18+18+18+18+18+18+18+18 30.0% Political Stability 18% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also7550 the operator):++1325+ YES Bermuda More Results Operator (if not also the owner): 51% MOD. NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: LVP Law

CONTACT: MIA WOUTERS, Prof / Of Counsel, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

69% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 70%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+68+68+68+68+68+68+68+70+70+70+70+20+20+20+50+50+50+100+100+25+25+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5075+2550+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Conyers Dill & Pearman Limited

CONTACT: JULIE MCLEAN, Director/ Head of Aviation Finance, Y IT RE IL PO B S [email protected] A S T E S S L S A I JASON PINEY, Director, [email protected] C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

91% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 95%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+95+95+95+95+95+95+95+60+60+60+60+100+100+100+100+100+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A+ OECD high-income/zero-rated country: N/A Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also7550 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Felsberg Advogados

CONTACT: JOÃO PAULO SERVERA, Partner, [email protected] Y IT RE IL PO B S A S MARIA DA GRAÇA PEDRETTI, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

49% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 32%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+32+32+32+32+32+32+32+100+100+100+100+80+80+80+25+25+25+100+100+50+50+26+26+26+26+26+26+26+26+26 30.0% Political Stability 26% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):75100+75100+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Boyanov & Co.

CONTACT: RAINA DIMITROVA, Partner, [email protected] Y IT RE IL PO B S A S BORISLAV BOYANOV, Managing Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

33% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 7%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+7+7+7+7+7+7+7+20+20+20+20+20+20+20+75+75+75+100+100+75+75+22+22+22+22+22+22+22+22+22 30.0% Political Stability 22% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 1325Owner (if not also1325 the ++ operator): 1325++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 26 pillsburylaw.com Canada (*) ONE-PAGE SUMMARIES Jurisdiction(s): Canada (Federal laws); Province of Ontario & others Up to Date: August 2016

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Blake, Cassels & Graydon LLP

CONTACT: DONALD G. GRAY, Partner/Head of Aircraft Finance, Y IT RE IL PO B S [email protected] A S T E S S L S A I JASON MACINTYRE, Partner/Aviation and Aerospace Group, C O I N IT L [email protected] O P Overall Score Category

96% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 96%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+96+96+96+96+96+96+96+90+90+90+90+100+100+100+100+100+75+75+100+100+100+100+100+100+100+100+100 30.0% Political Stability 100% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):75100+75100+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 27 ARTICLE Catch Me If You Can: Prelude To An Aircraft Repo by Paul P . Jebely Pillsbury Winthrop Shaw Pittman (HK) LLP

Introduction parlance, it is important for a lessor to stay frosty. Aviation leasing is a study in the notion that where there is reward, there is risk (which is to say that, sometimes, return When financial distress does become evident, it is best to on capital becomes more about return of capital). Yet, in an start by evaluating the need or possibility of a restructuring environment where there appears in certain circles to be or workout, while also beginning to formulate the repos- a barely finite amount of investor confidence (especially session strategy—or, the proverbial nuclear option: the among newer investors, and especially in the Far East), it insolvency strategy. Restructures and workouts are preferred, seems that some market participants may occasionally lose if the life of the deal is to continue, since they are discreet sight of the fact that aviation is a risky enterprise. Good (reducing risks from other creditors and loss of passenger lease deals can go bad, and bad lease deals—if, for whatever business), maintain income from aircraft, avoid the need unfortunate reason, they were done in the first instance—can for distressed sale of the aircraft and usually do not involve get far worse. third party interlopers like pensions regulators, suppliers, unions, et cetera. The worst case scenario of having to “get the plane back” from an uncooperative airline requires adequate consider- It is important to assemble a team consisting of commercial, ation, before it is time to get the plane back. Repossession legal and technical players to analyze the situation at the risk in any given lease deal should be a known-known rather outset when trouble first arises. If there is a willingness to than a known-unknown. That said, the actual act of getting consider engaging in a restructure or workout such that the plane back—what is generally considered legal “repos- the life of the deal continues, key considerations are (i) the session”—is often the anticlimax that follows the physical lessor’s relationship with and total exposure to the airline detention of the aircraft. It is beyond simple semantics, and and (ii) the airline’s prospects for recovery (which should not widely appreciated outside of a relatively small circle include an objective competitive analysis of its routes, of in-house and external counsel. Little guidance exists on operating costs, equipment, management strength, franchise the very critical step of actually getting the plane, before value, and market/industry position). getting the plane back, by those who have “been there and At this juncture, a good question to ask is: do we even want done that” many times, and look forward to doing it many the aircraft back? “Get the plane back” is a practically innate times again. In that light, the following are some insights reaction, and this question is therefore often-overlooked. that could otherwise only be gained after a great deal of This is especially true with older generation aircraft where experience actually repossessing aircraft on behalf of lessors the cost of repossession negates the benefits in favor of a (and lenders) worldwide. The following is not exhaustive restructure/workout—or, if the life of the deal is to end early, (and has not been exhausting to write), and is intended for debt recovery by means other than aircraft repossession. The mature audiences. aircraft value, condition, carrying costs and remarketability Prelude to a Prelude to a Repo are the key considerations in this respect at each stage. There are, of course, many intervening steps between an The Best Repossession Is No Repossession initial default and a termination of a lease. While not the Aircraft repossession is, at best, an unpleasant and disruptive focus here, experience shows that there are always early affair. If the life of the deal is to come to an end, then a warning signs that an airline is in trouble that are overlooked “friendly return” of the aircraft, ideally in expected return in hindsight. Among these are delayed payments and/or condition, should always be the next option that the parties requests to reschedule payments, covenant breaches and/ work toward as part of what amounts to mitigation and a or requests for waiver, failure to undertake required mainte- negotiated settlement of the lessor’s losses. Often, however, nance, failure to maintain insurances, market “chatter,” it is necessary for a lessor to employ the Rooseveltian edict adverse press articles, fall in share price (if publicly traded), of “speak softly and carry a big stick”—which embodies the restatement of accounts, failure to provide accounts, new principles of coercive diplomacy—to promote friendliness limitations on operating licenses, and so on. In military

in this context. Use the “carrot and the stick” approach by Local Lawyers offering a combination of enticement and threat of harm to Select the right local counsel because having an adept and try and induce the desired “friendly return” behavior. This experienced local counsel is critical to the success of your idiom (a reference to a cart driver dangling a carrot in front repossession efforts. That noted, do not expect any counsel of a mule while holding a stick behind the mule) is used in to work miracles. Request an early honest assessment and diplomacy to describe the realist concept of “hard power.” It encourage frankness, because it is critical that expecta- is worth highlighting that it is both carrot and stick (and not tions be managed and realistic objectives and timelines be carrot or stick) that are to be used. The threat of disruptive, formulated. costly (and public) court action itself is likely the most common stick that can be used (and the avoidance thereof Do not select counsel based solely on their skills as an can be considered a carrot). In this light, keep in mind that apparent fortune-teller, and bear in mind that “tell us what discretion is to be earned by a defaulting party, not assumed. we want hear” is not a productive instruction to local counsel. The most important considerations in appointing the right “Worst Case Scenario” Strategy local counsel are (i) the firm’s and lead lawyer’s experience As soon as it becomes evident that a friendly return is in the substantive and procedural law relevant to aircraft unlikely to be achieved, lessors need to be as strong and repossession, (ii) domestic aviation industry experience/ aggressive as possible going forward. Once the final decision familiarity, and (iii) their fees. The order of importance is to repossess has been taken, the time for further indulgences as presented. has passed. Map out a final repossession strategy rooted in a clear understanding of commercially rational and legally Lien In sound objectives. Do not take or make it personal. The Be aware that there are likely to be other creditors, including decision to repossess an aircraft and how to do so should be super-priority creditors that may be able to assert statutory a rational decision, whereby passion and chance are subor- or possessory liens and/or exercise detention rights over dinate to commercial and legal reason. Apply the principle of the aircraft. These creditors can present very significant and “real options analysis,” and avoid what is known as “negative firm hurdles to effective repossession. Most often, it is best target fixation.” Successful aircraft repossession requires that these creditors, including the airport authority, are paid intelligent strategy and decisive leadership, foremost by lead (rather than fought in the local court) in order to facilitate (internal or external) counsel. Aircraft repossession is a legal the repossession, de-registration and re-positioning of the task necessitated by commercial failure. It could be argued aircraft. In this sense, it is a good idea to hope for the best, that the technical aspects are of near-tantamount impor- but expect the worst. This is especially true when it comes tance, but this point will be not argued here. In any case, be to issues with aviation and airport authorities (which can aware that aircraft repossession can be an all-consuming be a repossessing lessor’s best friend or worst enemy in this affair for those involved in the day-to-day handling of the context, but seldom in between). legal, technical and commercial issues that will arise. The Location, Location, Location decision maker(s) with responsibility for the repossession To state the obvious: aircraft are designed to cross borders, must be empowered to make quick decisions. and almost all (jet) engines are designed to be swapped. If all else fails—and assuming that the lessor (or lender) In that light, it is critical to determine a friendly venue actually wants the aircraft back then, by all means, repossess, or venues for repossession, which may not be the state of but focus first on securing physical possession of the aircraft aircraft registration. Flight schedule visibility is necessary somewhere “nice”—which, as discussed further below, is not to ascertain when the subject aircraft (and/or engines) may just a reference to the jurisdiction’s weather. be located in a jurisdiction that is amenable to taking interim subject matter jurisdiction and granting injunctive relief in Fresh Eyes favor of the repossessing party. It is useful at the outset of an aircraft repossession to (re-) analyze the underlying deal documents with fresh eyes (i.e.: One tried and tested method of persuading courts in with external counsel) and ask the basic questions such as common law jurisdictions, for example, is to claim that the to (i) ascertain what (if any) debt recovery alternatives to tort of conversion is being perpetrated in the jurisdiction repossession may still be available, (ii) confirm when repos- in question by virtue of the fact that the aircraft and/or session can take place, and (iii) perform a “sanity check” to engines are located in such jurisdiction in the possession ensure that there are no relevant defects in the original deal of the airline despite the fact that the airline’s bailment of documents that could frustrate the repossession. the aircraft and engines was terminated following an event of default.

While on the topic of location, the location and status of the aircraft records are of almost tantamount importance. From a logistical perspective, it is critical to have flight schedule visibility and awareness of records location so that arrangements (such as facility and ramp access, and access for contract flight crew) can be made wherever required in advance, including ensuring that ground handling, insurance and storage arrangements are in place.

Ground and Pound The ultimate key to any successful aircraft repossession is usually, first and foremost, physical control of the aircraft in a creditor-friendly jurisdiction. Self-help may not always be available—and even where it is technically available pursuant to local law, it may not be desirable—and so repossession via court action, or multiple court actions in different jurisdictions, may be required. Typically this takes the form of applications for interim injunctive relief. In most cases, the repossession—or, rather, detention—of an aircraft will not immediately secure full possession such that, for example, the lessor can deregister and fly the aircraft away at its will. Regardless, it is almost always in the lessor’s best interest to gain physical (although limited) control of the aircraft without delay. Simple physical control can often be acquired more quickly and therefore less expensively through self-help, freezing/mareva, replevin writ (or other injunctive order) than full possession. A replevin writ enables an interim injunction that orders the airline to return the aircraft to the possession and control of the lessor, pending final judgment or settlement, whereas a freezing order (formerly called a mareva injunction) is an interim injunction that restrains an airline from dealing with the aircraft in order to preserve the aircraft until a final judgment can be enforced.

The lessor will often gain significant leverage in negotiation after securing the detention of the aircraft, even though it has not yet secured actual repossession. Typically at this stage, a defaulting and formerly unfriendly airline becomes highly incentivized to engage in damage control since its strategy to stall the process while continuing to operate the aircraft will have failed. Most often, physical control in this manner yields “friendly return” behavior after the fact, and signals the conclusion of the aircraft repossession—though ongoing debt recovery may continue. • 755010075++10075++

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Walkers, Cayman Islands office

CONTACT: RICHARD MUNDEN, Partner, [email protected] Y IT RE IL PO B S A S NICK DUNNE, Senior Counsel, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

91% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 95%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+95+95+95+95+95+95+95+90+90+90+90+100+100+100+100+100+50+50+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (Moody’s): AAA OECD high-income/zero-rated country: N/A Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also10075 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: King & Wood Mallesons

CONTACT: MA FENG, Partner, [email protected] Y IT RE IL PO B S A S WANG NING, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

61% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+57+57+57+57+57+57+57+90+90+90+90+100+100+100+75+75+75+33+33+50+50+44+44+44+44+44+44+44+44+44 30.0% Political Stability 44% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++75100+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Aguilar Castillo Love

CONTACT: MARCO SOLANO, Partner, [email protected] Y IT RE IL PO B S A S JOHN AGUILAR JR., Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

70% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+57+57+57+57+57+57+57+60+60+60+60+80+80+80+100+100+100+100+100+56+56+56+56+56+56+56+56+56 30.0% Political Stability 56% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):5075+1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Kocian Solc Balastik, advokatni kancelar, s.r.o.

Y IT RE CONTACT: JIŘÍ HORNÍK, Partner, [email protected] IL PO B S A S T E S S PETR KOBLOVSKÝ, Lawyer, [email protected] L S A I C O I N IT L O P Overall Score Category

77% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 82%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+82+82+82+82+82+82+82+90+90+90+90+40+40+40+75+75+75+100+100+50+50+83+83+83+83+83+83+83+83+83 30.0% Political Stability 83% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also2513 the operator):++5075+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Gorrissen Federspiel

CONTACT: MORTEN L. JAKOBSEN, Partner, [email protected] Y IT RE IL PO B S A S KATRINE STELLINI, Assistant Attorney, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

93% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 93%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+93+93+93+93+93+93+93+90+90+90+90+80+80+80+100+100+100+100+100+75+75+99+99+99+99+99+99+99+99+99 30.0% Political Stability 99% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):75100+75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 35 ONE-PAGE SUMMARIES Dominican Republic (*) Up to Date: August 2016 Jurisdiction(s): Dominican Republic

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Russin Vecchi & Herbdia Bonetti

CONTACT: MARIA ESTHER FERNANDEZ A. DE POU, Partner, Y IT RE IL PO B S [email protected] A S T E S S L S A I C O I N IT L O P Overall Score Category

35% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+21+21+21+21+21+21+21+20+20+20+20+40+40+40+75+75+75+100+100+50+50+15+15+15+15+15+15+15+15+15 30.0% Political Stability 15% b+7+7+7+7+7+7+7+0+0+0+0+80+80+80+50+50+50+33+33+25+25+16+16+16+16+16+16+16+16+16 read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB- OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also2513 the operator):++1325+ YES United States More Results Operator (if not also the owner): 41% HIGHER YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: AL Kamel Law Firm

CONTACT: DR. MOHAMMED KAMEL, Managing Partner, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

24% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 7%

I Repossession

E 12.5%

R Insolvency 0%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+7+7+7+7+7+7+7+0+0+0+0+80+80+80+50+50+50+33+33+25+25+16+16+16+16+16+16+16+16+16 30.0% Political Stability 16% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 2513Owner (if not also the operator):2550+1325+ YES Germany More Results Operator (if not also the owner): 22% HIGHER YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: United Kingdom Owner: YES Mortgagee: YES 26% HIGHER [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Arias & Muñoz

CONTACT: ANA MERCEDES LÓPEZ, Partner, [email protected] Y IT RE IL PO B S A S CAROLINA LAZO, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

41% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 50%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+50+50+50+50+50+50+50+20+20+20+20+40+40+40+75+75+75+100+100+50+50+16+16+16+16+16+16+16+16+16 30.0% Political Stability 16% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also5025 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Raidla Ellex

CONTACT: TOOMAS VAHER, Partner, [email protected] Y IT RE IL PO B S A S ARNE OTS, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

72% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 60%

G Deregistration

/ .

I 10.0%

O Poorer 0%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+68+68+68+68+68+68+68+60+60+60+60+60+60+60+0+0+0+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5075+025+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Munro Leys

CONTACT: RICHARD NAIDU, Partner, [email protected] Y IT RE IL PO B S A S EMILY KING, Associate, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

45% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 79%

I Repossession

E 12.5%

R Insolvency 50%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+79+79+79+79+79+79+79+50+50+50+50+0+0+0+100+100+100+100+100+50+50+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): B+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also7550 the operator):++75100+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Borenius Attorneys Ltd

CONTACT: ULLA VON WEISSENBERG, Partner, [email protected] Y IT RE IL PO B S A S ROBERT PELDÁN, Counsel, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

86% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 79%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 60%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+79+79+79+79+79+79+79+90+90+90+90+60+60+60+75+75+75+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):5075+5075+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

by Sarah Humpleby Pillsbury Winthrop Shaw Pittman LLP

Introduction Court of Appeal decision In December 2015, the Court of Appeal reaffirmed the scope (1) No Duty to Unsecured Creditors—the Court of Appeal held of a mortgagee’s duties and to whom such duties are owed. In that the judge at first instance had overextended the law. A this briefing we examine the key messages from the decision mortgagee owes a duty to the mortgagor and those with an and the practical implications for the aviation industry. interest in the ‘equity of redemption’ (including subsequent mortgagees, co-mortgagors and guarantors of the relevant Brief facts debt) but not to anyone else. PK Airfinance Sarl (“PK”) financed seven A320 aircraft (the “Aircraft”) for Alpstream Aviation Limited and Betastream The equitable duties owed by a mortgagee can be modified by Ltd (the “Borrowers”). The Aircraft were leased to Blue agreement and the Court of Appeal wished to give effect to Wings and the Borrowers granted mortgages over the the contractual agreements made between the parties with Aircraft to PK. PK made further loans to Caelus Aviation the benefit of advice from experienced law firms. In this for an additional three aircraft which were leased to Olympic case, the parties had explicitly agreed that Alphastream’s Airlines (the “Caelus Aircraft”). The mortgages granted over equity interest was fully subordinated in all respects. Such the Caelus Aircraft in favour of PK were cross-collateralised arrangements were undermined by the High Court’s and also secured the amounts owed in respect of the Aircraft. decision that Alphastream could be paid damages before Alpstream’s affiliate, Alphastream, had an equity interest in the loans in respect of the Aircraft and the Caelus Aircraft the Caelus Aircraft. had been repaid in full.

The Borrowers defaulted on the loans in respect of the PK owed no duty to Alphastream, who had nothing more Aircraft and in March 2010 PK chose to enforce its security. than a contractual right to receive surplus proceeds should PK repossessed the Aircraft and arranged remedial works they exist. Even if PK had owed such a duty, there had been to restore them to full life condition then scheduled an no sale of the Caelus Aircraft and so Alphastream could not auction for the Aircraft to be sold. At the public auction, PK demonstrate that it had suffered any economic loss. was the only bidder—no third party attended and, although Alpstream did attend, it declined to bid. (2) Sale to Self—the Court of Appeal noted that it is common practice in the aviation industry for a secured creditor to bid Alpstream claimed that PK had breached its duty as at auction to protect the value of its security. In any event, mortgagee to obtain the best price for the Aircraft. As a result, the sale was not a sale by the mortgagee to itself since the Alpstream argued that the equity position of Alphastream Borrowers had (at PK’s direction) transferred title to the was eroded and it would receive less than it deserved from Aircraft to Wells Fargo as owner trustee prior to the auction. the transaction because there were insufficient sale proceeds The Court of Appeal found no good reason to expand the to flow through the payment waterfall agreed between the self-dealing rule. However, where a connected party sale parties. potentially gives rise to a conflict of interest and duty, the burden of proof is reversed and the mortgagee must show At first instance the High Court upheld Alpstream’s claims it has discharged its duties. and awarded damages representing the difference between the price PK paid for the Aircraft and the price determined (3) Best Price—in a connected party sale, the mortgagee must by the judge to be the best reasonably obtainable (with show that it obtained the best price reasonably obtainable. reference to an independent valuation). Obtaining an independent valuation is one method for a mortgagee to discharge this duty, but it is not the only

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 42 pillsburylaw.com ARTICLE: Mortgagee Duties: PK Airfinance Sarl v Alpstream AG method. The valuation relied upon by the claimants did for a mortgagee to discharge its duties. Going forward there not allow for any discount in a forced sale scenario, ignored should be no need to suggest otherwise in documentation. the fact that a mortgagee is at liberty to choose the timing and method of realising the value of its security and was Market Conditions: The Court of Appeal judgment also predicated on there being a remarketing period. PK had noted that “the circumstances of a sale influence the price in fact paid more for the Aircraft than anyone else would obtainable.” By inference, the prevailing market conditions have been willing to pay in the circumstances. The Court should be considered at the time of any such sale but the of Appeal confirmed that mortgagees buying mortgaged Court of Appeal did not discuss in detail the impact of such property are not obliged to pay more than the market price market conditions on the mortgagee’s duty to obtain the at the time and in this instance, PK had provided sufficient best price. At the time of the sale of the Aircraft in 2010, evidence that it had discharged its duties. the Aircraft were relatively new and the A320neo had not yet been announced. If the same sale arose today, things Practical Implications and Looking to the Future might be very different: the market is in transition across four Records: Repossession and enforcement of security is often major Airbus and Boeing product types in favour of more a last resort for lenders and the process requires patience efficient aircraft and there is uncertainty in the financial and deep pockets. The clarifications provided by the Court of markets. Ultimately, the value of an asset at any given time Appeal helpfully reduce the scope for potential disputes with will be determined by the price a buyer is willing to pay. third parties and unsecured creditors in an already difficult situation. However Lenders enforcing security would be Conclusion well advised to maintain clear records of what has been done The aviation industry is currently in relatively good health: and why, particularly on any connected party sale so that the airlines are benefiting from low oil prices, liquidity is readily reverse burden of proof can be met. available and consumer confidence is high. However, many consider that we are at the peak of the cycle and the inevi- Valuations: Following the first instance decision, language table downturn is just over the horizon. Mortgagees finding began to emerge in financing documentation addressing that they must repossess can at least take comfort that they when secured parties would be expected to obtain an are free to conduct sales on enforcement as they see fit and independent valuation and acknowledging that a sale owe equitable duties only to those with a direct and regis- following enforcement would likely result in a distress trable interest in the aircraft. When it comes to determining value being paid for the asset(s). It is important to note that the best price obtainable, any clarification the courts can give that the prevailing market conditions at the time of independent valuations are opinions rather than fact and sale should be taken into account would be well received. • there can be a wide variance between valuations obtained from appraisers in the market. Although such a valuation can Originally published in Euromoney’s Expert Guides LMG be helpful, it is not always the best evidence and the Court Rising Stars June 2016. of Appeal judgment made it clear that there is no absolute requirement to obtain an independent valuation in order

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Henaff d’Estrees

CONTACT: YVES HENAFF D’ESTREES, Avocat/Attorney-at-law, Y IT RE IL PO B S [email protected] A S T E S S L S A I C O I N IT L O P Overall Score Category

79% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 86%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+86+86+86+86+86+86+86+60+60+60+60+20+20+20+75+75+75+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Henaff d’Estrees

CONTACT: YVES HENAFF D’ESTREES, Avocat/Attorney-at-law, Y IT RE IL PO B S [email protected] A S T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

71% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 80%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+80+80+80+80+80+80+80+60+60+60+60+20+20+20+75+75+75+100+100+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: N/A Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):75100+1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Ehlers, Ehlers & Partner

CONTACT: P. NIKOLAI EHLERS, Partner, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

87% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 60%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+71+71+71+71+71+71+71+100+100+100+100+60+60+60+75+75+75+100+100+100+100+100+100+100+100+100+100+100 30.0% Political Stability 100% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Aguilar Castillo Love, S.A.

CONTACT: JUAN CARLOS CASTILLO, Partner, [email protected] Y IT RE IL PO B S A S NATALIA CALLEJAS, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

33% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 50%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+21+21+21+21+21+21+21+50+50+50+50+0+0+0+75+75+75+100+100+50+50+11+11+11+11+11+11+11+11+11 30.0% Political Stability 11% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):1325+75100+ YES United States More Results Operator (if not also the owner): 43% HIGHER YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: Mexico Owner: YES Mortgagee: YES 33% HIGHER [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Mourant Ozannes

CONTACT: JOHN ROCHESTER, Partner, [email protected] Y IT RE IL PO B S A S ALANA GILLIES, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

87% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 90%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+90+90+90+90+90+90+90+90+90+90+90+80+80+80+100+100+100+100+100+50+50+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: N/A Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also7550 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 48 pillsburylaw.com Hong Kong (*) ONE-PAGE SUMMARIES Jurisdiction(s): Hong Kong, a Special Administrative Region of the People’s Republic of China Up to Date: August 2016

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Pillsbury Winthrop Shaw Pittman (HK) LLP

Y IT RE CONTACT: PAUL P. JEBELY, Managing Partner, [email protected] IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

76% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+68+68+68+68+68+68+68+60+60+60+60+100+100+100+33+33+50+50+89+89+89+89+89+89+89+89+89 30.0% Political Stability 89% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):75100+1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Lakatos, Köves and Partners

CONTACT: SZABOLCS MESTYÁN, Partner, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

67% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 70%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+75+75+75+75+75+75+75+70+70+70+70+40+40+40+100+100+100+100+100+50+50+54+54+54+54+54+54+54+54+54 30.0% Political Stability 54% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also75 50the operator):++5025++ NO Poland More Results Operator (if not also the owner): 67% MOD. YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: Austria Owner: YES Mortgagee: YES 73% MOD. [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: RNClegal

CONTACT: RAVI NATH, Managing Partner, [email protected] Y IT RE IL PO B S A S AJAY KUMAR, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

48% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 54%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+54+54+54+54+54+54+54+60+60+60+60+40+40+40+25+25+25+100+100+25+25+41+41+41+41+41+41+41+41+41 30.0% Political Stability 41% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5075+1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Roosdiono & Partners

CONTACT: AFRIYAN RACHMAD, Partner, [email protected] Y IT RE IL PO B S A S BRAMANTYO A. PRATAMA, Senior Associate, T E S S L S A I [email protected] C O I N IT L O P Overall Score Category

56% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+71+71+71+71+71+71+71+80+80+80+80+80+80+80+75+75+75+33+33+50+50+27+27+27+27+27+27+27+27+27 30.0% Political Stability 27% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++5075+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Walkers

CONTACT: KEN RUSH, Partner, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

86% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 86%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+86+86+86+86+86+86+86+80+80+80+80+100+100+100+100+100+50+50+86+86+86+86+86+86+86+86+86 30.0% Political Stability 86% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A+ OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2550+5075+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: NO N/A N/A [email protected]

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 53 ARTICLE Aviation Finance Unchained: The Potential Application of Blockchain Technology co-authored by Paul Jebely & Mark Lessard Pillsbury Winthrop Shaw Pittman LLP

Blockchain technology, also called distributed ledger occurrence of discrete events. Examples of smart contracts technology (DLT), is best known for its use in the crypto- include algorithms automating rent payments in leases that currency known as Bitcoin. This revolutionary technology may have derived from external inputs and coupon payments has garnered great interest in the financial sector, mobilizing based on the calendar day, as well as security instruments public and private sector players seeking to reduce or attaching to specific property. eliminate entire categories of transaction costs and create deeper, more liquid capital markets. It all sounds far-fetched, but proof-of-concept testing is underway in various sectors, including financial services, Given the amount of aircraft trading and financing activity in insurance, media, healthcare, as well as the public sector. the market, and the concomitant novation fatigue afflicting The blockchains that have captured the imaginations (and many airlines, the time is ripe for a thought experiment on budgets) of many financial institutions are known as private the potential application of this disruptive technology to blockchains because only certain pre-approved participants aircraft finance. may join them. These blockchains use a variety of means to ensure the identity of parties to a transaction and to achieve New Technology consensus as to the validity of transactions. The application A blockchain is a ledger of transactions between parties on of DLT to the real estate sector has been studied in order, a network. The difference between a blockchain and a tradi- for instance, to establish a unique ledger where transfers of tional database, such as DTC or the international registry, title can be recorded and searched without the aid of inter- is that the ledger is distributed. That is, each party on the mediaries or recourse to often-inaccurate government-held network maintains a complete copy of the ledger. The parties land registries. all participate collectively in the validation and recordation of transactions via a consensus protocol. There is no single Potential Applications arbiter of truth (no exchange, no bank, no custodian) clearing There are at least three logical applications, centered on and settling those transactions. Thus, a blockchain ledger the themes of ease of documentation and enhanced record can efficiently record transactions without costs and delays keeping, particularly concerning title, security interest and caused by intermediaries. payment tracking.

Bitcoin was the first application of blockchain technology, 1. The introduction of smart contracts in operating lease but blockchains can be used to clear, settle, validate and and financing transactions. record transactions in any asset that can be digitized. T+3 settlement delays need no longer exist. Capital tables, 2. The implementation of a public tracking registry for including asset-specific attributes, such as tranching or ownership and security interests in airframes, engines tax attributes that might vary from one transaction to the and parts. next, would be managed algorithmically from agreement 3. The implementation of a private trading platform for to execution to performance, without the opportunity for debt and equity interests in aircraft. human error. As such, some economists predict that the liquidity and value of securities issued on legacy systems will Needless to say, the above developments would have a be lower in comparison with securities issued on blockchain major impact on secondary asset and lease trading (ie, the based systems. DLT also makes possible the use of so-called novation process), as well as loan trading, syndication and smart contracts – ie, contracts embedded in computer securitization. code that can implement themselves automatically on the

Potential Issues 5. Securities Laws and Compliance: One of the key While the technology is advancing very quickly, any benefits to DLT is the ease with which secondary trading successful implementation of these potential applications can take place. In this context, parties need to have the will need to navigate a complex patchwork of cross-border confidence that counterparties meet securities law and commercial, aviation and tax laws and regulations, including: legal compliance requirements, including with respect to sanctions and money laundering. As in the case of 1. Legal Backdrop: A public title-tracking registry for withholding taxes, this would need to be managed in a aircraft would likely require significant legal changes to private blockchain system with appropriate verification domestic and international law. For this reason, a private mechanisms, to the extent that human agency could platform for trading in aircraft interests (established legally and practically be dispensed with; and pursuant to a commercial network services contract) might be more feasible in the near term, though the 6. Insurance: Care would need to be taken to ensure that terms and conditions of these types of trades will need appropriate backstop policies cover aircraft interest to be standardized before parties can trade with confi- owners for contingent liability, especially in jurisdic- dence. It will also take some time for market practice and tions where passive holders of aircraft interests may be judicial precedent around smart contracts to crystallize. subject to claims. If the economies of scale are sufficient, Nevertheless, all financial innovations must go through one can envision that these risks would be insurable in this adaptive process and fear of the unknown will not an economically viable manner. prevent innovation; The history of aviation finance, one of the most capital-in- 2. Asset Servicing: A private trading platform would tensive industries, reflects a decades-long arc of increasing require servicing arrangements. Not all servicers are volume and liquidity. This is because in large part to the created equal and differences can have a real economic development of now indispensable debt and equity financing impact on the value of aircraft interests. Aircraft techniques, from operating leasing to private equity, and servicing will never become as commoditized as securitization to portfolio lending. These technologies mortgage servicing, but liquidity could be increased have succeeded because of the dedicated efforts of industry by promoting industry-wide standards and rating or participants and inter-governmental agencies which have monitoring servicers as rating agencies currently do; created the conditions, such as the groundbreaking Cape Town Convention, for their emergence. While certainly 3. Transfer Taxes: The inadvertent sale of an aircraft having the potential to be disruptive, blockchain trading of while located in the wrong jurisdiction can easily result aircraft interests will be no different in requiring a global in upward of 20% or 30% in transfer taxes. It is possible, coordinated approach in order to achieve its full potential. • however, to imagine that with the right public databases, algorithms could digitally track aircraft locations. Until Originally published in the Airfinance Journal’s Guide to this can be achieved with a high level of confidence, Aviation Lawyers 2016. manual input from an intermediary will remain a requirement for equity trades;

4. Withholding Taxes: Leases and financings into different jurisdictions, and related holdings of debt and equity interests, must be structured carefully to limit the risk of withholding tax. Most legal systems generally require a trustee or other intermediary to act as withholding agent with respect to cross-border payments in order to authenticate the recipients and withhold tax where necessary. In order to fully automate these transactions, an algorithm would need to incorporate a process for making and verifying tax certifications and automatically withholding where these cannot be made. There would most likely still need to be a tax agent to remit and process any actual withholdings;

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Naschitz, Brandes, Amir & Co.

CONTACT: ISAAC WINDER, Partner, [email protected] Y IT RE IL PO B S A S ILAN WINDER, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

70% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 70%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+57+57+57+57+57+57+57+70+70+70+70+40+40+40+50+50+50+100+100+82+82+82+82+82+82+82+82+82 30.0% Political Stability 82% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 5075Owner (if not also2550 the ++ operator): 2550++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Studio Pierallini

CONTACT: LAURA PIERALLINI, Partner, [email protected] Y IT RE IL PO B S A S GIANLUIGI ASCENZI, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

68% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+75+75+75+75+75+75+75+90+90+90+90+0+0+0+100+100+100+100+100+75+75+54+54+54+54+54+54+54+54+54 30.0% Political Stability 54% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):2550+75100+ YES Ireland More Results Operator (if not also the owner): 78% LOWER YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*)(*) Local Local counsel counsel has has provided provided additional additional notes notes for for this this country. country. NoAllAll such such notes notes are are set set out out on on page page 107 107 et. et. seq. seq. COMPLETED BY: Pillsbury Winthrop Shaw Pittman Foreign Law Enterprise

Y IT RE CONTACT: OLIVIA MATSUSHITA, Partner, [email protected] IL PO B S A S T E S S MASAO KASATSUGU, Bengoshi, [email protected] L S A I C O I N IT L O P Overall Score Category

70% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 43%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+43+43+43+43+43+43+43+60+60+60+60+20+20+20+75+75+75+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 5025Owner (if not also the operator):2513++1325+ 755010075++2513++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Mourant Ozannes

CONTACT: ALASTAIR SYVRET, Partner, [email protected] Y IT RE IL PO B S A S JAMES HILL, Partner, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

86% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 95%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+95+95+95+95+95+95+95+60+60+60+60+80+80+80+100+100+100+100+100+75+75+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: N/A Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also10075 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Ali Sharif Zu’bi Advocates & Legal Consultants, CPSC

Y IT RE CONTACT: KHALED ASFOUR, Managing Partner, [email protected] IL PO B S A S T E S S LEENA NUSSEIR, Associate, [email protected] L S A I C O I N IT L O P Overall Score Category

39% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 50%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 0%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+21+21+21+21+21+21+21+50+50+50+50+80+80+80+0+0+0+33+33+25+25+52+52+52+52+52+52+52+52+52 30.0% Political Stability 52% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2513++75100+ 251310075++10075++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Muthaura Mugambi Ayugi & Njonjo Advocates

Y IT RE CONTACT: SUZANNE MUTHAURA, Managing Partner, [email protected] IL PO B S A S T E S S CHRISTOPHER KIRAGU, Senior Associate, [email protected] L S A I C O I N IT L O P Overall Score Category

65% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+68+68+68+68+68+68+68+90+90+90+90+100+100+100+100+100+75+75+18+18+18+18+18+18+18+18+18 30.0% Political Stability 18% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 2513Owner (if not also10075 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Kim & Chang

CONTACT: ROBERT L. GILBERT, Partner, [email protected] Y IT RE IL PO B S A S YOUNG MIN KIM, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

68% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+57+57+57+57+57+57+57+60+60+60+60+0+0+0+75+75+75+100+100+83+83+83+83+83+83+83+83+83 30.0% Political Stability 83% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):7550++1325+ 100755025++2513++ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Klavins Ellex

CONTACT: IVARS SLOKENBERGS, Senior Counsel, Y IT RE IL PO B S [email protected] A S T E S S L S A I C O I N IT L O P Overall Score Category

58% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+75+75+75+75+75+75+75+20+20+20+20+0+0+0+50+50+50+100+100+75+75+68+68+68+68+68+68+68+68+68 30.0% Political Stability 68% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A- OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also5025 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: SH Lawyers

CONTACT: ANTOINE HABIB, Managing Partner, [email protected] Y IT RE IL PO B S A S AYA MATAR, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

28% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+21+21+21+21+21+21+21+20+20+20+20+0+0+0+25+25+25+100+100+9+9+9+9+9+9+9+9+9 30.0% Political Stability 9% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B- OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2513++1325+ 100752513++2513++ YES San Marino NO NO More Results Operator (if not also the owner): NO DATA DATA Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Valiūnas ir partneriai Ellex

CONTACT: VYTAUTAS ŽELVYS, Senior Associate, [email protected] Y IT RE IL PO B S A S GEDIMINAS REČIŪNAS, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

70% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+75+75+75+75+75+75+75+60+60+60+60+0+0+0+100+100+100+100+100+75+75+74+74+74+74+74+74+74+74+74 30.0% Political Stability 74% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A- OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also2513 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

© 2017 Pillsbury Winthrop Shaw Pittman LLP Worldwide Aircraft Repossession Index pillsburylaw.com 65 ONE-PAGE SUMMARIES Macau (*) Up to Date: August 2016 Jurisdiction(s): Macau, a Special Administrative Region of the People’s Republic of China

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Manuela António - Lawyers and Notaries

Y IT RE CONTACT: PEDRO RIBEIRO E CASTRO, Senior Associate, [email protected] IL PO B S A S T E S S AFONSO CARDOSO DE MENEZES, Foreign Lawyer, L S A I C O I N [email protected] IT L O P Overall Score Category

60% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 32%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+32+32+32+32+32+32+32+80+80+80+80+40+40+40+75+75+75+100+100+55+55+55+55+55+55+55+55+55 30.0% Political Stability 55% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (Moody’s): AA2 OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 5025Owner (if not also the operator):10075++5075+ 75505025++2513++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Raja, Darryl & Loh

CONTACT: CHONG KOK SENG, Partner, [email protected] Y IT RE IL PO B S A S CHEW PHYE KEAT, Management Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

48% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 64%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 0% Before using the information on this page, please b+64+64+64+64+64+64+64+20+20+20+20+0+0+0+100+100+100+33+33+0+0+61+61+61+61+61+61+61+61+61 30.0% Political Stability 61% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also5025 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Conyers Dill & Pearman (Mauritius) limited

Y IT RE CONTACT: ASHVAN B LUCKRAZ, Associate, [email protected] IL PO B S A S T E S S SAMEER K TEGALLY, Associate, [email protected] L S A I C O I N IT L O P Overall Score Category

66% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 46%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+46+46+46+46+46+46+46+60+60+60+60+100+100+100+50+50+50+100+100+75+75+65+65+65+65+65+65+65+65+65 30.0% Political Stability 65% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (Moody’s): A2 OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):7550++1325+ 75507550++7550++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Abogados Sierra

CONTACT: CARLOS SIERRA, Partner, [email protected] Y IT RE IL PO B S A S VIRIDIANA BARQUIN, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

47% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 50%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 0%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+50+50+50+50+50+50+50+90+90+90+90+0+0+0+100+100+30+30+30+30+30+30+30+30+30 30.0% Political Stability 30% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also7550 the operator):++5075+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: CSBA & Associates

CONTACT: MAFALDA RODRIGUES FONSECA, Partner, [email protected] Y IT RE IL PO B S A S ISABEL MARINHO, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

52% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 46%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+46+46+46+46+46+46+46+90+90+90+90+80+80+80+75+75+75+100+100+75+75+7+7+7+7+7+7+7+7+7 30.0% Political Stability 7% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): CCC OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5025++75100+ 75502513++2513++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: DFDL Myanmar Limited

CONTACT: JAMES FINCH, Partner, Y IT RE IL PO B S [email protected], [email protected] A S T E S S L S A I THIDA AYE, Partner, [email protected] C O I N IT L O P Overall Score Category

35% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 43%

I Repossession

E 12.5%

R Insolvency 0%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+43+43+43+43+43+43+43+0+0+0+0+100+100+100+50+50+50+33+33+75+75+7+7+7+7+7+7+7+7+7 30.0% Political Stability 7% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): N/A OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also2513 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: ENSafrica|Namibia (incorporated as Lorentz Angula Inc.)

Y IT RE CONTACT: WOLF WOHLERS, Director - Corporate Commercial, IL PO B S A S T E [email protected] S S L S A I C O I N IT L O P Overall Score Category

51% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 46%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 67% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+46+46+46+46+46+46+46+90+90+90+90+0+0+0+75+75+75+67+67+75+75+36+36+36+36+36+36+36+36+36 30.0% Political Stability 36% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration NO †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5025++5075+ 755010075++10075++ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: De Brauw Blackstone Westbroek N.V.

Y IT RE CONTACT: BEREND CRANS, Partner, [email protected] IL PO B S A S T E S S THIJS ELSEMAN, Associate, [email protected] L S A I C O I N IT L O P Overall Score Category

96% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 82%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+82+82+82+82+82+82+82+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 30.0% Political Stability 100% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also10075 the operator):++75100+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Henaff d’Estrees

71% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 80%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+80+80+80+80+80+80+80+60+60+60+60+20+20+20+75+75+75+100+100+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): N/A OECD high-income/zero-rated country: N/A Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):10075++1325+ 1007510075++10075++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Buddle Findlay

CONTACT: FRANK PORTER, Partner, [email protected] Y IT RE IL PO B S A S RISHALAT KHAN, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

95% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 100%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+100+100+100+100+100+100+100+90+90+90+90+100+100+100+100+100+75+75+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++75100+ NO Australia More Results Operator (if not also the owner): 95% LOWER YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: United States Owner: NO Mortgagee: NO 95% LOWER [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Ajumogobia & Okeke

CONTACT: PATRICK OSU, Partner, [email protected] Y IT RE IL PO B S A S KATE ONIANWA, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

60% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+75+75+75+75+75+75+75+90+90+90+90+100+100+100+75+75+75+100+100+50+50+10+10+10+10+10+10+10+10+10 30.0% Political Stability 10% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5025++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

By Pillsbury Winthrop Shaw Pittman LLP (Vanessa C. Gage, Jonathan C. Goldstein and Mark N. Lessard), Clifford Chance US LLP, Hughes Hubbard & Reed LLP, Milbank, Tweed, Hadley & McCloy LLP and Vedder Price P.C.

The purpose of this White Paper is to provide general guidance Exchange Act (referred to herein as “Exchange Act ABS”). to transaction participants and practitioners in their consider- Thus, the gating question is whether a typical Structured ation of the application of the provisions of Section 15G of the Aircraft Portfolio Transaction constitutes an issuance of: Securities Exchange Act of 1934, as amended (the “Exchange Act”), as added by section 941 of the Dodd-Frank Wall Street a fixed-income or other security collateralized by any type Reform and Consumer Protection Act (“Dodd-Frank”) and of self-liquidating financial asset (including a loan, a lease, a the federal interagency credit risk retention rules promulgated mortgage, or a secured or unsecured receivable) that allows thereunder, codified at 17 C F. R. . Part 246 (the “CRR Rules”), the holder of the security to receive payments that depend 1 to a typical issuance of securities by a newly formed special primarily on cash flow from the asset,…” . (emphasis added) purpose vehicle that owns or will own, among other things, a For the reasons discussed below, we believe that the portfolio of aircraft and related leases (a “Structured Aircraft securities issued in a typical Structured Aircraft Portfolio Portfolio Transaction”) . This White Paper was prepared by the Transaction do not constitute Exchange Act ABS and accord- law firms named below, but does not reflect the view of any law ingly, the CRR Rules would not be applicable. firm in the context of any particular transaction . The guidance set forth in this White Paper is for informational purposes only, II. Anatomy of a Structured Aircraft and is subject to change in light of future federal interagency Portfolio Transaction decisions interpreting the CRR Rules or applicable legislative In a typical Structured Aircraft Portfolio Transaction, an or judicial action . Neither this publication nor the law firms aircraft leasing company (the “servicer/seller”) sells a portfolio that authored it are rendering legal or other professional of aircraft (together with any associated operating leases) to advice or opinions on specific facts or matters, nor does the a newly formed special purpose vehicle (the “Issuer”). The distribution of this publication to any person constitute the Issuer is an orphan special purpose vehicle, owned, in almost establishment of an attorney-client relationship . all instances, entirely by a charitable trust. The Issuer finances its acquisition of the portfolio of aircraft through the issuance I. Introduction of one or more classes of debt securities and, in many cases, On December 24, 2016 the CRR Rules will come into effect a sale of its residual (or equity) interests to a third-party for all classes of asset backed securities, except for asset- purchaser in the form of a profit participating note (e.g., an E backed securities collateralized by residential mortgages (for note). If the transaction includes a sale of equity interests (or which the CRR Rules came into effect in December of 2015). an E note) to a third-party, the purchaser performs extensive The CRR Rules require that each securitizer of “asset-backed due diligence on the servicer/seller, as well as on the aircraft securities” must retain an economic interest in a portion of and leases owned or to be purchased by the Issuer, an exercise the credit risk for all assets that the securitizer transfers, similar in many respects to the due diligence investigation that sells or conveys to a third party through the issuance of asset- a buyer would perform in connection with the acquisition of a backed securities. The CRR Rules apply only to issuances of target company. “asset-backed securities,” as defined in Section 3(a)(79) of the

1 Exchange Act ABS “(A) means a fixed-income or other security collateralized by any type of self-liquidating financial asset (including a loan, a lease, a mortgage, or a secured or unsecured receivable) that allows the holder of the security to receive payments that depend primarily on cash flow from the asset, including— (i) a collateralized mortgage obligation; (ii) a collateralized debt obligation; (iii) a collateralized bond obligation; (iv) a collateralized debt obligation of asset-backed securities; (v) a collateralized debt obligation of collateralized debt obligations; and (vi) a security that the Commission, by rule, determines to be an asset-backed security for purposes of this section; and (B) does not include a security issued by a finance subsidiary held by the parent company or a company controlled by the parent company, if none of the securities issued by the finance subsidiary are held by an entity that is not controlled by the parent company”.

The Issuer is generally managed by a Board of Directors (the cash—such as the sale of non-performing assets and physical “Board”) and engages third parties to manage its business. property, were generally considered not to constitute asset- The servicer typically manages the leasing and disposition backed securities under the existing registration, disclosure of the aircraft on behalf of the Issuer pursuant to a servicing and reporting regime governing asset-backed securities. In agreement, and other third parties often provide admin- 2005, the SEC codified the predecessor regime in Regulation istrative and financial management services to the Issuer AB, and in doing so, not only expressly acknowledged its and its Board. Subject to the terms and conditions of the belief in these core principles but also recognized that its applicable third-party agreements (including the servicing existing definition of asset-backed security (the “pre-2005 agreement), the Board has the authority to terminate the ABS definition”) would need to be amended if the SEC third-party agreements. In addition, as further set forth desired to include lease-backed securities that had charac- in the third-party agreements, the Board retains certain teristics which were inconsistent with the core principles. As approval rights over specific types of transactions, such as discussed below, the drafters of Section 15G of the Exchange the disposition of aircraft assets. Act and the CRR Rules affirmatively elected not to adopt the SEC’s amended definition of asset-backed security under Upon the acquisition of the aircraft, the Issuer generates Regulation AB, choosing instead to use a definition that is income from (a) rent and related payments under operating strikingly similar to the pre-2005 ABS definition. leases of the aircraft to various commercial airlines and (b) by the sale, part-out or other final disposition of the aircraft In 1992, as a part of amendments to Form S-3, the SEC origi- themselves. These cash flows from the Issuer’s business nally adopted the pre-2005 ABS definition of “asset-backed activities are used by the Issuer to pay operating costs and security,” meaning a security that is “primarily serviced expenses, to pay debt service on its debt securities and to by the cash flows of a discrete pool of receivables or other make distributions to equity. Importantly, each aircraft is financial assets, either fixed or revolving, that by their terms typically expected to be re-leased one or more times over convert into cash within a finite time period plus any rights the life of a Structured Aircraft Portfolio Transaction and, or other assets designed to assure the servicing or timely in many cases, ultimately sold or parted-out. In any case, distribution of proceeds to the security holders.” In 2005, the expected cash flows from the initial leases are generally as a part of Regulation AB, the SEC expanded the scope of inadequate to repay the debt securities in the absence of the pre-2005 ABS definition to include certain transactions re-leasing or selling most or all of the aircraft. Therefore, backed by leases for purposes of the rules and forms for the Issuer’s ability (through the servicer, its Board and other the registration, disclosure, and reporting requirements for service providers) to remarket off-lease aircraft for lease, asset-backed securities under the Securities Act and the to manage maintenance expenses and transition costs and Exchange Act (the “Regulation AB definition”).3 Regulation ultimately to sell the aircraft is essential to the performance AB and the predecessor rules for reporting, registration and of a Structured Aircraft Portfolio Transaction. disclosure are not the only context in which the SEC has considered the meaning of an asset-backed security. The SEC III. Definition of Asset-Backed Security also defines “eligible assets”4 within the meaning of Rule 3a-7 a. SEC Guidance of the Investment Company Act of 1940, as amended (the “‘40 Although the Securities and Exchange Commission (“SEC”) Act definition”), a definition which is generally considered has not expressly interpreted the definition of Exchange Act functionally equivalent to the pre-2005 ABS definition.5 ABS, it has expressed certain core principles that it considers inherent to an “asset-backed security” (generically, “ABS”) in Although Dodd-Frank did not adopt any of these pre-ex- the context of Regulation AB, including “a general absence of isting definitions of asset-backed security6, the definition active pool management” and an emphasis on “the self-liqui- of Exchange Act ABS is similar to both the pre-2005 dating nature of pool assets that by their own terms convert ABS definition and the ’40 Act definition in that (a) the into cash.”2 Prior to the adoption of Regulation AB, securities primary assets collateralizing the applicable securities backed by assets which require active behavior to acquire must be “self-liquidating,” a phrase the SEC has often used

2 Asset-Backed Securities; Final Rule, SEC Release No. 33-8518, 34-50905, 70 Fed. Reg. 1506, 15 t3 (Jan. 7, 2005) (the “2005 ABS Adopting Release”). 3 The Regulation AB definition means “a security that is primarily serviced by the cash flows of a discrete pool of receivables or other financial assets, either fixed or revolving, that by their terms convert into cash within a finite time period, plus any rights or other assets designed to assure the servicing or timely distributions of proceeds to the security holders; provided that in the case of financial assets that are leases, those assets may convert to cash partially by the cash proceeds from the disposition of the physical property underlying such leases…” (emphasis added) 4 “Eligible assets” means financial assets, either fixed or revolving, that by their terms convert into cash within a finite time period plus any rights or other assets designed to assure the servicing or timely distribution of proceeds to security holders. 5 SEC Release No. 33-6964 (Oct. 22, 1992) [57 FR 48970]. 6 See discussion of the legislative history below.

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 78 pillsburylaw.com ARTICLE: Applicability of U.S. Risk Retention Rules to Structured Aircraft Portfolio Transactions interchangeably with “converts into cash within a finite time securitization of financial assets for which our regime period”7 and (b) in contrast to the Regulation AB definition, for asset-backed securities is designed. Although some none of these definitions expressly includes securities commenters did not believe we should have any limits on backed by leases which do not self-liquidate. Accordingly, residual values, we continue to believe, as discussed above, just as most securities backed by leased assets were excluded that the core principle that an asset-backed security should from the scope of the pre-2005 ABS definition and continue be primarily serviced by financial assets that by their terms to be excluded under the ’40 Act definition today, we believe convert into cash should be retained. At the same time, we that securities that are substantially dependent on active believe a defined limited exception to this general principle management of physical assets for payment, including the is appropriate and consistent for access to the alternate re-leasing, sale or other disposition of such assets, are not regulatory regime for certain lease-backed ABS.” (2005 ABS within the scope of Exchange Act ABS. Adopting Release) Indeed, the SEC sought to mitigate any adverse effects of this deviation from this core principle: In 2005, when the SEC expanded the pre-2005 ABS definition in order to include lease-backed ABS where part As we explained in the Proposing Release, we are addressing of the cash flows to repay the securities was anticipated concerns with the deviation from the core principle in two to come from the disposal of the physical asset underlying principal ways . First, we are adopting disclosures… on how the lease, the SEC was clear that the change was made as a residual values are estimated and derived, statistical infor- special accommodation to the pre-2005 ABS definition solely mation on historical realization rates and disclosure of the for purposes of bringing such lease-backed ABS into the manner and process in which residual values will be realized, Regulation AB registration, reporting and disclosure regime.8 including disclosure about the entity that will convert the The SEC was also clear that the change did not represent residual values into cash . Second, we are establishing a shift in the SEC’s fundamental belief in what types of limits on the percentage of the securitized pool balance securities should constitute an “asset-backed security.” In attributable to residual values in order to be considered an expanding the definition of “asset-backed security” under “asset-backed security ”. We believe these changes will expand Regulation AB, the SEC acknowledged that the inclusion eligibility of lease-backed transactions for shelf registration of any significant amount of residual value represented a and appropriately permit lease-backed transactions under deviation in one of the core principles of the meaning of an our new rules while continuing to apply the core principles asset-backed security, explaining at the time: underlying the definition of “asset-backed security ”. (2005 ABS Adopting Release) However, as we explained in the Proposing Release, even though we are recognizing the growth in lease-backed The intent to exclude certain asset-backed securities from ABS that include securitizations of residual value, such the definition of Exchange Act ABS that have character- securitizations are subject to additional factors that are not istics which are inconsistent with the core principles is also present in securitizations backed solely by financial assets evidenced by the fact that the ’40 Act definition has not been that convert into cash . Residual value is often determined at amended in a manner similar to the Regulation AB definition the inception of a lease contract and represents an estimate and, accordingly, asset-backed securities that are substan- of the leased property’s resale value at the end of the lease . tially dependent on the residual value of the leased assets Assumptions and modeling are necessary to determine the for repayment are generally outside the scope of the ’40 Act amount of the residual value . In addition, the transaction is definition. As stated by the American Bar Association in its not simply dependent on the servicing and amortization of November 2011 response to the SEC’s notice of proposed the pool assets, but also on the capability and performance rulemaking regarding Rule 3a-7: of the party that will be used to convert the physical property into cash and thus realize the residual values . The current definition of “eligible assets” in Rule 3a-7 limits the ability to execute certain lease securitizations . This The higher the percentage of cash flows that are to come definition covers only financial assets that “by their terms from residual values, the more important these other factors convert into cash within a finite time period ”. Virtually become and the less the transaction resembles a traditional all auto leases, and a significant portion of equipment

7 Id at 5. 8 As stated in the 2005 ABS Adopting Release: “[t]he one change we proposed making to the basic definition of “asset-backed security” is to expand the definition to include securitizations backed by leases where part of the cash flows backing the securities is to come from the disposal of the residual asset underlying the lease (e.g., selling an automobile at the end of an automobile lease). In that instance, the asset-backed securities are not backed solely by financial assets that “by their terms convert into cash,” because the transaction also involves a physical asset that must be sold in order to obtain cash. As a result, securitizations where a portion of the cash flow to repay the securities is anticipated to come from the residual value of the physical property do not fall within the current definition of “asset-backed security” in Form S-3 and thus are often registered on a non-shelf basis on Form S-1.”

leases, permit the lessee to return the vehicle or leased Neither Section 15G of the Exchange Act nor the associated equipment upon lease termination in lieu of purchasing CRR Rules define all of the terms used in the definition of that property . The residual value of the auto or equipment “asset-backed security,” including “self-liquidating” and that is realized upon liquidation of the returned auto or “primarily.” However, the term “self-liquidating” has been equipment is an important part of the securitization value defined by the courts for nearly a century: of the leasing arrangement . This residual value, however, does not currently fall within the definition of “eligible asset,” “The mechanism is called a self-liquidating loan because because such residual value is not itself a financial asset that when the banks purchase the notes, they also purchase the “convert[s] into cash within a finite time period ”. right to receive interest payments before the notes mature . Thus, the money expended to buy a note will be repaid by the b. Legislative History interim interest payments and the final principal payment ”. The legislative history also supports the view that the United States v. Esogbue, 1996 U.S. App. LEXIS 45265, No. differences between the definitions of Exchange Act ABS 94-20615 (5th Cir. Feb. 12, 1996). and ’40 Act definition, on the one hand, and the Regulation AB definition, on the other hand, are not accidental. The final “A self-liquidating project may be defined as one wherein the House Bill (H.R. 4173) (Dodd Frank) originally proposed revenues received are sufficient to pay the bonded debt and using the Regulation AB definition, which would have interest charges over a period of time ”. Kelley v. Earle, 325 without a doubt included such lease-backed ABS within Pa. 337, 345 (Pa. 1937). the scope of an “asset-backed security” and definitively Further, although the SEC has not separately defined established a bright line test of greater (or less) than 50% “self-liquidating,” it has used the phrase to describe an of residual value.9 The Senate however rejected the proposed asset that “converts into cash payments within a finite time definition of “asset-backed security” used in the final House period.”10 Bill in favor of the alternative definition of Exchange Act ABS, which notably does not include any language that would Based on the foregoing, the generally accepted legal expressly expand its meaning to include lease-backed ABS meaning of “self-liquidating” refers to an asset that will to the extent dependent on the sale (or other disposition) independently generate income sufficient to pay back of the leased asset for repayment. Therefore, on the basis its original cost. The presence of any meaningful depen- of the previously understood meanings of the pre-2005 dence on additional cash flows that are contingent on the definition, the Regulation AB definition and the ’40 Act success of future business activities (such as the level of definition, together with the SEC’s statements regarding the active management required for a Structured Aircraft characteristics of an asset-backed security in those contexts, Portfolio Transaction, as described above) is inconsistent we believe that the drafters of the CRR Rules deliberately with that meaning of “self-liquidating”, and therefore we excluded lease-backed ABS which does not self-liquidate do not believe that the leases backing a typical Structured from the definition of Exchange Act ABS. Aircraft Portfolio Transaction are “self-liquidating.” In addition to the cash flows from the initial aircraft leases IV. Application of Definition to Structured Aircraft being insufficient to repay the original cost of the aircraft Portfolio Transaction (and initial leases) in a typical Structured Aircraft Portfolio a. Are Assets in a Structured Aircraft Portfolio Transaction Transaction, an aircraft operating lease does not “convert Self-Liquidating Financial Assets? into cash” because upon the expiry of a typical lease, the On the plain meaning of the words, an aircraft is not a aircraft is expected to be returned to the Issuer. financial asset, and there is no guidance or interpretation from the SEC to indicate that aircraft or similar physical b. Does Repayment Depend Primarily on Cash Flow from assets are financial assets. Accordingly, the presence of the Self-Liquidating Financial Assets? aircraft leases alone would presumably need to satisfy a The securities in a typical Structured Aircraft Portfolio principal requirement of Exchange Act ABS that the “assets” Transaction bear greater similarity to corporate bonds issued consist of self-liquidating financial assets “that allow[s] the by an operating company and secured by all of it its assets (or holder of the security to receive payments that depend a selected portfolio of its equipment and related assets) than primarily on cash flow from the asset”. We do not believe they bear to securities backed by a defined pool of financial this to be the case. assets. In the case of a typical Structured Aircraft Portfolio

9 We note that the overwhelming majority of recent Structured Aircraft Portfolio Transactions would also fall outside of the scope of the Regulation AB definition for this reason. 10 “[T]he basic definition [of asset backed security] is sufficiently broad to encompass any self-liquidating asset which by its terms converts into cash payments within a finite time period.” Id at 5.

Transaction, like any secured corporate bond, repayment This remains true even if aircraft operating leases were of the Issuer’s debt depends on management’s ability to considered separately from the value of the physical aircraft generate sufficient operating income through the successful and could be independently characterized as “self-liqui- operation of its business as discussed above. dating financial assets”. It would still be inaccurate to describe repayment of the securities in a typical Structured As described above, the ability of the securitized “financial Aircraft Portfolio Transaction as depending primarily on the assets” to generate sufficient cash to service the securities cash flows from the initial leases. Rather, ultimate repayment is the defining characteristic of ABS. However, in a typical of the securities depends on the servicer’s ability to re-lease Structured Aircraft Portfolio Transaction, the cash flows and ultimately dispose of the aircraft. from the initial leases are not only insufficient to repay the original acquisition cost of the aircraft (and initial leases) V. Conclusion but are also significantly less than the amount required to For the reasons discussed above, we believe that, if properly repay the Issuer’s securities. interpreted and applied, the definition of Exchange Act ABS would not include a typical Structured Aircraft Portfolio In addition to having the financial resources necessary to Transaction. The “assets” in a Structured Aircraft Portfolio incur significant out-of-pocket expenses in connection with Transaction should not be considered self-liquidating redelivery, refurbishing and repositioning any aircraft for financial assets and, although the SEC and other relevant a new lease or sale, successfully remarketing an aircraft federal agencies have yet to interpret the definition of also requires marketing, maintenance, and other aircraft Exchange Act ABS, the principles discussed by the SEC in management expertise. The costs and resources involved the context of the pre-2005 ABS definition, the Regulation in managing the leasing, re-marketing and maintenance AB definition and the ’40 Act definition should equally of an aircraft, whether on- or off-lease, are inconsistent apply to an analysis of the securities in a Structured Aircraft with a principal requirement of Exchange Act ABS that Portfolio Transaction with the result that a typical Structured repayment of the securities must rely primarily on cash Aircraft Portfolio Transaction would not be subject to the flows generated from a pool of self-liquidating financial CRR Rules. • assets.

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Arntzen de Besche Advokatfirma AS

CONTACT: PAUL SVEINSSON, Partner, [email protected] Y IT RE IL PO B S A S ATLE STENSRUD, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

80% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 86%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 25% Before using the information on this page, please b+86+86+86+86+86+86+86+80+80+80+80+40+40+40+75+75+75+100+100+25+25+100+100+100+100+100+100+100+100+100 30.0% Political Stability 100% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):10075++5075+ 75505025++2513++ YES Ireland More Results Operator (if not also the owner): 86% LOWER NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: Denmark Owner: N/A Mortgagee: YES 84% LOWER [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Trowers & Hamlins LLP

CONTACT: ROGER CLARKE, Partner, [email protected] Y IT RE IL PO B S A S SIMON VALNER, Solicitor, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

51% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+57+57+57+57+57+57+57+20+20+20+20+80+80+80+75+75+75+33+33+75+75+41+41+41+41+41+41+41+41+41 30.0% Political Stability 41% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also5025 the operator):++1325+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Kabraji & Talibuddin

CONTACT: KAIRAS N. KABRAJI, Senior Partner, [email protected] Y IT RE IL PO B S A S SYED ALI BIN MAAZ, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

55% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+68+68+68+68+68+68+68+20+20+20+20+100+100+100+100+100+9+9+9+9+9+9+9+9+9 30.0% Political Stability 9% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):2513++1325+ 1007510075++10075++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 84 pillsburylaw.com Papua New Guinea (*) ONE-PAGE SUMMARIES Jurisdiction(s): National; Provincial; Autonomous Region of Bougainville Up to Date: September 2016

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Ashurst, Port Moresby

CONTACT: RICHARD FLYNN, Partner, [email protected] Y IT RE IL PO B S A S TIM GLENN, Partner, [email protected] T E S S L S A I C O I N IT L O P (**) (**) Overall Score disregards Political Overall Score Category Stability (insufficient data)

48% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 67% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+57+57+57+57+57+57+57+90+90+90+90+80+80+80+75+75+75+67+67+50+50+0+0+0+0+0+0+0+0+0 30.0% Political Stability No data read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): B+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration NO †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also10075 the operator):++75100+ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Rodrigo, Elías & Medrano, Abogados

CONTACT: JORGE VELARDE, Partner, [email protected] Y IT RE IL PO B S A S FERNANDO HURTADO DE MENDOZA, Associate, T E S S L S A I [email protected] C O I N IT L O P Overall Score Category

40% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 36%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+36+36+36+36+36+36+36+60+60+60+60+20+20+20+25+25+25+100+100+75+75+22+22+22+22+22+22+22+22+22 30.0% Political Stability 22% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2513++1325+ 75502513++2513++ YES United States More Results Operator (if not also the owner): 48% HIGHER NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: Chile NO NO Owner: N/A Mortgagee: YES DATA DATA [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Spaczyński, Szczepaniak i Wspólnicy (SSW)

CONTACT: PIOTR SPACZYŃSKI, Partner, [email protected] Y IT RE IL PO B S A S FILIP BALCERZAK, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

68% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 50%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+50+50+50+50+50+50+50+60+60+60+60+40+40+40+75+75+75+100+100+75+75+75+75+75+75+75+75+75 30.0% Political Stability 75% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also2513 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: CSBA

CONTACT: MAFALDA RODRIGUES FONSECA, Partner, [email protected] Y IT RE IL PO B S A S ISABEL MARINHO, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

73% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 54%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+54+54+54+54+54+54+54+90+90+90+90+80+80+80+75+75+75+100+100+75+75+70+70+70+70+70+70+70+70+70 30.0% Political Stability 70% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BB+ OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):7550++75100+ 100755025++2513++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: ŢUCA ZBĂRCEA & ASOCIAŢII

CONTACT: CĂTĂLIN BĂICULESCU, Partner, [email protected] Y IT RE IL PO B S A S ROXANA PANĂ, Senior Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

42% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 39%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+39+39+39+39+39+39+39+60+60+60+60+0+0+0+25+25+25+100+100+50+50+39+39+39+39+39+39+39+39+39 30.0% Political Stability 39% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also5025 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: RODIN VADIYAN SHURYGIN LLC

CONTACT: ALEXANDER SHURYGIN, Partner, [email protected] Y IT RE IL PO B S A S ALEXANDER RODIN, Managing Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

36% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+21+21+21+21+21+21+21+100+100+100+100+20+20+20+25+25+25+33+33+100+100+15+15+15+15+15+15+15+15+15 30.0% Political Stability 15% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB+ OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2513++75100+ 100757550++10075++ YES Bermuda More Results Operator (if not also the owner): 44% HIGHER NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: Ireland Owner: N/A Mortgagee: YES 44% HIGHER [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: ENSafrica Rwanda Limited

CONTACT: GILBERT NYATANYI, Executive, [email protected] Y IT RE IL PO B S A S JEAN CLAUDE KABERA, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

59% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+68+68+68+68+68+68+68+60+60+60+60+20+20+20+100+100+100+100+100+32+32+32+32+32+32+32+32+32 30.0% Political Stability 32% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also7550 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Odvetniki Šelih & partnerji, o.p., d.o.o.

Y IT RE CONTACT: MIA KALAŠ, Partner, [email protected] IL PO B S A S T E S S BLAŽ OGOREVC, Partner, [email protected] L S A I C O I N IT L O P Overall Score Category

66% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 68%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+68+68+68+68+68+68+68+60+60+60+60+0+0+0+75+75+75+100+100+75+75+75+75+75+75+75+75+75+75+75 30.0% Political Stability 75% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): A OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):5025++1325+ 75507550++10075++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 92 pillsburylaw.com South Africa (*) ONE-PAGE SUMMARIES Jurisdiction(s): Republic of South Africa Up to Date: October 2016

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: ENSafrica, Sandton office

CONTACT: SEAN LEDERMAN, Director, [email protected] Y IT RE IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

66% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 50%

I Repossession

E 12.5%

R Insolvency 100%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+50+50+50+50+50+50+50+100+100+100+100+80+80+80+25+25+25+100+100+55+55+55+55+55+55+55+55+55 30.0% Political Stability 55% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): BBB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also7550 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Lasantha Hettiarachchi & Associates

Y IT RE CONTACT: MR LASANTHA HETTIARACHCHI, Precedent Partner, IL PO B S A S T E [email protected], [email protected] S S L S A I C O I N MS. PIYUM DASSANAYAKE, Partner, [email protected] IT L O P Overall Score Category

48% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 40%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+43+43+43+43+43+43+43+20+20+20+20+80+80+80+25+25+25+100+100+50+50+22+22+22+22+22+22+22+22+22 30.0% Political Stability 28% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B+ OECD high-income/zero-rated country: NO Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: NO Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):7550++5075+ 75505025++5025++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Lenz & Staehelin

CONTACT: OLIVIER STAHLER, Partner, [email protected] Y IT RE IL PO B S A S EMILIE JACOT-GUILLARMOD, Associate, T E S S L S A I [email protected] C O I N IT L O P Overall Score Category

79% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 20%

G Deregistration

/ .

I 10.0%

O Poorer 75%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+71+71+71+71+71+71+71+80+80+80+80+20+20+20+75+75+75+100+100+75+75+100+100+100+100+100+100+100+100+100 30.0% Political Stability 100% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AAA OECD high-income/zero-rated country: YES Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also5025 the operator):++2550+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: RUSSIN & VECCHI

CONTACT: THOMAS H. MCGOWAN, Sr. U.S. Licensed Attorney, Y IT RE IL PO B S [email protected] A S T E S S L S A I H. Y. CHO, Senior Professional, [email protected] C O I N IT L O P Overall Score Category

76% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 80%

B R

E 10.0% 0%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 67% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+71+71+71+71+71+71+71+80+80+80+80+0+0+0+100+100+100+67+67+100+100+90+90+90+90+90+90+90+90+90 30.0% Political Stability 90% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA- OECD high-income/zero-rated country: N/A Cape Town Contracting State: NO Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration NO †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):5025++5075+ 755010075++10075++ NO N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Ersoy Bilgehan Lawyers and Consultants

Y IT RE CONTACT: ALI KARTAL, Partner, [email protected] IL PO B S A S T E S S MELIS SAYGIN, Associate, [email protected] L S A I C O I N IT L O P Overall Score Category

65% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 75%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+75+75+75+75+75+75+75+90+90+90+90+80+80+80+100+100+100+100+100+50+50+25+25+25+25+25+25+25+25+25 30.0% Political Stability 25% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also10075 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Jurvneshservice International Legal Services

Y IT RE CONTACT: ANNA TSIRAT, Partner, [email protected] IL PO B S A S T E S S L S A I C O I N IT L O P Overall Score Category

43% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 71%

I Repossession

E 12.5%

R Insolvency 50%

B R

E 10.0% 40%

G Deregistration

/ .

I 10.0%

O Poorer 25%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 50% Before using the information on this page, please b+71+71+71+71+71+71+71+50+50+50+50+40+40+40+25+25+25+100+100+50+50+10+10+10+10+10+10+10+10+10 30.0% Political Stability 10% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): B- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 10075Owner (if not also the operator):10075++5075+ 75505025++2513++ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: YES Mortgagee: NO N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: Al Jallaf Advocates & Legal Consultants

Y IT RE CONTACT: AMNA AL JALLAF, Managing Partner, [email protected] IL PO B S A S T E S S JEREMY A. BROWN, Senior Lawyer, [email protected] L S A I C O I N IT L O P Overall Score Category

51% MODERATE

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 21%

I Repossession

E 12.5%

R Insolvency 20%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+21+21+21+21+21+21+21+20+20+20+20+80+80+80+50+50+50+33+33+75+75+75+75+75+75+75+75+75+75+75 30.0% Political Stability 75% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (Moody’s): AA2 OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): NO Self-help (Mortgagees): NO Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: NO Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also5025 the operator):++1325+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Pillsbury Winthrop Shaw Pittman LLP

CONTACT: DEBRA ERNI, Partner, [email protected] Y IT RE IL PO B S A S GRAHAM TYLER, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

89% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 89%

I Repossession

E 12.5%

R Insolvency 60%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+89+89+89+89+89+89+89+60+60+60+60+100+100+100+100+100+75+75+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: NO

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 5025Owner (if not also the operator):10075++1325+ 755010075++10075++ YES N/A More Results Operator (if not also the owner): N/A N/A YES Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: NO Mortgagee: YES N/A N/A [email protected]

Worldwide Aircraft Repossession Index © 2017 Pillsbury Winthrop Shaw Pittman LLP 100 pillsburylaw.com United States (*) ONE-PAGE SUMMARIES Jurisdiction(s): U.S. (Federal laws); New York Up to Date: December 2016

(*) Local counsel has provided additional notes for this country. All such notes are set out on page 107 et. seq. COMPLETED BY: Pillsbury Winthrop Shaw Pittman LLP

CONTACT: MARK LESSARD, Partner, [email protected] Y IT RE IL PO B S A S LEO T. CROWLEY, Partner, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

96% LOWER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 96%

I Repossession

E 12.5%

R Insolvency 90%

B R

E 10.0% 100%

G Deregistration

/ .

I 10.0%

O Poorer 100%

N Export

R O P E X Estimated score 7.5% 100% does not Judgments/Arb. exceed range 7.5% Preferential Liens 100% Before using the information on this page, please b+96+96+96+96+96+96+96+90+90+90+90+100+100+100+100+100+94+94+94+94+94+94+94+94+94 30.0% Political Stability 94% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† Sovereign credit rating (S&P): AA+ OECD high-income/zero-rated country: YES Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: NO $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: YES $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES

$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium YES ($) (time) Period (time) an English court judgment: YES an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also10075 the operator):++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

(*) Local counsel has provided additional notes for this country. NoAll such notes are set out on page 107 et. seq. COMPLETED BY: VILAF

CONTACT: VO HA DUYEN, Chairperson/Partner, [email protected] Y IT RE IL PO B S A S TRAN MAI ANH, Associate, [email protected] T E S S L S A I C O I N IT L O P Overall Score Category

45% HIGHER

N Estimated S Better

O potential

L Weighting Score:

V score

E S

N cost/speed N

E 22.5% 57%

I Repossession

E 12.5%

R Insolvency 50%

B R

E 10.0% 80%

G Deregistration

/ .

I 10.0%

O Poorer 50%

N Export

R O P E X Estimated score 7.5% 33% does not Judgments/Arb. exceed range 7.5% Preferential Liens 75% Before using the information on this page, please b+57+57+57+57+57+57+57+50+50+50+50+80+80+80+50+50+50+33+33+75+75+16+16+16+16+16+16+16+16+16 30.0% Political Stability 16% read the GENERAL DISCLAIMER on page 2. 100+100+100+100+100+100+100+Time & Cost Indicators 100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100+100 Key Facts† N.B. Low political stability may affect reliability of these values Sovereign credit rating (S&P): BB- OECD high-income/zero-rated country: NO Cape Town Contracting State: YES Eligible for ASU Cape Town Discount: YES $50,000 60 days 60 days CHEAPER/FASTER Self-help (Lessor-owners): YES Self-help (Mortgagees): YES Moderately or well-developed insolvency laws: NO $250,000 180 days 180 days Absence of significant taxes or similar fees payable on export: YES Absence of fleetwide liens: YES Yes$1,000,000 1 year 1 year/ Local court will enforce, without reexamination variable of case on merits…

Legal Cost of Speed of Insolvency a New York court judgment: Repossession Repossession Moratorium NO ($) (time) Period (time) an English court judgment: NO an arbitral award: Aircraft Registration YES †Additional information regarding third party data Possible principal registrants: Alternative Country Blended Blended is set out on page 148. of Registration #1: Score: Category: 7550Owner (if not also the operator):2513++75100+ YES N/A More Results Operator (if not also the owner): N/A N/A NO Please send any requests for more detailed Additional interests that may be noted, either on the Alternative Country Blended Blended results or the full set of responses to the aircraft register, some other pulbic register, or on the of Registration #2: Score: Category: certificate of registration: Jurisdictional Questionnaire to: N/A Owner: N/A Mortgagee: YES N/A N/A [email protected]

by Mark Lessard and Melissa Jones-Prus Pillsbury Winthrop Shaw Pittman LLP

It has long been common practice for financiers to perfect New Technology Background security in an aircraft lease by taking possession of a single, What is Chattel Paper? original chattel paper counterpart of the underlying lease, “Chattel paper” is often referred to as a quasi-negotiable in addition to recording their interests in various—and instrument, which affords its holder certain presumptive sometimes overlapping—registries. In an increasingly rights and priorities. It is defined by the Uniform Commercial electronic and international legal environment for aircraft Code as a record that evidences both a monetary obligation finance, most recently bolstered by the adoption and and a security interest in specific goods (in the case of implementation of the Cape Town Convention in many key mortgage chattel paper) or a lease of specific goods (in the jurisdictions, the time has come to reassess the legal and case of lease chattel paper).3 Practically speaking, it is a practical benefits of using chattel paper in aircraft financing. specially marked original copy of a security agreement or lease that contains the right to debt service, rental or other 1 The Uniform Commercial Code (the “UCC”) affords a payments. The UCC does not distinguish between finance super-priority to purchasers in the ordinary course who give leases and operating leases for this purpose. new value and take possession of tangible chattel paper in good faith, without knowledge that the purchase violates the Why does Chattel Paper exist? rights of a secured party.2 In this article, we argue that the The rules surrounding chattel paper emerged to reflect Cape Town Convention on Interests in Mobile Equipment common commercial practice when the original UCC preempts this UCC rule and that the proper registration of Article 9 was conceived in the 1940s and 50s.4 The key rule an assignment of associated rights (together with its related creates a super-priority for a purchaser or secured creditor international interest) in accordance with the Convention in possession of tangible chattel paper.5 Even though a sale is sufficient, as a matter of U.S. law, to protect secured or security interest in chattel paper can be perfected by filing creditors from the risks that parties have historically sought a UCC-1 financing statement,6 the UCC provides that a good to mitigate through the creation and delivery of chattel paper faith purchaser in the ordinary course, who provides new as a means of perfecting security. value and has no actual knowledge7 of a secured creditor’s priority, takes the chattel paper and associated rights free While there is no case law on point (and almost no case and clear of the secured creditor’s prior interest. law involving the Convention) at this time, we believe the relevant courts should—and will—apply the well-es- How Is Chattel Paper Used in Aircraft Finance? tablished doctrine of pre-emption developed under the Lease chattel paper is still commonly used in connection Federal Aviation Act to the Convention. The Convention with the back-leveraging of aircraft operating and finance by its terms overrides the otherwise applicable law (in this leases. In the typical case, a lender that is looking to a lease as case the UCC) to the extent, but only to the extent, that it additional collateral for a loan made in respect of an aircraft applies to a particular topic. Furthermore, the Convention will require delivery to it of a single chattel paper counterpart clearly applies to and regulates the priority of interests that bears a “legend” indicating that it has been assigned to in aircraft lease chattel paper (which interests comprise such lender as security. The secured lenders are effectively “associated rights and their related international interest”, seeking to protect against the fraudulent creation and sale in the parlance of the Convention) because aircraft lease of the lease chattel paper (and the underlying receivable) chattel paper is intended by definition to create an interest to a good faith purchaser for value. Under the UCC, such in an “aircraft object.” Therefore, transaction parties should a purchaser has priority not only in respect of monetary consider dispensing with aircraft lease chattel paper once obligations under the lease, but also in respect of the lease and for all. itself.8 This generally implies the right to step into the shoes of the lessor and recover possession of the leased goods in the event of a default by the lessee, but only to the extent that the goods constitute proceeds of the chattel paper.9 In

the case of an operating lease, therefore, chattel paper rights However, the implementation of the Convention in the do not extend to the residual value of the goods absent an United States calls into question the effectiveness of chattel independent security interest in the goods themselves. But paper as a risk mitigant. this is of little solace to a secured lender when the lessee has quiet enjoyment rights and the cash flow from its collateral Application of the Cape Town Convention is diverted to a subsequent purchase in good faith. What Is the Cape Town Convention? The Cape Town Convention on Interests in Mobile Mortgage chattel paper typically is not used in the context of Equipment (“CTC”) is an international treaty designed aircraft and other large ticket secured transactions. Where to facilitate the efficient financing and leasing of mobile desired by the parties in these transactions, payment obliga- equipment. The CTC applies to airframes, aircraft engines tions are set forth in a promissory note. The promissory and helicopters (“aircraft objects”) by virtue of the Aircraft note incorporates the terms of a loan or other financing Protocol (together with the CTC, the “Convention”). agreement by reference, which itself contains relevant The Convention by its terms overrides the otherwise appli- terms and conditions, including restrictions on transfer. cable law (including the UCC) to the extent, but only to the Unlike mortgage chattel paper, however, the promissory extent, that it applies to a particular topic.11 note embodies a payment obligation only and not a security interest in specific goods. As will be discussed below, the Does the Cape Town Convention Cover Chattel Paper? fact that chattel paper embodies an interest in specific The Convention does not employ the legal nomenclature of aircraft objects is precisely the reason why we believe the any particular legal system and therefore does not specifically Convention preempts the super-priority rule under the UCC. mention chattel paper. Rather, it creates a jurisdictionally neutral legal regime centered on “international interests” What’s the Problem with Lease Chattel Paper? and “associated rights.” The main issues transaction parties have with using chattel paper is that it adds to transaction costs, is cumbersome to • International interests are essentially interests granted administer and by its very existence creates some of the risks by the chargor under a security agreement, or vested in it is trying to mitigate. a person who is the conditional seller under a title reser- vation agreement or a lessor under a leasing agreement. • While the cost of generating a chattel paper original bearing a security legend for a single aircraft financing • Associated rights are essentially rights to payment or may not be prohibitive, the numbers add up when multi- other performance by a debtor under an agreement, plied over the hundreds and thousands of aircraft that which rights are secured by or associated with the object. are financed and re-financed every year. Purely personal contractual rights not secured by an aircraft object are outside the scope of the Convention. • Similarly, the administrative costs to lenders of storing and tracking these quasi-negotiable instruments—and Under the Convention, a security assignment of associated of returning them upon release of the collateral—are rights (i.e., of rights to receive rentals under a lease) transfers not immaterial when considered industry or portfo- the related international interest (i.e., grants security in lio-wide. Some lenders even appoint custodians, at a cost the lessor’s legal interest under the related lease) so long of several thousand dollars for the life of the transaction, as the security instrument (1) is in writing, (2) enables the for the sole purpose of holding these instruments. associated rights to be identified and (3) enables the obligations secured to be identified.12 • Finally, where a secured party misplaces chattel paper (something not altogether unusual in the context of Importantly, the Convention does not apply to an assignment long-term financings), a party coming into possession of associated rights which is not effective to transfer the 13 of it could cause problems; moreover, the secured party related international interest. In the case of a lease, then, will be required to provide a lost instrument indemnity the Convention does not apply to an assignment of payment to the lessor/borrower at the end of term, so the tail on intangibles separate and apart from an assignment of this exposure is at least theoretically indefinite.10 lessor’s interest under the lease. Nor does it apply to a pure receivables financing or repackaging, even if the receivables Secured lenders are not in the business of taking any legal constitute aircraft lease or loan income. This is because risks with respect to their collateral and so understandably the Convention regulates only the priority of interests in will require chattel paper where it serves its intended aircraft objects and associated rights that bear a sufficient function. Rating agencies have also been known to require connection to the underlying aircraft object. chattel paper originals in connection with rated transactions.

Unlike the transfer of general payment intangibles or object” and is therefore governed by the Convention. We promissory notes, the delivery of “aircraft object” chattel have explained how the delivery of such chattel paper paper is a legal act that purports to transfer associated constitutes an assignment of an international interest and rights for the aircraft object and their related international associated rights under the Convention where all of the interest. Such legal act is governed by the Convention Convention’s formalities have been respected. We will now and the Convention’s rules governing the priority of examine the general priority rule under the Convention, and competing interests in associated rights should preempt the how it applies to associated rights. super-priority rule applying to chattel paper under the UCC. How Does the Convention Establish Priority? What Is the Preemption Doctrine? Unlike the Act, which does not address the priority of interests Article 9-109(c) of the UCC expressly provides that UCC in aircraft but leaves it to state law to determine, one of the Article 9 does not apply to the extent that a statute, treaty Convention’s main purposes is to establish an international or regulation of the United States preempts its provisions. system for regulating the priority of interests in aircraft While there is no case law on point involving the Convention objects. Article 29 of the Convention sets out the main thrust at this time, there is a well-developed string of jurispru- of the Convention on priority: the “first in time” rule. It states dence involving the Federal Aviation Act (the “Act”)14 that that a registered interest has priority over any other interest should give precedence to the priority rules set forth in the subsequently registered and over an unregistered interest.19 Convention where they apply and conflict with the UCC. This priority applies even if the first-registered interest is acquired with actual knowledge of another interest. There can The seminal case on preemption is the Supreme Court case be exceptions to this priority rule resulting from the creation 15 of Philko Aviation, Inc . v . Shacket, which held that all state of “non-consensual” interests under applicable national law, laws (including the UCC) permitting unrecorded transfers such as mechanic’s liens or other rights of detention,20 but to effect the interests of third parties in aircraft conflict with, the UCC chattel paper super-priority rule relates only to and are preempted by, the Act. the consensual interests and cannot be saved by this exception.

[Section] § 503(c) [of the Act] means that every aircraft How Does the Convention Resolve Competing Interests in transfer must be evidenced by an instrument, and every Associated Rights? such instrument must be recorded, before the rights The priority of competing assignments is addressed in of innocent third parties can be affected. Furthermore, Articles 35 and 36 of the Convention. They provide that because of these federal requirements, state laws the “first in time” priority rule of Article 29 applies to an permitting undocumented or unrecorded transfers are assignment of associated rights that is coupled with an preempted, for there is a direct conflict between § 503(c) assignment of the related international interest where there 16 and such state laws, and the federal law must prevail. is a sufficient connection between the associated rights and the aircraft object. The key to our argument in this article is In coming to its decision, the Court relied on the legislative that aircraft lease chattel paper (1) creates an international history of the Act, in particular Congress’ intention to create interest in an aircraft object and (2) constitutes associated a “central clearing house” for recordation of title and other rights that are “object-related,” in the parlance of the interests in aircraft. The Court noted that if state laws permitting Convention. Accordingly, any transfer or pledge of aircraft a valid transfer to be effected without recording with the FAA lease chattel paper necessarily constitutes an assignment were not preempted by the federal law, then there would be no of an international interest coupled with associated rights need or incentive for a buyer in possession to record its interest that is registrable under the Convention, so long as the with the FAA.17 Subsequent cases have affirmed the approach formalities of the Convention are met.21 in Philko.18 Because the Convention is specifically designed to impact Do the Priority Rules Under the Convention Preempt State only the priority of interests in aircraft objects, Article 36 Law? strictly limits the ability of an assignee of associated rights In order for the preemption doctrine to apply in this case, to claim the priority afforded by the Convention to those the Convention must specifically address and conflict with associated rights that are “object-related,” i.e., that bear a the super-priority rule set out at 9-330 of the UCC. In other sufficient connection to the underlying aircraft object.22 words, the Convention must govern the priority of interests More specifically, an assignment of associated rights will in “aircraft object” chattel paper. benefit from the “first in time” priority rule where: We strongly believe that chattel paper created in respect 1. The contract under which the associated rights arise of an “aircraft object” creates an interest in that “aircraft states that they are secured by (in the case of a mortgage)

or associated with (in the case of a lease) the aircraft Conclusion object; and The Convention addresses the perfection and priority of competing interests in associated rights (and their related 2. The associated rights are “object-related,” i.e., they international interests) to the extent that (1) the contract consist of rights to payment or performance that relate under which the associated rights arise states that they are to, among other items, the price payable for the aircraft secured by or associated with the relevant aircraft object object or the rentals payable in respect of the aircraft and (2) the associated rights are object-related. Assuming object (together with all ancillary obligations). that the relevant connecting factors are present and that the requirements of the Convention are met, including Meeting these requirements contained in Article 36 should the proper registration of an international interest and bring the priority rules of the Convention to bear and preempt assignment thereof at the international registry, a pledgee the UCC super-priority rule on chattel paper. And they are of aircraft lease chattel paper derives no additional benefit not that difficult to meet in the case of lease chattel paper. from holding the chattel paper. In fact, such a secured party • The requirement in (b) above should automatically be would be well advised to not rely on its possession of tangible met in the standard case of aircraft lease chattel paper, chattel paper to ensure the priority of its interest and to because—once again—lease chattel paper by definition register an assignment of international interest (covering relates to the rentals payable in respect of the aircraft. the assignment of associated rights) with the international registry established under the Convention. • • However, the requirement in (a) above appears to require that parties include specific wording in their Originally published in Pillsbury’s Transporation Finance chattel paper lease in order to “opt in” to the priority Digest, February 2013. rules of the Convention. This may seem like a formal- istic requirement,23 but it should be followed, as it will determine whether the priority rules of the Convention or the national law apply to object-related associated rights.

1. All references to the New York Uniform market practice surrounding electronic chattel paper. 18. See Aircraft Trading and Services, Inc. v. Braniff, Commercial Code as in effect on January 1, 2013. Electronic Chattel Paper: Invitation Accepted, 46, Inc. 819 F.2d 1227, 1987 U.S. App. LEXIS 6730, 3 2. UCC 9-330. Gonz. L. Rev. 407 (2010-2011) U.C.C. Rep. Serv. 2d (Callaghan) 1297; see also In 3. UCC 9-102(a)(11). 11. See Sir Roy Goode, Official Commentary (Unidroit re: Air Vermont, Inc. and North Atlantic Airlines, 4. Electronic Chattel Paper: Invitation Accepted, rev. ed. 2008) at paragraphs 2.7 and 2.15. Inc.; Comair, Inc. v. Air Vermont, Inc. 45 B.R. 820; 46, Gonz. L. Rev. 407 (2010-2011) at 412. At the 12. Article 31(1) and Article 32(1) of the Convention. 1984 U.S. Dist. LEXIS 21660; 39 U.C.C. Rep. Serv. time, commercial lenders and financing agencies 13. Article 32(2) of the Convention. (Callaghan) 1452; see also Southern Air Transport, typically purchased or perfected security in loan 14. 49 U.S.C. Inc. v. Northwings Accessories Corp. 255 B.R. 715; and lease receivables by taking possession of the 15. 462 U.S. 406, 103 S.Ct. 2476, 76 L.Ed.2d 678 2000 Bankr. LEXIS 1422; see also Triad International underlying loan or lease agreement. This practice (1983). The facts of this case are as follows: A Maintenance Corp. v. Southern Air Transport, fell short of creating a “negotiable instrument,” such corporation operated by Roger Smith sold a plane Inc. 2005 U.S. Dist. LEXIS 33691; see also In re: as a promissory note, which provides the holder (or to the Shackets. The Shackets paid the sale price AE Liquidation, Inc. v. Eclipse Aerospace, Inc. 44 bearer) of the paper with an ownership interest in and took possession of the plane. Smith gave the B.R. 509; 2011 Bankr. LEXIS 599; 54 Bankr. LEXIS the rights described therein. In order to preserve Shackets only photocopies of the original bills of sale 599; 54 Bankr. Ct. Dec. 105. 19. Article 29(1) of the the chattel paper financing market, the drafters reflecting the chain of title to the plane, and assured Convention. See also Goode, at paragraph 2.103. In created a lower evidential threshold for chattel paper them that he would take care of the paperwork, particular, a registered international interest has financiers to meet. which the Shackets understood to include the FAA priority over (a) a domestic interest which is neither 5. UCC 9-330. registrations. Smith did not file the title documents registered under the Convention (either because it is 6. UCC 9-312. with the FAA, but purported to sell the same plane of a kind not capable of registration or is given by a 7. It is important to emphasize that under UCC 9-330, to Philko Aviation and provided Philko Aviation debtor not situated in a Contracting State at the time the good faith purchaser in possession takes chattel with the original title documents. Philko Aviation of the agreement and it does not relate to an airframe paper free and clear of registered interests unless subsequently recorded the original title documents or helicopter registered in a Contracting State—see it has actual knowledge of that registered interest. with the FAA. After the fraud became apparent, the Goode, paragraphs 2.18(s)—2.20) nor covered by UCC rule 9-330 does not impute knowledge or create Shackets filed a declaratory judgment action to a declaration under Article 39 and (b) a national a duty to search any registry or make any inquiry, determine title to the plane. The Supreme Court interest notice of which is not so registered. whether or not such a search or inquiry would be found in favor of Philko Aviation and clearly stated 20. See Goode, at paragraph 2.114. prudent or otherwise commercially reasonable. that the recordation of an interest with the FAA is 21. As discussed above, this is not the case for a Therefore, the existence of a public registration required for perfection of a security interest and promissory note, which does not create an interest in made in accordance with the Convention would not that the failure to register the interest with the FAA an aircraft object. by itself, in the application of UCC 9-330, alter the invalidates the conveyance as to innocent third 22. Article 36(1) and (2) of the Convention. outcome. parties. 23. See Goode, at paragraph 2.143. “This is to deal 8. UCC 9-330(c)(2), Official Commentary No. 9. 16. Ibid. at para. 8. with the situation where, for example, an agreement 9. UCC 9-330(c), Official Commentary No. 11. Any 17. In a typical US law financing, financiers will still secures not only the obligations for which it provides lender exercising remedies in this case would only file a UCC-1 financing statement because it is not but obligations arising under a later agreement and be entitled to recover the discounted present value clear to what extent the definition of “aircraft” in the later agreement does not refer to the security, so of the right to use the aircraft during the term of the the Act preempts interests in related items, such as that a subsequent assignee of the associated rights lease, with an obligation to account to the owner of spare parts, engines, records and proceeds. While under the later agreement has no way of knowing the equipment or the party with a separate security it could be beneficial to further limit the number of that the obligations under the later agreement interest in the equipment, as applicable. overlapping security filings, the issue has not been are secured on or in any way connected with the 10. In 1999, the UCC was revised to contemplate a clarified in the courts probably due to the diligence of equipment and ought not, therefore, to be subject to system for electronic chattel paper. 13 years later, the financing parties in filing with the UCC. the Convention priority rules.” markets have yet to adopt a common platform and

If there is an asterisk (*) next to the country name on the one-page summary, it means that local counsel for that country has provided additional explanatory notes to accompany some of its answers to the jurisdictional questionnaire. Please be sure to read these notes together with the material in the one-page summary, and please note that the question references tie to the form of jurisdictional questionnaire which appears on pages 149-155. Country / Jurisdiction Comments

Aruba Generally. Under Aruba law there are two types of security interests that can apply to aircraft. Accordingly, the term “mortgage”, when referred to in relation to Aruba, should be taken to mean both a mortgage and a right of first pledge. The latter form of security interest is more flexible and efficient.

Australia Insolvency: Insolvency moratorium (question 2(d)). A transaction may be structured to take the benefit of certain provisions modifying the effect of the moratorium. Also, the Cape Town Convention applies with effect from 1 September 2015. Insolvency: Overreaching of the lessee’s insolvency estate (question 2(e)). In conjunction with the CTC (Alternative A, 60 calendar days), after a waiting period, the insolvency administrator may continue the lease by paying rent and other amounts attributable to the use and possession of the aircraft. Registration: Aircraft register type (question 3(a)). If the owner is not an Australian citizen, the registered operator must be an Australian citizen. Certain other eligibility criteria apply. Registration: Convenience of registration (question 3(d)). We are not aware of CASA having entered into an article 83bis agreement as this requires CASA to publish a notice in a gazette. However we are aware of aircraft in NZ and USA regularly stationed in Australia Export: Export licenses and permits (question 5(c)). This assumes applicable requirements to operate an aircraft under safety laws and regulations (including flight permits) have been obtained.

Belgium Generally: Belgian law does not currently recognize consensual non-possessory security interests over moveable property, such as aircraft. While it is sometimes possible to structure a transaction using a Belgian law governed “pledge” this is a possessory form of security interest and because physical possession cannot remain with the pledgor, but can be with a third party such as a lessee, this can lead to difficulties. Although the law was changed in this regards, the executive measures have not been taken yet.

Bermuda Judgments / Arbitration: Enforceability of judgments (question 6(a)): As a matter of Bermuda law, the courts of Bermuda would recognize as a valid judgment, a final and conclusive judgment in personam obtained in a New York state or US federal court sitting in New York against a Bermuda company based upon the relevant documents under which a sum of money is payable (other than a sum of money payable in respect of multiple damages, taxes or other charges of a like nature or in respect of a fine or other penalty) and would give a judgment based thereon provided that (a) such courts had proper jurisdiction over the parties subject to such judgment; (b) such courts did not contravene the rules of natural justice of Bermuda; (c) such judgment was not obtained by fraud; (d) the enforcement of the judgment would not be contrary to the public policy of Bermuda; (e) no new admissible evidence relevant to the action is submitted prior to the rendering of the judgment by the courts of Bermuda; and (f) there is due compliance with the correct procedures under the laws of Bermuda.

Brazil Repossession: Legal costs of repossession (question 1(f)): Local costs for repossession could be equal or less than USD $50,000 in most cases, however this will depend on a number of factors, including the exact location of the aircraft. A sum between USD $35,000 and USD $75,000 would be more accurate.

Bulgaria Repossession: Taxes and fees (question 1 (d)). Significant, because the fees are based on 2% of the value, but not less than BGN 25 (approx. EUR 12.5). Repossession: Speed of repossession (question 1 (e)). The term also includes the time for the second (appeal) and third (cassation) instances. Repossession: Legal cost of repossession (question 1 (f)). The court fees may vary from to 2 to 8% of the value of the property (in all instances) and therefore the costs may be above US$ 1,000,000. Export: Export licenses / permits (question 5 (c)). Export Certificate of Airworthiness

Canada Generally. The answers to the questionnaire as reflected in this publication apply also to the following jurisdictions: the Provinces of Quebec, British Columbia, Alberta, Manitoba, Saskatchewan, Nova Scotia, New Brunswick, Newfoundland & Labrador, Prince Edward Island and the Territories of Yukon, Northwest Territories and Nunavut, in addition to the Province of Ontario and the federal laws of Canada. Registration: Registration of additional interests (question 3(b)). The Canadian Civil Aircraft Register is an operator only register. International interests under the Cape Town Convention are noted in the International Registry. Interests in aircraft objects to which the Cape Town Convention does not apply may be perfected under each province’s Personal Property Security Act (PPSA) (or, in the case of Quebec, The Civil Code of Quebec).

Cayman Islands Insolvency: Insolvency moratorium (question 2(c)): For the avoidance of doubt, the rule in Cayman Islands liquidations is that no claim may be commenced or proceeded with against a company in compulsory liquidation without the leave of the Court. Preferential Liens: Unusual or onerous preferential liens (question 7(b)): Cayman Islands law provides for liens in favour of the Civil Aviation Authority and in favour of the Airports Authority in each case for the recovery of fees and charges owed to such authority and does not stipulate whether such lien is with respect only to the aircraft to which such fees and charges relate or to any aircraft operated by the person that owes such fees or charges.

China Repossession: Speed of repossession and legal cost of repossession (questions 1(e) and 1(f)). The responses were given after considering the corresponding declarations made by PRC to Article 13 of the Cape Town Convention, which requires a PRC court to make a court order within 10 calendar days and to enforce such order immediately. Insolvency: Insolvency moratorium (questions 2(c) and 2(d)). Answers were chosen after considering the corresponding declarations made by PRC to Article XI of the Protocol, which provides for a waiting period of 60 calendar days; Deregistration: Third party rights to deregister (questions 4(a) and 4(b)). The response provided relates to an instance whereby either an owner/lessor or a mortgagee were to apply to the CAAC for deregistration of an aircraft using an IDERA, pursuant to the relevant CAAC regulations. Export: Expert licenses/permits (question 5(c)). As a matter of procedure, confirmation from the Airworthiness Department of the CAAC as to the airworthiness of the aircraft for a ferry flight would be required as a condition to export.

Costa Rica Repossession: Self-help remedies (mortgagee) (question 1(b)). In order for a mortgagee to repossess using self-help, the owner-debtor must have consented to such remedy in the mortgage document(s).

Czech Republic Repossession: Self-help remedies (question 1(a) and (b)). Self-help test: (i) protected rights are endangered and (ii) public authority action would come too late. Preferential Liens (question 7 (a)). Preferential possessory liens are well recognized.

Denmark Preferential Liens: Unusual or onerous preferential liens (question 7(c)). By general applicable law, lessee may have a right of retention over the aircraft for a valid claim under the lease against the owner-lessor. However, it will often be agreed in the lease that the lessee does not have such right.

Dominican Insolvency: Sophistication of insolvency laws (question 2(a)). A new suite of insolvency laws Republic were only recently approved by Congress. Accordingly, their application and interpretation remain subject to judicial development.

El Salvador Generally. In El Salvador there are no precedents of repossession and bankruptcy remains uncommon. Repossession: Legal cost of repossession (question 1(f)). The estimation of legal fees will be determined depending on each case. Registration: Aircraft register type (question 3(a)). Registration of aircraft in El Salvador is reserved only for aircraft with a Salvadoran license. Registration: Convenience of registration (question 3(b)). Mortgages over aircraft can be registered in El Salvador only with respect to aircraft with a Salvadoran license.

Estonia Export (question 5(a) to (d)). The answer relates to the export of civil aircraft to non-EU countries. Separate regimes apply on military aircraft and intra-EU trade.

Fiji Repossession: Speed of repossession (question 1(e)). The judicial system in the case of a contested insolvency may take years to issue a decision. Registration: Aircraft register type (question 3(b)). Strictly, local legislation does not permit registration of mortgagee interests. However the local Registry, as a matter of practice, will note a mortgagee’s interest on the Register.

Finland Repossession: Judicial proceedings: requirement for a deposit, bond or other security (question 1(c)). If precautionary measures are applied, a deposit is required by the enforcement agency. However, in an action for declaratory judgment a deposit is not required but this process is a much longer one. Insolvency: Insolvency moratorium (question 2(d)). Finland has not ratified the Cape Town Convention. Judgments / Arbitration: Enforceability of judgments (question 6(b)). “Yes” now but will be subject to the outcome of “Brexit.”

France, French Repossession: Speed of repossession (question 1(e)). I assumed that the lease was terminated Polynesia and and that a New York or English judgment has been entered before the lessee’s judgment of New Caledonia bankruptcy or before the lessee is protected by a judgment of judicial safeguard.

Germany Repossession: Legal cost of repossession (question 1(f)). Lawyers’ legal fees in Germany are governed by statutory law which provides for graduated fees based on the value of the matter (maximum value in repossession proceedings: total amount of lease rentals for one year). The answer to question 1 (f) on the estimated legal cost of repossession is based on the hypothetical total amount of lease rentals for one year of US$ 9 million. Based on this amount, the hypothetical statutory legal fees would amount to approximately US$ 11,250 where the proceedings are contested. Depending on the specific circumstances lawyers may require the conclusion of a fee agreement for higher fees, but the legal costs for obtaining a court order for repossession may still be less than or equal to US$ 50,000.

Guernsey Registration: Aircraft register type (question 3(a) and (b)). Responses to Box 3 (a) and (b) must be read in conjunction with the overriding requirement that a person must be a Qualified Person to hold a legal or beneficial interest in a registered aircraft. The following persons are eligible to register on the Guernsey Aircraft Registry: (a) The Crown; (b) Natural persons who are (i) Nationals of any EEA State, (ii) Resident in the British Islands, (iii) Resident in a British Overseas Territory, or (iv) Represented by a resident agent; (c) Legal persons which (i) are a business in Appendix C to the Handbook for Prescribed Businesses on Countering Financial Crime and Terrorist Financing issued by the Guernsey Financial Services Commission or (ii) represented by a resident agent or (iii) any other person, at the discretion of the Registrar, subject to whatever additional requirements he may impose.

Hong Kong Registration: Aircraft register type (question 3(a)). Provided that the operator OR the owner is a “qualified person” under the Hong Kong Air Navigation Order 1995 (Ch. 448C) AND the operator is also registered as a charterer by demise. “Qualified persons” include the government of Hong Kong or the PRC, Chinese Citizens, permanent resident of Hong Kong and bodies incorporated in or under the law of Hong Kong or other parts of the PRC and having their principal business in Hong Kong or other parts of the PRC. Registration: Aircraft register type (question 3(b)(2)). There is no register of aircraft mortgages, but an aircraft mortgage needs to be registered at the Hong Kong Company Registry to the extent that the mortgagor is a company incorporated in Hong Kong or having a place of business in Hong Kong. Deregistration: Third party deregistration rights (question 4(a)). Yes, provided that the owner- Lessor is a “qualified person” (see foregoing note 3 (a)). Deregistration: Third party deregistration rights (question 4(b)). Yes, so long as the mortgagee is the qualified person in which name the aircraft is registered. Export: Third party export rights – mortgagee (question 5(b)). Yes, so long as the mortgagee is the qualified person in which name the aircraft is registered. Judgments/Arbitration: Enforceability of judgments (question 6(a)). A judgement rendered by a New York state or U.S. federal court sitting in New York or by an English court cannot be recognized and enforced in Hong Kong through a process of registration of judgments allowed for certain other countries designated by the Foreign Judgments (Reciprocal Enforcement) Ordinance (Cap. 319) of Hong Kong but have recourse under common law, provided that inter alia (i) proceedings are commenced by writ before the Hong Kong courts; (ii) the foreign judgment is a proof of a valid debt (not being a sum payable in respect of taxes or other charges of a like nature or in respect or a fine or other penalty) which can be sued upon and is final and conclusive; and (iii) a judgment that recognizes the foreign judgment is given directly by the Hong Kong courts, which judgment can be later enforced like any other Hong Kong judgment. We have rendered a “YES” answer to this question as the aforementioned requirement that Hong Kong courts scrutinize the foreign judgment as to whether it is a proof of a valid debt does not seem to exceed the “permitted threshold conditions” (as set out on page 154 (Appendix, Box 6 (Judgments/Arbitration) of this question in a substantive appreciable manner.

Indonesia Insolvency: (question 2). Indonesia adopts “Alternative A” in its entirety to all types of insolvency proceedings, and the waiting period shall be sixty (60) calendar days. At the earlier of the end of the waiting period, the insolvency officer shall give possession of the Aircraft to the lessor in any insolvency-related event. Compared to general insolvency proceedings, the application of a sixty (60) calendar day waiting period is more beneficial to the lessor.

Israel Repossession: Self-help remedies (question 1(a)). Self-help, when permissible, can only be exercised within the time frame provided by law and only with reasonable force. Preferential Liens: Unusual or onerous liens (question 7(a)). A repairer/mechanic/hangar- keeper lien may subsist only as long as the aircraft is in the possession of the repairer/mechanic/ hangar-keeper.

Japan Repossession: Taxes and fees (question 1(d)). Ad valorem taxes are paid upon the full registration of a mortgage as a percentage of the value of the mortgage. Market practice has developed to allow for a provisional mortgage registration to be made on payment of a nominal amount in order to secure priority for the mortgagee. If the mortgage becomes enforceable, the provisional registration of the mortgage will need to be converted to a full registration and the necessary ad valorem taxes paid at such time before approaching the court for an enforcement order. Insolvency: Insolvency moratorium (questions 2(c) and (d)). No moratorium period applies in the case of bankruptcy proceedings. A moratorium may apply in the case of corporate reorganisation proceedings and the period of such moratorium is determined by the (mandatorily appointed) reorganisation trustee in its discretion. Registration: Aircraft register type (question 3(a)). The Japanese registry is an owner registry and only a Japanese individual or corporate entity may be registered as the owner of an aircraft. Registration: Convenience of registration (question 3(c)). There is no system for registering a lease in Japan. If a foreign owner wants to register an aircraft in Japan it will need to do so by selling the aircraft to a Japanese entity and entering into contractual arrangements whereby all ownership rights are transferred back to the foreign owner pursuant to a conditional sale agreement. The foreign owner will often take a Japanese mortgage with provisional registration over the aircraft in order to secure its rights under the conditional sale agreement. Any foreign mortgagee will need to notarize its signatures and supporting documents before it can complete a provisional registration of the mortgage in Japan. Deregistration: Third party rights to deregister (questions 4(a) and (b)). Only the registered owner can deregister the Aircraft. An owner can deregister an aircraft acting alone provided it has the necessary documents which includes the certificate of registration. Although the consent of the airline is not required for deregistration, Article 59 of the Civil Aeronautics Act requires that the certificate of registration is kept on the aircraft and therefore an uncooperative airline could in practice prevent deregistration. Deregistration: Convenience of deregistration (question 4(d)). There is no need for the Japanese registered owner to notarise or authenticate any documents filed on deregistration. However, if a mortgage is also to be removed from the register and the mortgagee is a foreign entity, any documents signed by the foreign mortgagee must be notarised and translated. Export: Export licenses/permits (question 5(c)). An export permit must be obtained from the Director-General of Customs. Export: Taxes and fees (question 5(d)). The taxes or fees imposed on export of the aircraft depend on the country to which the aircraft is being exported and are typically imposed by that country not Japan. Preferential liens: Unusual or onerous preferential liens (question 7(a)). Please note that the holder of a possessory lien (as opposed to a non-possessory lien) has the right to sell the aircraft through the courts by public auction. Examples of such possessory liens include those arising in favour of an airport administration for unpaid landing charges (although there is no precedent for this particular kind of lien) or in favour of a maintenance provider for unpaid maintenance fees.

Jersey Registration: Aircraft register type (question 3(a) and (b)). Responses to Box 3 (a) and (b) must be read in conjunction with the overriding requirement that a person must be a Qualified Person to hold a legal or beneficial interest in a registered aircraft. A Qualified Person is a body incorporated or undertaking established in, or a citizen or resident of, one of the following jurisdictions: Jersey, Guernsey, Isle of Man, Switzerland, a Commonwealth country, or a European Economic Area country.

Jordan Insolvency: (question 2). Prior to the ratification of the Cape Town Convention, Jordanian laws prohibited the exercise of “self-help” remedies. Given Jordan’s declaration under Article 54(2) whereby Jordan has declared that the exercise of self-help remedies under the Convention and Protocol are available to creditors, and in light of Articles 8 and 10 of the Convention and Article IX of the Protocol, this has been overturned specifically in relation to aircraft. Notwithstanding this declaration, we believe that, from a practical perspective, it would be very difficult for a creditor to exercise a self-help remedy in relation to its interest over an aircraft that is located in a Jordanian airport/hangar, and the creditor may be forced to obtain a court order to attach and ground the aircraft and commence legal proceedings to exercise any of its remedies under the Convention and Protocol. Moreover, there are no precedents on the application and interpretation of the Convention or the Protocol.

Kenya Repossession: Legal cost of repossession (question 1(f)). Advocates’ legal fees are guided by the Advocates Remuneration Order 2014 (Legal Notice No. 35) which provides for graduated fees (minimum fees chargeable) based on the value of the matter. By way of illustration, the statutory legal fees chargeable for seeking a court order for repossession of an aircraft with a hypothetical value of US$ 80 million would be approximately US$ 1.3 million where the proceedings are contested. Registration: Convenience of registration (question 3(c)). The official language of Kenya is English. The Kenya Civil Aviation Authority provides no mandatory requirement for documents to be filed with it to be translated into English, however, in order to ascertain the ownership or which party has operational control of an aircraft, an English translation of the indicative document should be submitted.

Korea Insolvency: Insolvency moratorium (question 2(c)). In rehabilitation proceedings, if the receiver elects to perform the lease, the lessee will continue to possess the aircraft so long as it thenceforth performs the lease in accordance with its terms.

Lithuania Repossession: Taxes and fees (question 1(d)). If litigation on the merits of the case is stated in Lithuanian courts, then the court fees may exceed USD 1,000 depending on the type of the claim.

Macau Generally: The answers to the questions are given on a general basis and do not intend to address any specific issues. Furthermore, the answers do not represent an exhaustive analysis of Macau law or of any specific case. Interested parties should request separate legal advice for any particular concern as the answers may differ on a case-by-case basis depending on the circumstances and details of each case. On a final note, the solution to each question depends on the existence of a repossession/ deregistration power of attorney and the powers granted thereunder.

Mexico Export: Significant taxes and fees (question 5(d)). Applicable taxes and fees would be subject to the importation regime with which the aircraft was introduced into Mexican Territory. Judgments / Arbitration: Enforceability of judgments (questions 6(a) and (b)). Whilst a foreign judgment would not be subject to any additional requirements other that certain threshold conditions, the judicial process to homologate a foreign judgment is highly complicated and not recommended.

Netherlands Registration: Aircraft register type (question 3(a)). The registration of a leased aircraft must refer to the owner as well as to the operator. Registration: Convenience of registration (question 3(c)). If the aircraft is to be registered in the ownership/mortgage register (which is not mandatory unless the aircraft is to be made subject to a mortgage) notarized/authenticated documents will be required. Deregistration: (question 4). For deregistration the original certificate of registration must be submitted. Dutch CAA will in practice cooperate if it is demonstrated that the lessee is no longer entitled to possess and operate the aircraft. Export: Lessee/debtor cooperation (question 5(b)). This assumes that under applicable law the deregistration and export power of attorney is valid and will not terminate upon the owner’s insolvency. Preferential Liens: Unusual or onerous preferential liens (question 7(a)). Dutch law does provide for non-consensual or preferential liens for repairmen/mechanics, but only as long as the aircraft is in their possession.

New Zealand Judgments/Arbitration: Enforceability of judgments (questions 6(a) and (b)). We have answered “YES” to these questions on the assumption that, while additional conditions in addition to the “threshold conditions” do exist (see Methodology and Interpretation of Results section for more details as to what these are), these are assumed to be not sufficiently significant to render a “NO” answer. In the case of a judgment rendered by an English court, it would be enforceable under the Reciprocal Enforcement of Judgments Act 1934 and the following extra conditions would apply: (1) it must not be in respect of taxes or similar charges or a fine or other penalty; (2) it must be enforceable in England; (3) it must not have been wholly satisfied; (4) the defendant must have had sufficient notice of the proceedings to enable him to appear; and (5) the rights under the judgment must be vested in the applicant. In the case of a judgment rendered by a New York court, it would be enforced at common law (usually by way of summary judgment) and additional condition (1) above would also apply. It would be a further defense to an enforcement action that the judgment was obtained in breach of natural justice.

Nigeria Repossession: Taxes and fees (question 1(d)). Stamp duty (at a nominal rate) is payable as condition to admitting documents in evidence for the purpose of a repossession. Repossession: Legal cost of repossession (question 1(f)). Legal costs may vary due to certain factors such as time spent by counsel, the state of the court’s list, the amount of documentation which are relevant to the matter, the caliber of counsel and the length of time for trial. Deregistration: Convenience of deregistration (question 4(d)). The NCAA will require the translation of any document which is not in English. Preferential Liens: Unusual or onerous preferential liens (question 7(b)). Nigerian courts will likely, should the need arise, make reference to persuasive English authorities.

Norway Generally: Norway has adopted the Cape Town Convention and aircraft protocol, and will respect an IDERA registered in the Norwegian Civil Aviation Registry. A mortgagee must rely on a registered IDERA in order to be able to unilaterally request the aircraft to be deregistered, without the cooperation of the registered owner.

Pakistan Preferential Liens: Unusual or onerous preferential liens (question 7(a) and 7(b)). The answers in the questionnaire are predicated upon the assumptions set out in the questions. For example for question 7(a), the laws of Pakistan do not recognize any non-consensual preferential non-possessory liens over aircraft in favor of a repairer/mechanic/landlord/hangar-keeper. However under Pakistan law, there are two categories of priority non-consensual rights: (i) claims against aircraft which may be enforced by an action in rem under the relevant provisions of the Admiralty Jurisdiction of the High Courts Ordinance, 1980; and (ii) where there are unpaid taxes or other public dues directly related to the use of that Aircraft and owed by the Owner of that Aircraft. Similarly, for question 7(b), our law does not recognize “fleet-wide” liens however under the Implementation Rules (which incorporates CTC into our domestic law), any person including a state entity with the requisite powers can arrest/detain an aircraft for violation of law or for payment of any amount owed and directly relating to the services pertaining to that aircraft.

Papua New Registration: Aircraft register type (question 3(b)): The Personal Property Security Act 2011 Guinea commenced in operation on May 9, 2016, one of the most significant pieces of legislative reform for the Papua New Guinea finance sector and commerce generally. Security holders can submit a notification of pre-existing and newly created security interests granted by corporations and individuals in relation to personal property situated in Papua New Guinea (and security interests governed by Papua New Guinea law).

Poland Registration: Convenience of registration (question 3(c)). The applicable legal provisions require that documents be notarized and/or authenticated, however in practice the aviation authority tends to accept simple copies of any presented documents. Deregistration: Convenience of deregistration (question 4(d)). The applicable legal provisions require that documents be notarized and/or authenticated, however in practice the aviation authority tends to accept simple copies of any presented documents. Export: Export licenses/permits (question 5(c)). An Export Certificate of Airworthiness may be required. For the purposes of the questionnaire, we do not consider this to constitute an export license or permit or any other restriction on the ability to export the aircraft. Export: Taxes and fees (question 5(d)). Provided that the owner-lessor does not conduct business operations in Poland through a permanent establishment and that it is not obliged to register in Poland for VAT purposes.

South Africa Insolvency: Insolvency moratorium (question 2(c)): There is no formal moratorium period in liquidation proceedings. The period inserted relates to the period within which the liquidator would reasonably be required to exercise his election as to whether or not to cancel the lease. Registration: Aircraft register type (question 3(b)). The registration of the aircraft will confer “legal ownership” of the aircraft on the name of the registered party as a matter of South African law. There is currently no filing allowed to recognise the rights of the true legal owner of the aircraft under the regulations of the South African Aviation Authority. Deregistration: Third party rights to deregister (questions 4(a) and 4(b)) and Precedent of refusing to deregister (question 4(c)). The answers here reflect the bald legal and administrative position but there is no or very little evidence that the South African Aviation Authority will in practice comply with the exercise of these rights absent a court order. Export: Lessee/debtor cooperation (questions 5(a) and (b)). Whilst the exercise of these rights may be technically possible we have assumed that the non-co-operation of the Lessee will comprise a major obstacle.

Switzerland Repossession: Speed of repossession (question 1(e)). Our answer relates to proceedings up to the first instance decision, being specified that if all appeals are made, judiciary proceedings may take up to several years. Please note that the duration of court proceedings is difficult to assess as there is no applicable statutory period and may vary depending in particular on the applicable canton and the complexity of the concrete case. Repossession: Legal cost of repossession (question 1(f)). The cost of proceedings may be less than we estimated, in particular (1) in the event of repossession by an owner-lessor and/or (2) in the event of repossession by a mortgagee where the contractual situation is clear and the debtor has no ground to challenge the validity of the secured obligations and/or of the security interest.

Taiwan Registration: Aircraft register type (question 3(a)(2)): Assumes owner is domiciled outside (Republic of China) Taiwan. If owner domiciled in Taiwan, registration in the name of the owner is permitted. Registration: Convenience of registration (question 3(c)); and Deregistration: Convenience of deregistration (question 4(d)): Checked yes solely because translation is required. Export: Lessee/debtor cooperation (questions 5(a) and 5(b); Export: Export licenses/permits (question 5(c)): Assumes airworthiness certificate and aviation approvals have been obtained.

United Kingdom Registration: Aircraft register type (question 3(a)). There is nothing in the Air Navigation Order 2009 (SI 2009/3015) prohibiting registration of an aircraft in the name of the owner in circumstances where the aircraft is leased or chartered to another party who is the operator; however, it has become clear following discussions with the U.K. Civil Aviation Authority (“CAA”) that it would be reluctant to allow such an arrangement, strongly preferring the aircraft to be registered in the name of the operator wherever possible. Registration: Aircraft register type (question 3(b)). While there is no register to which the public have access recording or noting the identity of the legal owner, the application to register an aircraft requires the legal owner, if not the registrant, to be identified to the CAA who will keep a note of this on (private) record. Deregistration: Third party rights to deregister (questions 4(a) and 4(b)). The U.K. has adopted the Cape Town Convention and Aircraft Protocol and an IDERA registered with the CAA will be honoured provided the correct forms are submitted to the CAA. The CAA will not countersign any IDERA but will confirm acceptance of the IDERA by email or letter to the registered owner and the authorised party. If an owner-lessor requests the deregistration of an aircraft which is subject to a mortgage, then the mortgage must be discharged or the consent of the mortgagee must be obtained before such deregistration can occur. Export: Lessee/debtor cooperation (question 5(b)). A mortgagee does not need the consent of the registered owner or any other party on the CAA’s registration records in order to rely on a registered IDERA in order to be able to unilaterally request the aircraft to be deregistered and exported. Export: Export licenses/permits (question 5(c)). An Export Certificate of Airworthiness may be required. For the purposes of the jurisdictional questionnaire, we do not consider this to constitute an export license or permit or any other restriction on the ability to export the aircraft.

Judgments/Arbitration: Enforceability of judgments (question 6(a)): While there is no automatic recognition of New York judgments under English law, where the judgment in question is an order for a sum of money, other than judgments in respect of taxes or similar charges or a fine or other penalty, common law allows the judgment creditor to sue on the judgment for payment as if it were any other debt (usually by way of summary judgment). In practice, such a process will often amount to de facto recognition and enforcement without re-examination on the merits. Preferential Liens: Government requisition and confiscation (question 7(d)). While requisition compensation is payable in the United Kingdom in the circumstances described, the degree to which such compensation may be viewed as “reasonable” will be determined by the government.

United States Repossession: Requirement for a deposit, bond or other security (question 1(c)). No such deposit or bond would be required for a post judgment remedy, but would likely be required for any remedy sought pre-judgment. Insolvency: Insolvency moratorium (question 2(c)). It is possible that the moratorium period may be extended in circumstances where the insolvent/bankrupt debtor has cured all payment and other defaults within the initial period (other than those defaults constituted by the filing of bankruptcy proceedings) and no further such default occurs. Preferential Liens: Unusual or onerous preferential liens (questions 7(a) and 7(b)). For a mechanic’s lien, New York law does provide that the lien remains attached for a 30 day period following the lienholder relinquishing possession, although it is uncertain whether its preferential status would continue during such period.

This world map summarizes the overall scores and asset recoverability ratings for each jurisdiction. The green, yellow and red colorings represent jurisdictions whose asset recoverability ratings are “LOWER,” “MODERATE,” or “HIGHER” risk respectively with the finer gradient of the color indicating whether the jurisdiction sits of the top, middle or bottom range of that category.

RUSSIA FINLAND NORWAY UNITED KINGDOM ESTONIA DENMARK LATVIA IRELAND CANADA NETHERLANDS LITHUANIA

BELGIUM POLAND GERMANY GUERNSEY CZECH REPUBLIC UKRAINE JERSEY AUSTRIA FRANCE HUNGARY ROMANIA ITA LY SLOVENIA BULGARIA SWITZERLAND UNITED STATES PORTUGAL TURKEY AZERBAIJAN KOREA LEBANON CHINA ISRAEL

BERMUDA JORDAN UNITED ARAB PAKISTAN EMIRATES EGYPT TAIWAN MEXICO CAYMAN ISLANDS INDIA DOMINICAN OMAN MYANMAR HONG KONG REPUBLIC MACAU

VIETNAM GUATEMALA ARUBA

EL SALVADOR NIGERIA

COSTA MALAYSIA RICA SRI LANKA KENYA INDONESIA RWANDA PERU PAPIA NEW GUINEA BRAZIL FIJI Color Scor NEW MOZAMBIQUE CALEDONIA 100% 90% NAMIBIA 85% FRENCH MAURITIUS POLYNESIA 80% AUSTRALIA SOUTH 75% AFRICA 70% 65% 60% 55% 50% NEW 45% ZEALAND 40% 35% 30% 25%

Pillsbury gratefully acknowledges and would like to thank all of the contributors in each jurisdiction listed below for dedicating their time, free of charge, to make this publication possible.

Aruba GOMEZ & BIKKER

Lincoln D. Gomez is a partner of Gomez & Bikker. His corporate law practice is concentrated in the areas of aircraft title, registration, financing and leasing and related matters. He is also a guest lecturer at the Universiteit van Aruba on Aviation Registration and Aviation Finance Law. His clients and peers refer to him as “the Aruba Guy” for finding creative solutions to complex legal issues in Aruba. He authors an aircraft registration and aviation blog: www.lincolngomez.com. Lincoln holds degrees in International Tax & Financial Services from Thomas Jefferson School of Law, a law degree from the Universiteit van Aruba and undergraduate degrees in Sciences from Saint Leo University. He is past President of the Aruba Bar Association.

Patrick Honnebier is one of the few legal professionals having both a long-standing academic background and a vast practical expertise in respect to international aviation finance and lease transactions. He is Of Counsel at Gomez & Bikker Law Offices and based in Amsterdam. Patrick advises major manufacturers, banks, lessors, private operators and airlines in relation to international financing and leasing of aircraft, helicopters and engines. Currently, he lectures at the LL.M. in Air and Space Law program of the University of Mississippi (Ole Miss), School of Law. He is the responsible professor for the full Spring Semester module International Aviation Financing and Leasing Laws. Worldwide, this course is the only one of its kind. Patrick also teaches mobile equipment financing law at the Law Faculties of Utrecht University and Groningen University in the Netherlands. Previously Patrick was, for ten years, responsible for the international aviation financing law course at the International Institute of Air and Space Law, Leiden University. He has also taught at the University of Aruba. He participated in the Diplomatic Conference for the realization of the Convention on International Interest in Mobile Equipment and the Aircraft Equipment Protocol in Cape Town, South Africa (2001). Patrick was the expert legal counsel of the Governments of Aruba, the former Netherlands Antilles and the Dutch Ministry of Foreign Affairs concerning the adoption by the Kingdom of the Netherlands of the Cape Town Convention in 2010. He advises the Ministry of Infrastructure and Environment, Department of Civil Aviation, of the Netherlands in regard to aircraft repossession and deregistration cases arising in problematic foreign jurisdictions. He is the author of numerous articles which are published in all the leading air law journals. Frequently and worldwide he is a speaker at international aviation finance and lease conferences.

Australia KING & WOOD MALLESONS

John Canning is a partner in King & Wood Mallesons’ Sydney office where he specializes in cross border structured finance transactions. John is recommended as a leading individual in the area of Aviation by The International Who’s Who of Aviation Lawyers and by The Best Lawyers in Australia 2015. John has been involved in the design and implementation of the Personal Property Securities Legislation (PPS) with the Attorney General’s Department and Senate Inquiries. John is now advising clients on the impact of the PPS on their business and products. In Chambers Global Guide John was described as “one of the leading practitioners in Australia and is well respected on the aviation side.”

Tejaswi Nimmagadda is a Registered Foreign Lawyer (England & Wales) based in Hong Kong and Counsel in the Banking and Finance department of King & Wood Mallesons’ Hong Kong office, with broad experience, covering Asset finance and leasing, infrastructure and project finance, corporate and leveraged finance and securitization.

Tejaswi is experienced in all aspects of aircraft financing and leasing, including pre-delivery payment financing, export credit agency supported financing, operating and finance leasing, sale and lease backs, structured financing, portfolio acquisitions and sales, EETCs and portfolio securitizations. He has regularly acted for financiers, lessors, owners, borrowers, issuers and airlines, managers and operators.

In 2014-2015, Tejaswi was requested by the Australian government to assist with the implementation of the Cape Town Convention in Australia.

Austria BINDER GRÖSSWANG RECHTSANWÄLTE GMBH

Tibor Fabian has been a partner at Binder Grösswang since 1996. Prior to his professional career as a lawyer, he worked as head of international project finance at Österreichische Länderbank and as an assistant to the Chairman of Öesterreichische Kontrollbank. Tibor holds degrees from the University of Economics and Business Administration in Vienna and the University of Vienna Law School. His practice focuses mainly on banking and finance, structured finance, real estate and property law.

Emanuel Welten joined Binder Grösswang in 2001 and was promoted to partner in 2009. He specializes in finance, restructuring, banking law and aviation law. He has advised several financing banks and lessors in relation to all aspects of aircraft financing, including the repossessing and relocation of aircraft. Emanuel studied and worked in Vienna, Paris, Brussels and New York.

Azerbaijan BM MORRISON PARTNERS

Delara Israfilova joined BM Morrison Partners in 2003 and is a partner of the firm as of 2013. She specializes in finance, including project financing, employment, and general corporate matters. She regularly advises foreign lenders on aircraft finance deals in Azerbaijan. Delara’s particular experience includes pioneer transactions such as representing a foreign lender negotiating the Emissions Reduction Purchase Agreement (ERPA) in Azerbaijan and its registration as a “project participant” in the Clean Development Mechanism (CDM) contemplated by the Kyoto Protocol, aircraft financing secured by local pledge, and Eurobond offerings.

Leyla Safarova joined BM Morrison Partners in 2013 as an associate. She specializes in taxation, intellectual property, including licensing and general corporate matters. She regularly advises foreign lenders on aircraft finance deals in Azerbaijan. Recently, she advised a US export credit bank on an aircraft finance deal involving the national air carrier in Azerbaijan.

Belgium LVP LAW

Mia Wouters currently works as Of Counsel at the law firm LVP Law in the Brussels office. She and her team, solve problems and represent the interest of airlines and regional airports in all aspects of their operations, from dealing with day to day contracts to managing the more complicated relations with ground handlers, security and safety issues or setting up airlines in Belgium. She works with regulators and represents loss adjusters and insurance companies in major accidents and incidents. Her practice, supported by the finest lawyers in the field, also includes wet and dry leasing, buying/selling and repossessing of aircraft and taking care of all the necessary formalities

that go with it. In sum Mia is actively involved in the full range of legal issues arising in the aviation and tourism industry. In 2009, Mia was appointed Professor at the University of Gent, Department of European, Public and International Law where she gives courses in Air Transport Law. She is a director of the European Aviation Club, and serves on the Committee of the UK based Royal Aeronautical Society (RAeS) Brussels Branch. She is also past Chair of the Aviation Law Committee of the International Bar Association (IBA). Mia is one of the founding members of the International Aviation Women’s Association (IAWA) and a member of various air law associations. She served as a judge on the European Nuclear Energy Tribunal in Paris under the OECD’s Nuclear Energy Agency from 2006 until 2014. Besides regularly being requested as guest lecturer in aviation law at different universities, Mia has addressed several conferences world-wide on air transportation and has modestly published on aviation matters. She has also been involved in several reports drawn up for the European Commission and was awarded numerous mentions as a leading aviation expert in Belgium.

Bermuda CONYERS DILL & PEARMAN

Julie McLean is a director in the Bermuda office of Conyers Dill & Pearman and is global head of the Aviation Finance team. Her practice covers asset finance with particular focus on aircraft finance and registrations, as well as investment funds with particular focus on partnerships and private equity. Julie advises investment banks, airlines, leasing companies and investment managers. Julie regularly contributes to industry publications and is the author of the Bermuda chapter of Aircraft Finance (Sweet & Maxwell) and the co-author, Bermuda chapter of Aircraft Liens and Detention Rights (Sweet & Maxwell). Julie works closely with the Bermuda Department of Civil Aviation and was an active participant in the industry group which worked with the Bermuda government to draft and pass the necessary domestic legislation to allow the United Kingdom to extend the Cape Town Convention to Bermuda (expected to be fairly imminent). She is recognized as a leader in her industry by Legal 500 Caribbean (corporate and commercial), Who’s Who Legal (aviation/ transport), IFLR1000 and the Expert Guides: Women in Business Law (Aviation).

Brazil FELSBERG ADVOGADOS

João Paulo Servera is a partner at Felsberg the Head of the Aviation Practice. João Paulo “JP” Servera focuses his practice on aviation and corporate law, particularly in aircraft financing, cross- border transactions and in advising foreign clients with interest in Brazil, as well as Brazilians with interest abroad. With Felsberg since May 2015, Mr. Servera leads the team fully dedicated to Aircraft Financing and General Aviation. Mr. Servera has over a decade of experience in Aircraft Finance transactions involving airlines, air service companies and corporate aircraft, primarily assisting ECAs, Banks, Financiers, Lessors, Mortgagors and other creditors in securing assets in Brazil, as well as borrowers, lessees and operators. Such practice brought to Mr. Servera significant experience in aircraft related commercial litigation, mostly in cases of aircraft repossession and bankruptcy and judicial reorganization. The assistance provided to airlines and air service companies and their economical group ranges from the development of the company and/or group corporate structure to counseling in several areas of the aviation industry, such as aircraft financing, corporate and contractual law, corporate and tax planning and regulatory matters. Mr. Servera is a Member of the Aviation Working Group – AWG and was directly involved in the implementation of the Cape Town Convention in Brazil.

Bulgaria BOYANOV & CO.

Raina Dimitrova is a partner at Boyanov & Co. and practices in the area of aircraft finance, and leasing, as well as contract law, consumer protection, franchise, procurement, tourism, TMT and other regulatory regimes. Previously, Raina was a senior legal advisor at the Ministry of Trade and Tourism in Bulgaria. She has published many publications, including contributing to Aircraft Finance (Longman) and Aircraft Liens and Detention Rights (Sweet & Maxwell). Raina graduated with an M.A. from Sofia University St. Kliment Ohridski, Bulgaria.

Borislav Boyanov is the founding partner of Boyanov & Co. and is a “lead name in the field,” and is highly regarded for his considerable experience and expertise in Bulgarian corporate matters and wider CEE transactional matters. Sources consider him “the person to talk to for strategic advice” – Chambers Europe 2015, Corporate/Commercial. Borislav is the only Bulgarian lawyer regularly listed in Who’s Who Legal for M&A. He is a founder and Member of the Board of Directors of the British Bulgarian Business Association, a founder and Chairman of the Indian Bulgarian Business Chamber, the founder, Co-Chair and Honorary Chair of South East Europe Legal Group (SEE Legal), and the Honorary Consul for Malta in Bulgaria. He is also a member of the Sofia Bar Association and the International Bar Association. Borislav graduated with an M.A. in law from Sofia University St. Kliment Ohridski, Bulgaria, and was ranked first in his class.

Canada BLAKE, CASSELS & GRAYDON LLP

Donald Gray is head of Blakes’ international aircraft finance practice based in Toronto. He advises a number of aircraft and engine lessors, financiers, manufacturers, and domestic and international airlines on aircraft finance and aviation commercial and regulatory law matters. Donald was vice-president and general counsel of an international charter airline, an Air Canada regional connector and an international cargo carrier. He also served as vice-president, maintenance and engineering, for the airline group. Donald has advised on the financing or re-financing of more than 700 aircraft over the past 10 years and he played a leading role on behalf of aircraft lessors and financiers in every significant Canadian airline bankruptcy proceeding in the last 25 years. Donald represented GECAS in the Air Canada restructuring, which received an Airfinance Journal Deal of the Year Award in 2004. He represented the underwriters in Air Canada’s historic 2013 Enhanced Equipment Trust Certificate (EETC) financing of its latest 777 deliveries, which was the first “true” EETC completed by a non-U.S. airline and which received Airfinance Journal and Airline Economics Deal of the Year Awards in 2014, and in Air Canada’s recent EETC 2015-1. Donald was a Canadian delegate to the Unidroit/ICAO sessions which prepared the Cape Town Convention and Aircraft Protocol. He served as a member of the Cape Town Drafting Group and Chair of the Insolvency Sub-group that prepared Alternatives A and B of the Cape Town Convention. Donald was a founding member of and has served as chair of the Legal Advisory Panel of the Aviation Working Group (AWG). He is current Chair of the AWG Canada Contact Group. Donald coordinated the Canadian airline advisory group submissions to the Government of Canada regarding the 2010/11 Aircraft Sector Understanding (ASU) negotiations. Donald was recognized in Recommended in: Chambers (Transportation: Aviation Finance), Who’s Who Legal: Canada (Most Highly Regarded Individual - Aviation), and The Best of the Best (top aviation lawyer in Canada and “one of the top 30 aviation lawyers in the world”). In 2014, Blakes was selected by Airfinance Journal as the top aviation law firm in North America. Donald is an active IFR (instrument flight rules) rated pilot. He holds Canadian, United States and South African aviation documents.

Jason MacIntyre is a partner in the aviation and aerospace practice at Blakes, based in the Toronto office. Jason’s practice focuses primarily on secured lending and structured finance transactions, with a particular emphasis on aviation, project finance and infrastructure. Jason has represented various aircraft lessors, manufacturers and financiers on aircraft finance and commercial aviation matters. He has also represented both lenders and borrowers in domestic and international transactions, which have included asset-based lending, project finance, public-private partnerships and both public and private debt and capital markets offerings. Before joining Blakes, Jason worked at a major international law firm in London, England, practising in the global asset and project finance group. During this time, he participated in a secondment to General Electric’s Capital Aviation Services division in Ireland. Jason has been recognized as a leading lawyer in aviation law including, The Legal 500 Canada 2016 (Recommended – Banking & Finance), Who’s Who Legal 2015 (Transport - Aviation Finance) and Expert Guides LMG Rising Stars 2015 .

Cayman Islands WALKERS

Richard Munden is based in the Cayman Islands office where he is a partner in Walkers’ Global Finance and Corporate Group. He advises on a broad range of finance and corporate matters and leads the asset finance practice acting for lenders, leasing companies, manufacturers, export credit agencies and operators on aircraft, shipping and other asset finance transactions. Prior to joining Walkers Richard was general counsel and part of the early stage management team of Vueling Airlines in Barcelona. After the IPO of the airline he was appointed Head of Fleet. Whilst in-house Richard worked on a range of commercial projects and was heavily involved in the aircraft finance and leasing market, leading his airline’s fleet acquisition program and manufacturer negotiations. Before his in-house role Richard was part of the finance group at Freshfields Bruckhaus Deringer in London and Madrid. He specialized in cross-border asset finance, bilateral and syndicated lending and project finance for clients including banks, airlines, leasing companies and other large corporates.

China KING & WOOD MALLESONS (People’s Republic of ) Ma Feng specializes in banking, project finance, domestic and international lending, establishment projects for financial institutions, and aircraft and equipment financing. Ma Feng has advised a variety of domestic and foreign banks on banking and foreign exchange matters. Ma Feng has participated in numerous loan financings, including: bank financing, syndicate financing, acquisition financing, export credit and trade financing. He has also been extensively involved in project financing for numerous cross-border investments, involving natural resources and infrastructure, involving power plants and subways. Ma Feng has been involved in numerous financing and leasing projects for aircraft, ships, large machinery and other equipment, and has advised various domestic and international lessors, financiers and airlines on various commercial aircraft finance structures.

In 2016, Ma Feng was ranked as a “Leading Individual” by Chambers Asia Pacific Guide. In 2015, Ma Feng was recognized as a Rising Star in the area of Banking & Finance by Euro money’s first Rising Stars guide published by Legal Media Group. Ma Feng joined King & Wood Mallesons in 2002. From 2007 until 2009, he also held a position as legal adviser at a well-known foreign bank where he provided a full range of legal support for bank management personnel and all business lines in China including Global Credit Trading, Private Wealth Management, Private and Corporate Banking, and Global Transaction Banking. Ma Feng earned his LLB and LLM at the University of International Business and Economics.

Wang Ning specializes in aviation, banking and finance and debt capital markets. He has extensive experience in aircraft financing and leasing, and assists various domestic and overseas lessors, financiers and airlines in almost all types of transactions in the market, including U.S. Ex-Im

guaranteed financing, European ECA financing, French tax leasing, JOLCO leasing and Chinese bonded area leasing. Wang Ning also represents clients in business jet acquisitions and is familiar with each aspect of the purchase, importation, finance and operation. Wang Ning further assists financial institutions in asset backed securitization transactions and advises on offshore bond issuance projects.

Wang Ning joined King & Wood Mallesons in November 2006. Wang Ning received his bachelor degree in law in 2005 in China University of Politics and Law, and received his master’s degree in internal business law in 2006 in the University of Manchester. Wang Ning was admitted to practice the law of the PRC in 2009.

Costa Rica AGUILAR CASTILLO LOVE

Marco Solano is a corporate partner in the Costa Rica office of Aguilar Castillo Love. His practice focuses on mergers and acquisitions, corporate, finance, transactional and private equity both locally and cross border. He has represented a wide range of clients, including corporations, foreign governments, private equity sponsors and investment banks. He holds an LL.M. from Georgetown University Law Center, Washington, DC. He has practiced in the offices of global law firms in Washington D.C. and New York, gaining exposure to cross-border transactions throughout the Americas. He advises clients in a diverse spectrum of sectors including: banking and financial services, pharmaceutical, retail/services, automobile, heavy construction, medical devices, technology and software among other industries.

John Aguilar Jr. is a corporate partner in the Costa Rica office of Aguilar Castillo Love. He is currently the co-managing partner of the firm. His practice focuses on corporate law, antitrust, foreign investments, mergers and acquisitions, and taxation both locally and cross-border throughout the offices in Central America. He holds an LL.M. from Harvard University Law School, Cambridge, MA. He advises clients in a diverse spectrum of sectors including: technology, renewable energies, travel and leisure, real estate, media and entertainment, among other industries.

Czech Republic KOCIAN SOLC BALASTIK, ADVOKATNI KANCELAR, S.R.O.

Jiří Horník is a partner and leader of KSB’s aviation practice. Apart from graduating from Czech universities (Masaryk, Charles), he also graduated from McGill’s Institute of Air & Space Law in 2001 and was an intern at the Aviation Directorate at the European Commission in 2004. Jiří has built up KSB’s aviation practice, which is considered one of the few aviation practices in the Czech Republic. He has been advising local and foreign airlines on aircraft financing, repossession, regulatory and other issues and has represented them in numerous litigation cases. Jiří is a member of the Management Committee of the European Air Law Association (EALA) and is recognized by Who’s Who Legal as leading aviation lawyer in the Czech Republic. He also co-chairs the Prague chapter of NYSBA’s International Section.

Petr Koblovsky is a senior associate at KSB. He graduated from Yale in 2004, as well as from other leading universities (Masaryk, Charles, Goethe); he was also a visiting researcher at Harvard Law. Petr joined KSB in 2014 from a top tier international firm where he focused on banking. He has been advising clients on a wide range of domestic and cross-border financing, private equity and M&A transactions. His previous experience also includes advising on general debt and equity capital market transactions. Petr is admitted to practice in New York and in the Czech Republic and his strong knowledge of economics and finance assists him in his position as a head of the Liberal Institute and a chairman of the Institute for the Behavioral and Economic Studies.

Denmark GORRISSEN FEDERSPIEL

Morten L. Jakobsen is a partner in Gorrissen Federspiel, and is the head of the firm’s aviation practice group. Since 1997, Morten has specialized in aviation and aircraft finance and advises airlines, aircraft and engine lessors, banks and other players within the aviation sector in matters relating to, inter alia, leasing, sale/leaseback arrangements, wet-leasing, charters, purchase/sale, maintenance, incidents and accidents, regulatory matters, registration, arrest and repossession, traffic rights, insurance, code-sharing, airline start-ups, insolvencies and insolvency work-outs and industry related M&A, procurement, restructurings, etc. In addition to his aviation and aircraft finance practice, Morten assists his clients, including ship owners, banks, rail operators and rail lessors, on ship, rail, lease and other finance related issues. For many years, Gorrissen Federspiel has been positioned as a leading corporate law firm in Denmark with strong and long standing international relations. Gorrissen Federspiel numbers more than 230 lawyers and has offices both in Copenhagen and Aarhus.

Dominican RUSSIN VECCHI & HERBDIA BONETTI Republic María Esther Fernández A. de Pou is a partner at Russin Vecchi & Herbdia Bonetti and has extended experience in the fields of aeronautics and airports. She has been for several years the Legal Counsel for Asociación de Líneas Aéreas (ALA- Airlines Association), as well as the Airports Association. She provides specialized consulting services to private sector clients in the different branches of these sectors with regard to all their legal needs in the country. She has worked for several years in the maritime, corporate (mergers and acquisitions), foreign investment and finance structuring domains, as well as concessions, privatizations, agreements and real estate law. Throughout her professional career she has advised leading companies in these sectors in their business operations in the Dominican Republic. In addition, she has represented the Dominican Republic before the International Civil Aviation Organization (ICAO) and the Latin American Civil Aviation Commission (LACAC). She has participated in numerous national and international conferences of the subject as speaker and has been a professor at several national universities and institutions in her areas of legal expertise as well as in the field of arbitration and mediation. She has made several contributions to various national and international publications and has collaborated internationally in several books on aeronautics. She has participated in different committees for the review and promotion of laws such as the Civil Aeronautics Law, the Company Law, the Arbitration Law, the Mercantile Restructuring and Judicial Liquidation Law, the Ports Draft Bill, Costums Draft Bill, and Maritime Code Draft Bill, among others. She is a Judicial Interpreter and Arbitrator of the Commerce and Production Chamber of Santo Domingo. She holds the positions of President of the Legal Committee of the American Chamber of Commerce of the Dominican Republic; past member of the Board of Directors of the Fundación Institucionalidad y Justicia (FINJUS-Instituionality and Justice Foundation) and member of the Inter-American Bar Association, Asociación Nacional de Jóvenes Empresarios (ANJE – National Association of Young Entrepreneurs), Asociación Latinoamericana de Derecho Aeronáutico y Espacial (ALADA – Latin American Association of Aeronautical and Space Law), among others.

Egypt AL KAMEL LAW FIRM

Dr. Mohamed Kamel, Managing Partner and Chief Attorney, was admitted to the Bar in Egypt in 1966. He graduated from Alexandria University, Faculty of Law with a Bachelor of Law in 1966 and has also received a Diplome des etudes superieur (Masters) in 1968, Faculte de Droit et de Science Economique de l’Universite de Poitiers, and a Doctorat d’Etat (P.H.D) from l’Universite d’Orleans in 1971. He was a Lecturer in Political Science at Cairo University, Higher Institute of African Studies from 1971 to 1973 and a lecturer of Business Law at American University, Cairo. Dr. Kamel served as an international legal consultant in Paris and Geneva between 1967-1974 to European and multinational clients.

Dr. Kamel has over 40 years’ experience in all areas of corporate and business law, has special expertise in structuring and negotiating financial, commercial, industrial, mining and petroleum ventures in Egypt and the Arab world and also serves clients in respect of privatization, real estate, tax and commercial law, BOOT projects, international Islamic banking and finance and has extensive experience with respect to NGOs and International Arbitration.

El Salvador ARIAS & MUÑOZ

Ana Mercedes Lopez is a partner at Arias & Muñoz and holds a Law Degree from Universidad Dr. Jose Matías Delgado. She is authorized as a practicing attorney and notary public by the Supreme Court of El Salvador. She has a Master’s Degree in Entrepreneurial Law from Universidad Navarra, Spain and a Diploma in Family Education from the European Institute of Education. Ana Mercedes obtained a Master’s degree in Bioethics, by Universidad del Istmo, Guatemala. She is a Partner at Arias & Muñoz and leads important transactions related mainly to the Corporate and Banking and Finance practices, along with other specialized areas. She has led project financing deals for aviation and electricity companies, among others. She has also advised multinational companies on mergers and acquisitions as well as corporate governance.

Carolina Lazo is an associate at Arias & Muñoz and obtained her Law Degree from Universidad Dr. José Matías Delgado in 2002. In 2005 she was granted the Fulbright Scholarship by the United States Government to carry out her Master’s Degree and obtained an LL.M. in International Legal Studies, with a specialization in International Environmental Law from American University in Washington, D.C. in 2006, where her performance was recognized by the Washington College of Law, awarding her with the Edward Bou Award, an academic award given by American University for outstanding performance in the ILSP program. Prior to these studies, in July 2005, Carolina participated in the seminar “Introduction to the U.S. Legal System” at Tulane Law School in New Orleans. Carolina has also participated and attended seminars and conferences, both in El Salvador and abroad, related to aviation, aviation financing, environmental law, energy, real estate, among others. Carolina has advised a great number of clients in different aircraft financing transactions from a local regulatory point of view, which has involved leases, subleases and guarantees, involving local air operators. In that area, Carolina’s participation is to provide opinions and other advice related to issues arising from such transactions such as the registration of documents on the register.

Estonia RAIDLA ELLEX

Toomas Vaher is a partner of Raidla Ellex law firm in Estonia. He is one of the most highly regarded litigation experts in Estonia and is also known as a long time board member and the former president of Estonian Bar Association (2010–2013). Over the years, Toomas has advised clients in a number of large and complex litigation matters. Toomas has participated in arbitration proceedings as arbiter and party representative, both in domestic and international arbitration. He is also a recognized expert and adviser in alternative dispute resolution.

Fiji MUNRO LEYS

Richard Naidu is a Partner at Munro Leys and the leader of the firm’s aviation practice. Richard acts for operators, lessors and financiers on aircraft leases, security documentation, taxation and general advice. He is a member of the International Bar Association Aviation Committee and joint author of the Fiji chapter of Aircraft Finance: Registration, Security and Enforcement (ed. Graham McBain, Sweet & Maxwell).

Emily King is an Associate at Munro Leys and advises operators, lessors and financiers on aircraft leases, security documentation, stamp duty and registration issues in Fiji. Emily works alongside Richard Naidu in Munro Leys’ aviation practice.

Finland BORENIUS

Ulla von Weissenberg has been working with shipping, aviation and other logistics law issues since 1994. She is regularly involved in complex cross-border litigations and arbitrations. Ulla is as well-experienced in contact drafting with deep knowledge on issues relating to various aspects of shipbuilding and sale of second hand tonnage, aircraft financing and various insurance related issues. She is one of the most renowned experts in Finland in legal aspects of international trade including sanctions and trade restrictions. Presently Ulla is heading the Shipping, Transport and Insurance practice of Borenius, and the team works closely together with the other experienced practices of Borenius.

Robert Peldán gives advice on insolvency, dispute resolution and banking & finance related matters. Robert has substantial experience in advising companies, creditors, lenders, investors, and other stakeholders on a variety of liquidations, distressed situations, and complex restructuring matters. During his career, Robert has engaged in more than 450 insolvency and corporate related tasks and has acted as administrator in bankruptcies and restructurings. In addition to legal insolvency proceedings, Robert has given advice in several voluntary restructurings advising both the creditors and the distressed companies. Currently, Robert leads Borenius Restructuring & Insolvency team in Helsinki and forms a part of Borenius highly-merited Banking & Finance team.

France, French HÉNAFF D’ESTRÉES Polynesia and New Caledonia Yves Hénaff d’Estrées is a member of the Paris and New York bars, practices and is officially certified in France as a specialist in commercial, business and competition law, and in international law and the law of the European Union. Yves is the chairman of the Section on Aircraft, SFDAS (French Society of Air and Space Law), and the Chairman of Eurolegal (www.eurolegal. net). He organized the first conference on aircraft repossession in France, June 1, 2015 which included the participation of the DGAC, the French CAA. Yves is the author of many publications including “Aircraft Finance, Registration, Security and Enforcement”, sections on France, French Polynesia and New Caledonia, “Aircraft Liens & Detention Rights”, section on France, and “Aircraft Financing in France” (Thomson - Sweet & Maxwell, London, General Editor Graham McBain), and “La Location d’Aéronef” (Aircraft leasing) (JurisClasseur Transport - LexisNexis, Paris).

Germany EHLERS, EHLERS & PARTNER

P. Nikolai Ehlers (Dr.), the partner in charge of the aviation practice of Ehlers, Ehlers & Partner (Munich/Germany), is qualified as a lawyer both in Germany and in New York. Dr. Ehlers regularly advises on aircraft and engine finance and lease transactions (German and cross- border leases, sale and purchase of aircraft and engines, registration of title and security interests, repossession). He has extensive experience of advising and representing airlines, aerospace manufacturers and their insurers in liability matters and conducting complex litigation involving international parties. His practice also focuses on regulatory issues, passenger rights, airport access, competition matters, alliances and code sharing, insolvency proceedings, tour operator liability regulation, CRS matters, maintenance contracts, licensing, corporate transactions, etc. Dr. Ehlers holds degrees from the Cologne and the McGill Institutes of Air and Space Law. He is an officer of the European Air Law Association, a member of the advisory board of the Journal of Air Law and Commerce (SMU-Dallas) and of the German Journal of Air and Space Law (ZLW). Dr. Ehlers has written and co-written

several books and numerous articles. He has spoken on air law topics in Europe, the US, the Middle East, Asia and Australia. For many years he has organized the biennial Munich Liability Seminar of the European Air Law Association.

Guatemala AGUILAR CASTILLO LOVE

Juan Carlos Castillo is a partner in the Guatemala office of Aguilar Castillo Love. Juan is a graduate of the Universidad Francisco Marroquin (Lawyer and Notary Public, magna cum laude (1991) and Harvard University, Law School (LL.M., 1991). Juan has been a legal advisor to the Guatemalan Government in the Privatization of Electric Generation and Distribution Companies, and to the Guatemalan Government in the Privatization of Guatemala’s Ports and Airports. He is a member of the Colegio de Abogados de Guatemala. Juan authored a publication titled “Judicial Independence in Guatemala, A Critical Analysis”, which was published at Harvard Law School in 1991. Juan was also the President of the Guatemalan Stock Exchange Market, 1999 – 2007. and is a professor of Public International Law, Universidad Francisco Marroquin since 1993.

Natalia Callejas is an associate in the Guatemala office of Aguilar Castillo Love and is admitted to practice in Guatemala. Natalia is a graduate of the Universidad Francisco Marroquín (Lawyer and Notary Public, 2013) and a member of the Guatemalan Bar Association.

Guernsey MOURANT OZANNES

John Rochester is a partner in Mourant Ozannes’ Guernsey Finance & Corporate team. John’s practice covers corporate (including private equity, public and private M&A, joint ventures, corporate structuring and corporate real estate structuring and transactions), banking and finance and asset finance (including aircraft and ship finance). Prior to joining the Guernsey office, John spent five years working in Mourant Ozannes’ Jersey Finance & Corporate team and, prior to that, four years in another major offshore firm’s BVI office. John trained as a solicitor at Linklaters’ London and Hong Kong offices, and qualified into their Asset Finance department.

Alana Gillies is a senior associate at Mourant Ozannes. Prior to joining Mourant Ozannes, Alana worked at Anderson Strathern LLP in Scotland from 2008 until April 2014. Alana specializes in providing advice on all aspects of Guernsey corporate and banking law for private limited companies, partnerships, public bodies and individuals including advising on mergers and acquisitions, banking and finance (including aircraft finance), Guernsey competition law, standard terms & conditions and bespoke commercial contracts.

Hong Kong PILLSBURY WINTHROP SHAW PITTMAN (HK) LLP

Paul Jebely is the managing partner of Pillsbury’s Hong Kong office and a co-leader of the firm’s Asset Finance practice. He is recognized as a leading aviation lawyer, advising a range of clients on billions of dollars of commercial and business aircraft finance transactions. Mr. Jebely has been repeatedly recognized by legal directories such as Chambers, Legal 500 and Who’s Who as a “very highly rated” leading individual in aviation finance and singled out in Chambers as “extremely competent,” “commercially aware,” “responsive,” “courteous,” “technically skilled,” “capable,” “attentive” and “driven.” He has been quoted by the Financial Times, Wall Street Journal, Bloomberg, the China Business Network and various industry publications on the basis of his experience in the aviation markets in Asia and Africa in particular. Among other recognition, he was the 2015 recipient of the “Outstanding Contribution to African Aviation Development” award—the only lawyer to receive the award since its inception in 1999, and was recognized by Asian Legal Business in October 2016 among “Asia 40 Under 40” top “brightest legal minds in the region.”

Hungary LAKATOS, KÖVES AND PARTNERS

Szabolcs Mestyán is a partner at Lakatos, Köves and Partners and head of the firm’s banking and finance and aviation practice. He has developed expertise in and acquired knowledge of asset and project finance, as well as the Hungarian law aspects of securitization matters. Szabolcs is recognized internationally as the best Hungarian aviation law expert. Szabolcs is also regarded as an up-and-coming and cutting-edge expert in capital markets transactions, in aircraft finance and in banking consumer protection matters. He obtained a diploma in law from the Faculty of Law and Politics at Eötvös Loránd University in 2005. He also holds an LL.M. degree which he obtained from the University of London. He joined Lakatos, Köves and Partners in 2005, and became a partner as of 2014.

India RNCLEGAL

Ravi Nath has 25 years of experience in aviation related laws including aircraft equipment and facility financing, regulatory and litigation. He was the Chair of the Aviation Committee of the International Bar Association, and is the Editor/Author of various books and papers on aviation laws. He regularly advises major aircraft manufacturers, banks and financial Institutions. His practice includes government regulations, companies, cross-border financing and securitization. During the last ten years he has advised on transaction in excess of US $ 14 billion. The Legal 500 stated this: “Ravi Nath’s esteemed reputation as an aviation expert puts clear blue water between Rajinder Narain & Co. and its rivals…”. He is a frequent speaker at various conferences. He serves on the International Registry’s Advisory Board. The Bar Association of India has conferred its highest honor on him. He was invited along with India’s Finance Minister, Mr. P. Chidambaram and Mr. Nariman, President Bar Association to be a co-author on a book relating to legal aspects of Doing Business in India. He is a partner at one of India’s oldest legal firms. Two of the firm’s partners were Chief Justices of the Delhi High Court and one a President of The High Court Bar Association. Mr. Nath was the President of the Inter Pacific Bar Association in 2004.

Ajay Kumar has advised on leasing, financing, securitization and structuring of various cross border aviation matters. He has vast experience of repossession, litigation and tax related matters at the firm where the clients include all major manufacturers, lessors, leading banks & financial institutions and export credit agencies across the globe. Ajay’s practice areas also include general corporate and commercial, dispute resolution and private equity. He is used to working across several time zones and has been involved in extensive documentation, negotiations and legal due diligence. He has nearly 10 years of experience since his admission.

Indonesia ROOSDIONO & PARTNERS

Afriyan Rachmad is a partner at Roosdiono & Partners and is a projects and infrastructure specialist with particular expertise in aircraft financing, resources and projects including turnkey and construction contracts, production sharing contracts, farm-out and service agreements. He represents onshore and offshore clients and assists government institutions and regulators on major infrastructure projects in the sectors of airport, toll roads, electricity, railways, power plants and water, and major companies in mining and oil & gas sectors. He also advises clients on corporate & commercial matters, mergers and acquisitions, due diligence, aircraft financing transactions as well as dispute resolution matters and arbitration proceedings and representation at criminal and civil proceedings in various court levels in Indonesia. Afriyan joined Roosdiono & Partners as an associate in October 2009 and was subsequently promoted to Senior Associate in January 2011 and Partner in January 2014. Prior to joining Roosdiono & Partners, Afriyan was a lawyer in a major corporate law firm focusing on infrastructure projects. Afriyan has been invited to speak at various conferences and seminars including Construction Business Mission to Jakarta, SBM ITB – Business Contract and Alternative Dispute Settlement and Capitalizing on Indonesia’s Diverse Investment Opportunities.

Bramantyo A. Pratama is a senior associate at Roosdiono & Partners. While at the firm, Bramantyo has been involved in various types of projects representing both domestic and multinational clients in the field of aviation, shipping, foreign direct investment, TMT, and infrastructure. He also has extensive experiences in advising competition law, corporate & commercial matters, and M&A. Bramantyo joined Roosdiono & Partners as a trainee associate in April 2010 and was subsequently promoted to Senior Associate in 2013. Prior to joining Roosdiono & Partners, he worked as a legal counsel in a leading telecommunication company in Indonesia. Bramantyo holds a Bachelor’s degree in Law (SH) from the University of Indonesia (2008), and is a Member of PERADI (Indonesian Bar Association).

Ireland WALKERS

Ken Rush is a partner and head of the Walkers Ireland Asset & Aviation Finance Group. He specializes in all aspects of asset finance and leasing with a focus on the financing and leasing of aircraft, aircraft engines, helicopters and other heavy transportation assets (such as rolling stock and vessels). Ken’s clients include aircraft owners, arrangers, airlines, asset financiers and lessors. Ken is ranked as one of Ireland’s leading aviation finance experts by the major legal directories including Chambers & Partners, Legal 500 and IFLR 1000. Prior to joining Walkers Ken worked in the asset and structured finance practice of Clifford Chance London and also in-house with RBS Aerospace (now SMBC Aviation Capital).

Aaron McGarry is a partner in the Walkers Ireland Asset and Aviation Finance Group. He has extensive experience in asset and asset backed finance acting for banks, private equity firms, investors and borrowers in relation to trade receivables, invoice discounting and aircraft financing. Aaron has a broad grounding across an extensive range of aviation financing solutions from pre-delivery financing, sale and lease back financing and debt financing to cross border tax driven arrangements that tap into Ireland’s worldwide double tax treaty network. Aaron is ranked as a leading lawyer by Chambers & Partners and Legal 500. Prior to joining Walkers, Aaron worked in the finance group at Mayer Brown for almost 6 years after qualifying at the same firm.

Israel NASCHITZ, BRANDES, AMIR & CO.

Isaac Winder is the head of the aviation department and partner at Naschitz, Brandes, Amir & Co. The law firms of Hermann, Makov & Co. in which Isaac Winder was a partner and Naschitz, Brandes, Amir & Co. have merged recently. The aviation department at Naschitz, Brandes, Amir & Co. specializes in all aspects relating to aviation law, insurance law, commercial law and related matters. Isaac has been practicing aviation law since the 1980s and has a vast experience in aviation law including defending airlines and insurers in litigation in aviation matters (including passenger and cargo claims, repossession of aircraft), and other related matters. Isaac has represented airlines and insurers in major cases and is a co-author of the Israeli chapter in the publication: “Aircraft Repossession and Enforcement” (Wolters Kluwer 2010).

Italy STUDIO PIERALLINI

Laura Pierallini, founder and named partner of Studio Pierallini, spent years at the legal and tax department of Arthur Andersen and was the managing partner of the international law firm Coudert Brothers in Rome. She is a professor of commercial and air law at LUISS University of Rome. She has practiced aviation law since 1988, offering a complete range of assistance to airlines, lessors, financiers, manufacturers, airports, handlers and travel agents, including aircraft financing, regulatory, contentious, insurance, tax, labor, customs and corporate. She has assisted IPOs of Italian airlines and M&A of domestic airlines by foreign airlines, and has advised airlines and airport handlers in restructuring as well as in bankruptcy and insolvency procedures. She organizes and attends many conferences on aviation, delivering speeches and moderating panels at various Italian and international symposia, including those organized by IATA, EALA, and EAC. Ms. Pierallini is named as leading aviation lawyer by several guides including Expert Guides – Aviation Lawyers, Expert Guides – Best of the Best, Who’s Who Legal and The Legal 500. The firm has been named Aviation Law Firm of the Year by ACQ, Intercontinental Finance, Global Law Experts and Finance Monthly. She is a Committee member of European Air Law Association, a member of the International Aviation Women’s Association and the European Aviation Club and has been shortlisted as “Best Aviation Lawyer” for the Europe Women in Business Law Awards in 2015 and 2016.

Gianluigi Ascenzi is a senior associate at Studio Pierallini and has an extensive expertise in all areas of aviation law, with over 14 years of practice. He concentrates on commercial, cargo and private jet carrier transactions, with broad experience in the structuring, drafting and negotiation of acquisition, financing and leasing operations and portfolio sales. Gianluigi also provides a full range of legal services to clients involved in the industry (mainly financial institutions, lessors, lessees, airframe and engine manufacturers, airlines, purchasers and sellers of aircraft equipment) in respect of aircraft management, registration and deregistration of aircraft and mortgages, security matters and enforcement issues. He deals on a regular basis with the negotiation and closing of sophisticated transactions, including operating leases, code-share agreements, wet leases, maintenance and technical services agreements. He has a significant expertise in various regulatory aspects of the air transport system, including competition issues, traffic rights and slots, data and consumer protection, relationships and filings with the civil aviation authorities, environmental issues, airport charges and ground handling. Gianluigi also represents clients in all aspects of corporate and commercial law, including M&A transactions, relationships with suppliers, clients and business partners, corporate governance, acquisition and management of assets. He is an attendee at aviation conferences worldwide and contributes to international publications on aviation law. Gianluigi is a member of the bar in Italy. He received his law degree from LUISS - University of Rome in 2000.

Jersey MOURANT OZANNES

James Hill is a partner in Mourant Ozannes’ Finance & Corporate team. James has a wide ranging practice covering corporate (including private equity, public and private M&A, joint ventures, corporate structuring and JPUT and corporate real estate structuring and transactions), equity capital markets (including IPOs and redomiciliations), banking and finance, debt capital markets and Channel Island Securities Exchange listings. James has been involved in many of the major transactions in Jersey in recent years and has played an important role in company law developments.

Alastair Syvret has advised on the establishment and operation of a variety of aircraft owning structures using Jersey companies over more than 20 years. These have included a number of significant aircraft securitization vehicles. He has also advised on various refinancings and restructurings of distressed entities.

Japan PILLSBURY WINTHROP SHAW PITTMAN LLP

Olivia Matsushita is a partner in Pillsbury’s Finance practice and a member of the Asset Finance team. Based in Tokyo, Olivia has been resident in the Japanese market for several years and her practice spans acquisition financing, project financing of cross-border energy and infrastructure transactions and the financing of moveable assets utilising a range of financing structures. Olivia is an English and Australian law qualified solicitor and is registered as a Foreign Admitted Lawyer (gaikokuho jimu bengoshi) in Japan. She is fluent in Japanese. Olivia has been named a “Next-Generation Lawyer” for Projects and Energy in Japan in the 2016 edition of The Legal 500.

Masao Kasatsugu is a senior associate based in Pillsbury’s Tokyo office and is a member of the Asset Finance team. He regularly advises Japanese clients that include major trading houses, financial institutions and manufacturers on their cross border financing transactions, energy related projects, mergers and acquisitions, restructurings and general corporate law. He is a Japanese qualified Bengoshi and a member of the Dai-ichi Tokyo Bar Association.

Jordan ALI SHARIF ZU’BI ADVOCATES & LEGAL CONSULTANTS

Khaled Asfour joined Ali Sharif Zu’bi Advocates & Legal Consultants in April 1992 as an associate. He became a partner in August 1997 and Ali Sharif Zu’bi Advocates & Legal Consultants’ Managing Partner in 2005. Khaled, an exceptional lawyer with extensive legal and financial expertise, is head of Ali Sharif Zu’bi Advocates & Legal Consultants’ Projects and Major Transactions Department. He has acted as lead lawyer on a variety of financing transactions including several aviation finance transactions, the underwriting and syndication of loans, secured commercial lending transactions, commercial paper, foreign trade financing transactions and a variety of equity and debt finance.

Leena Nusseir joined Ali Sharif Zu’bi Advocates & Legal Consultant in January 2011 after having graduated with a Bachelors of Law (LL.B.) from the University of Reading and completed the Legal Practice Course in the College of Law, London. She became a member Ali Sharif Zu’bi Advocates & Legal Consultants’ projects and major transactions team immediately upon joining the firm. Leena has worked on several project finance transactions including secured commercial lending transactions and aviation finance and leasing transactions where she represented various aircraft leasing companies, owners, security trustees and financiers.

Kenya MMAN ADVOCATES

Suzanne Muthaura is the Managing Partner of MMAN Advocates. She has over fifteen years’ experience in commercial and corporate law practice, with particular expertise in asset finance, equipment leasing, capital markets, corporate advice, commercial contracts, infrastructure projects, mergers and acquisitions, and private equity. Suzanne has acted as lead counsel to both local and international clients in numerous transactions over the years. In addition to being an Advocate of the High Court of Kenya, she is a Certified Public Secretary and a member of the Law Society of Kenya. She holds an LL.M. in Corporate and Commercial law from the London School of Economics, and an LL.B. degree from the University of Warwick. For several years, Suzanne has been ranked by internationally recognized rating firm Chambers Global, as one of Kenya’s leading commercial lawyers and in 2015 she was recognized as one of the world’s leading practitioners in Aviation Finance by Who’s Who Legal.

Christopher Kiragu is a Senior Associate with MMAN Advocates. He has over five years’ experience in commercial and corporate law practice with emphasis in aircraft leasing and financing, capital market transactions, mergers and acquisitions and private equity. In addition to being an Advocate of the High Court of Kenya, he is a member of the Law Society of Kenya. He holds an LL.B. (Hons) degree from the University of Leeds, and a Diploma from the Kenya School of Law.

Korea KIM & CHANG

Robert Gilbert is partner at Kim & Chang and is a member of the firm’s Transportation Finance team with over twenty years’ experience in representing clients in transportation finance matters. Mr. Gilbert advises export-credit agencies, lessors, commercial and investment banks and others in matters including sales and purchases of new and used commercial aircraft, cross-border aircraft operating and finance leases, registration and transfer of aircraft mortgages and similar transactions for spare aircraft engines, corporate jets, rolling stock and vessels. Mr. Gilbert has represented U.S. and European export credit agencies in numerous structured finance transactions with airlines in Korea. Robert Gilbert is a foreign attorney with extensive experience in a wide range of cross- border investment and financing transactions. His main areas of practice include the financing of commercial aircraft and aircraft engines, acting for foreign lenders, owners and lessors in cross border loans and finance and operating leases of commercial aircraft, and the licensing of life and non-life insurers in Korea, including the establishment or acquisition of local branches and subsidiaries, and operations. He also remains active in financial litigation, particularly relating to disputes under letters of credit, and in certain U.S. defense contracting disputes. Mr. Gilbert served on the Foreign Investor Advisor Council to the Mayor of Seoul and the Korean Advisory Council to the Commander, U.S. Forces Korea. He has repeatedly been recognized by being named one of the world’s leading aviation lawyers in “The International Who’s Who of Aviation Lawyers”.

Young Min Kim is a partner at Kim & Chang. His practice focuses on cross-border finance transactions, including aircraft, banking, corporate, and project finance. He is praised by clients for his ability to bring solutions that go beyond legal advice.

Latvia KLAVINS ELLEX

Ivars Slokenbergs is a senior counsel at Klavins Ellex. He has experience in a wide range of corporate transactions, including mergers and acquisitions of numerous companies in the energy, financial, manufacturing, services, media, telecommunications, IT and food & beverage sectors. He also has expertise in aviation, including advising clients in commercial aircraft leasing and finance transactions. He is Vice Chairman of the Foreign Investors’ Council in Latvia and a Board Member of the Latvian Transatlantic Organization.

Lebanon SH LAWYERS

Antoine Habib is the founder and managing partner of SH Lawyers. He holds a D.E.A. in Banking and Financial law from Université St. Joseph, Lebanon and is a member of the Beirut Bar Association. He has experience in London courts, having worked in London at Nigel Harris Law Firm. He is a former member of Raphael et Associes Law Firm where he worked from 2003 until 2011. His expertise covers various corporate law and international law matters, real estate, insurance and re-insurance. He has counseled and represented a wide base of Lebanese and International clients, based in Lebanon, Africa, and the G.C.C. countries, mainly Qatar, Saudi Arabia, Iraq and Jordan.

Aya Matar is a Senior Associate in the corporate and commercial practice at SH Lawyers. She earned her bachelor’s degree in law from La Sagesse School of Law year 2009, where she ranked first for four consecutive years and was thereafter admitted to the Beirut Bar Association. Aya holds an LL.M in International Commercial Law from King’s College, London and specializes in corporate, commercial, litigation, arbitration and ADR and is a member of the Chartered Institute of Arbitrators, London (MCIArb).

Lithuania VALIŪNAS IR PARTNERIAI ELLEX

Vytautas Želvys joined the Banking and Finance practice of law firm LAWIN Vilnius office (currently Valiunas Ellex) in 2009 as a trainee. He graduated from the masters program of the law school of the Mykolas Romeris University in 2010, where he studied business law. During his work with Valiunas Ellex, he consulted banks and other creditors acting in Lithuania on lending and taking security, assisted Lithuanian as well as foreign aircraft lessors and air operators in daily legal and practical matters. Currently Vytautas is a member of Lending Transactions & Structuring and Debt Restructuring & Recovery teams of Banking and Finance practice, specializing in lending and security, including aircraft financing matters.

Gediminas Rečiūnas is a partner and a head of Valiunas Ellex Finance and Tax Practice Group, which is focused on all major areas of finance and tax law, including banking & finance, capital markets, finance regulatory (including banking regulatory), finance restructuring & refinancing, funds, investments services, tax, project finance and aircraft, shipping & other asset finance. Gediminas has over 18 years’ experience in finance and tax law and is well regarded in the market for his multiple fields of expertise. Before joining LAWIN Vilnius office (currently Valiunas Ellex) in 2001, Gediminas was appointed as a General Counsel and Board member at AB SAMPO Bankas, Vilnius (former Lithuanian Development Bank), Legal advisor at Pragma Corporation (U.S. consul- tancy firm carrying out Lithuanian capital markets development project) and Legal advisor at World Council of Credit Unions.

Macau MANUELA ANTONIO – LAWYERS AND NOTARIES

Pedro Ribeiro E Castro is a Senior Associate at Manuela António – Lawyers and Notaries, having joined the firm in 2009. Pedro focuses mainly in the practice areas of Aviation, Banking & Finance and Corporate / M&A. Pedro advises on all matters of aircraft finance, acquisition and leasing, acting for owners, banks, lessors, manufacturers and ECAs, and he also assists clients in the relationship with regulatory agencies. In addition, Pedro has a broad experience in banking & finance, advising lenders and borrowers in secured and unsecured loans, corporate finance, asset finance, restructurings and refinancing. Pedro also advises on all corporate matters, including mergers, acquisitions, joint-ventures, cross-border transactions, reorganizations, corporate governance and commercial contracts. Pedro’s other areas of practice include Project Finance, Public and Administrative Law, Public Procurement and Transportation and Shipping, where he has acquired particular experience in infrastructure and transportation projects.

Afonso Cardoso De Menezes joined the firm in 2014 as a Foreign Lawyer. Afonso focuses mainly in the areas of Corporate and Banking & Finance, providing assistance to several domestic and foreign credit institutions and other financial entities. Afonso provides assistance in all matters related to aviation and asset finance. Afonso also has relevant professional experience in Real Estate and Construction matters, as he was actively involved in several transactions, notably acting for Portuguese and Spanish corporations. In addition, the in-house experience at a Portuguese investment bank provided Afonso with a specific know-how on Capital Markets, Asset Management and Private Equity areas, as well as a focus on company’s business. Afonso has a broad experience in Mergers & Acquisitions, particularly in reorganization and restructuring of financial entities.

Malaysia RAJA, DARRYL & LOH

Chong Kok Seng is a partner at Raja, Darryl & Loh and is the firm’s specialist in aviation law, having acted for major airlines, aircraft lessors and banks, collateral agents and security trustees in advising on local laws in relation to the sale and purchase, lease and/or financing and securitization of aircraft. Recently, Kok Seng has also been advising various lessors that had their leases terminated or repudiated by Malaysian Airline System Berhad (“MAS”) as a result of or arising from the restructuring of the business of MAS to a new entity, Malaysian Airlines Berhad, via the Malaysian Airline System Berhad (Administration) Act 2015. Kok Seng obtained his Bachelor’s degree in Law from the University of London in the United Kingdom in 2001 and subsequently sat for and obtained the Certificate in Legal Practice from the Malaysian Qualifying Board. He was called to the Peninsular Malaysian Bar in November 2003 after having read in Chambers with the Firm. Kok Seng joined the ranks of the partners on 1st March 2011.

Mauritius CONYERS DILL & PEARMAN

Ashvan Luckraz is an associate in the Mauritius office of Conyers Dill & Pearman. Ashvan joined Conyers in 2012. Ashvan’s practice includes all areas of corporate and commercial law, with particular emphasis on finance, trusts and investment funds. He advises investment banks, private equity houses and multinationals on cross border and multi-jurisdictional aspects of their transactions. Ashvan is a member of the bar in England and Wales and in Mauritius. Ashvan holds both a Bachelor of Laws (LL.B.) and Master of Laws (LL.M.) degree from the London School of Economics and Political Science.

Sameer Tegally is an associate and director in the Mauritius office of Conyers Dill & Pearman. Sameer joined Conyers in 2008. Sameer’s practice covers corporate, banking and finance (including Islamic finance) and trusts/foundations. Sameer advises leading multinationals and international banks on their cross-border investments, financing and trading, particularly with Asia, Africa and the Middle East. Sameer also advises institutional and private clients on all aspects of non-contentious Mauritius trusts and foundations law. Sameer has contributed several articles in renowned global publications in the fields of corporate law, Islamic finance and trusts. Sameer is a member of the bar in Mauritius and is a registered associate in Bermuda. Sameer is recognized in the 2015 edition (and since 2012) of Chambers Global (Mauritius general business law: foreign). He is also recognized as a leading lawyer, Islamic Finance News 2012 (offshore Islamic finance) and is named a leading lawyer, Islamic Finance News poll 2012 (asset and fund management).

Mexico ABOGADOS SIERRA Y VAZQUEZ

Carlos Sierra graduated as an attorney from the Universidad Nacional Autonoma de México, and has coursed postgraduate studies in civil and commercial law at the Escuela Libre de Derecho, Duke University and the Universite Libre de Bruxelles. Mr. Sierra coursed LLM studies in Air and Space Law at Leiden University in the Netherlands. Mr. Sierra has been in private practice for more than 21 years and has been a partner at Abogados Sierra y Vazquez since its inception as Alegre y Sierra in 1994. During his professional life, he has been involved in the structuring and implementation of transactions involving the lease, sale and finance of commercial and business aircraft to various airlines, companies and individuals in México. He currently represents some of the major companies that lease and finance commercial aircraft from around the world. He has also advised lessors, financiers, commercial aircraft owners and business aircraft owners regarding their rights in various contexts, including in situations where lessees have defaulted on their contractual obligations and insolvency and liquidation proceedings of various Mexican airlines. He has acted as a speaker and moderator of various panels on aircraft finance and leasing and aviation law topics at various international conferences organized by the AWG, the US Trade and Development Agency, IATA, ALTA, IBA and other international entities. Mr. Sierra is also a member of the legal advisory panel of the Aviation Working Group, of which he is currently vice-chair, the International Registry Advisory Board and of the board of the Aviation Law Committee of the International Bar Association (IBA).

Viridiana Barquin is an associate at and practices in the areas of aviation, corporate and command Law, cross-border transactions and international business. Mrs. Barquin has experience as Legal Counsel for internationally-oriented companies dealing with financing, leasing, sales, acquisitions, corporate matters, antitrust, bankruptcy and insolvency, foreign investment, structuring and negotiation of a full range of commercial agreements on several frameworks and representation of foreign companies in numerous disputes resulting in the successful repossession of assets through settlement and alternative methods of dispute resolution. Mrs. Barquin obtained her law degree at Universidad La Salle, Mexico City and holds a Master Degree in International Business by Universidad La Salle, Barcelona, Spain; International Air Law, Law of Aviation Insurance and Airline Contract Law by International Air Transport Association (IATA), and International Arbitration by Escuela Libre de Derecho, Mexico City.

Mozambique, CSBA & ASSOCIATES Portugal Mafalda Rodrigues Fonseca is a founding partner of CSBA - Carlos de Sousa e Brito, Isabel Marinho, Mafalda Rodrigues Fonseca & Associados - Sociedade de Advogados RL and practices in the areas of commercial, corporate and company law, maritime law, aviation law and labor law. Mafalda graduated with a law degree from the Portuguese Catholic University. She also holds a postgraduate degree in Commercial Law from the Portuguese Catholic University, and is a speaker in various seminars and conferences relating to her areas of practice. Mafalda has been admitted to the Portuguese Bar Association since 2004.

Isabel Marinho is a founding partner of CSBA - Carlos de Sousa e Brito, Isabel Marinho, Mafalda Rodrigues Fonseca & Associados - Sociedade de Advogados RL and practices in the areas of tax law, tax litigation, corporate restructuring, debt recovery and insolvency, agriculture, environment and public procurement. Isabel graduated with a law degree from the University of Lisbon. She also holds postgraduate degrees in Management and Taxation from ISCTE and in Legislative Elaboration from the Law Faculty of Lisbon. Isabel has been admitted to the Portuguese Bar Association since 1990.

Myanmar DFDL

Thida Aye is a partner in DFDL. She is a licensed Myanmar lawyer and a former judge. She has practiced business and commercial law at the law firm that is now DFDL for over twenty years.

James Finch is a lawyer and licensed in the United States. He is a partner in DFDL and has practiced in Myanmar with Thida Aye for over twenty years, as well.

A major portion of the practice of Thida Aye and James Finch is aviation law, particularly representing foreign sellers, sources of finance and lessors of aircraft to airlines in Myanmar. They have collaborated on several international publications with respect to aviation law.

Namibia ENSAFRICA

Wolf Wohlers is a director at ENSafrica, Namibia (incorporated as Lorentz Angula Inc.), which forms part of the ENSafrica group of legal practices which has offices across various jurisdictions in Africa. Wolf specializes in corporate commercial, mining and energy (including oil and gas), banking and finance and mergers and acquisitions. He has represented clients in a number of industries including mining and petroleum. Wolf’s experience includes advising clients on matters relating to mining, petroleum and energy, mergers and acquisitions, contracts and trusts drafting and general corporate and commercial law. He is also experienced in advising on aviation law financing issues and notarial work. Wolf is recognized as a leading lawyer by the following reputable rating agencies and their publications: • Chambers and Partners Guide to the World’s Leading Lawyers 2015 – General Business Law (Namibia); 2014 – Mining (Namibia) • IFLR 1000 2015 – Banking, Energy and Infrastructure, Mergers and Acquisitions, Project Development, Project Finance (Namibia) • The International Who’s Who of Mining Lawyers 2013 and 2014 (Namibia)

Netherlands DE BRAUW BLACKSTONE WESTBROEK N.V.

Berend Crans is a partner at De Brauw Blackstone Westbroek N.V. and has a broad finance practice. In addition to general banking and finance transactions, he specializes in asset and project finance. Throughout his career at De Brauw, he has represented lessees, lenders and equity investors in numerous cross-border lease transactions. He has played a pioneering role in designing new transaction structures and restructuring existing structures to accommodate new asset classes. He also advises clients in structured finance transactions and debt restructurings. Berend has particular expertise in aviation law and aircraft finance and has been involved, mainly as lender counsel, in many aircraft finance transactions, including JLLs, GLLs, ECA supported transactions, acquisitions of aircraft lease portfolios and securitizations. Berend has represented lessors and lenders in airline insolvencies. He is a guest lecturer in aircraft finance in the Advanced LL.M. Program in Air & Space Law of the International Institute for Air and Space Law at Leiden University. Berend is De Brauw’s expert on matters and developments in African jurisdictions.

Thijs Elseman is a senior associate at De Brauw Blackstone Westbroek. Thijs specializes in banking, financial markets regulation and corporate financing, including syndicated loans, asset financing and debt restructuring. Since joining De Brauw in 2010, Thijs has been involved and gained substantial experience in aircraft finance transactions. Recent transactions include representing a major aircraft lessor company, and acting as Dutch transaction counsel, in a number of aircraft sale and financing transactions. Thijs is currently seconded to De Brauw London.

New Zealand BUDDLE FINDLAY

Frank Porter is a senior partner in Buddle Findlay’s Auckland office and heads Buddle Findlay’s aviation team. Frank has for many years advised airlines, aircraft manufacturers, banks, leasing companies, export credit agencies and insurers on all matters relating to aircraft. He is very experienced particularly in matters relating to the leasing, financing and repossession of aircraft. Frank has published many articles and written chapters for books on aircraft financing and related areas. The International Who’s Who of Aviation Lawyers has in the past commented that “New Zealand is led by Buddle Findlay who can call on the ‘excellent’ Frank Porter, the most highly nominated lawyer in the country.” Who’s Who Legal recognizes Frank as a leading individual in aviation, banking, project finance and procurement.

Anita Birkinshaw is a senior associate in Buddle Findlay’s litigation team and has extensive experience in commercial dispute resolution. She has provided advice to various leading international airlines in relation to matters such as competition law, consumer protection legislation and liability under the Warsaw and Montreal regimes. Anita has a Master of Laws degree from the Sorbonne University, Paris, France. Following her post-graduate studies, she worked as a litigator for leading international law firms in Paris and London.

Rishalat Khan is a senior associate in Buddle Findlay’s aviation team. She has considerable experience in aircraft matters particularly the leasing and financing of aircraft. Rishalat has considerable knowledge on Cape Town Convention matters and has also been involved with major private debt placements in the U.S. market by Australasian airlines. In addition, Rishalat has advised airlines on general corporate and commercial matters and has a particular interest in liability issues under the Montreal Convention.

Nigeria AJUMOGOBIA & OKEKE

Patrick A. Osu is a partner in the law firm of Ajumogobia & Okeke, a leading commercial law firm in Nigeria. Patrick is a skilled litigator and experienced corporate lawyer. He has been involved in active legal practice for twenty years since his call to the Nigerian Bar.

Patrick specializes in aircraft and aviation matters and other commercial and corporate law areas of law. He leads the firm’s aviation team and has been actively involved in the provision of legal advisory services for leasing and financing aircraft to owners and lenders globally for about ten years, and contributes to the Nigerian chapters on Aircraft Finance and Aircraft Liens which are published by Longman and Sweet & Maxwell respectively.

He has also worked on a sizeable amount of acquisition transactions. His hands on experience in various Federal Government Privatization initiatives are invaluable. He is a member of the Nigerian Bar Association and an Associate of the Chartered Institute of Arbitrators UK (Nigerian Branch) and the International Aviation Lawyers.

Kate I. Onianwa is a senior associate in the firm and a member of the Corporate & Commercial and Aircraft & Aviation practice groups.

Kate has worked in and gained valuable experience from the corporate and litigation divisions of the firm. She has practical experience in legal, regulatory and corporate governance matters, and particularly aircraft/aviation transactions. She advises on foreign investment in Nigeria, renders

general legal advisory services to both individual and corporate clients and has been involved in due diligence exercises for local and foreign entities.

Kate is a member of the firm’s aviation team and has been actively involved in the provision of legal advisory services for leasing and financing aircraft to owners and lenders globally for about eight years. She contributes to the Nigerian chapters on Aircraft Finance and Aircraft Liens which are published by Longman and Sweet & Maxwell respectively.

She is a member of number of professional societies including the Chartered Institute of Arbitrators UK (Nigerian Branch) and the Chartered Institute of Taxation of Nigeria.

Norway ARNTZEN DE BESCHE ADVOKATFIRMA AS

Paul Sveinsson is partner and Head of the Banking and Finance department in Arntzen de Besche. He has wide experience as advisor to and counsel for Norwegian and foreign banks and finance institutions, listed and private companies in connection with banking, financing transactions and regulatory matters. Paul has extensive experience within the aviation and aircraft industry relating to Norway. His work also comprises litigation, mainly in the areas of banking, finance and insolvency, and appointments as an arbitrator.

Atle Stensrud is a senior lawyer of the Banking and Financing department in Arntzen de Besche. He has long experience in advising foreign banks and financing institutions, listed and private companies in connection with, in particular, aircraft financing transactions, Norwegian bond issues, acquisition financing and financing transactions in the oil and energy industry.

Oman TROWERS & HAMLINS LLP

Roger Clarke has previously lived and worked in Oman for a number of years and a significant portion of his practice continues to be related to the Omani market. He advises lessors, banks and operators on a range of asset finance (including aviation finance) transactions. One of his recent deals has involved acting for newly established Oman based operating lessor, Oman Brunei Asset Management Company (OBAM), on the initial acquisition, financing and leasing of three new B737-900ERs by an Isle of Man incorporated SPV (with bank funding from DVB Bank) and again in a second transaction, the acquisition, financing and leasing of two new Boeing B737-900ER aircraft (with bank funding from Arab Banking Corporation) on long-term operating leases to Omani flag carrier, Oman Air. The DVB funded aircraft were delivered in November 2014, March 2015 and November 2015 and the two ABC funded Aircraft in May 2015. Roger is recognized in Chambers Global 2015 as a ‘Foreign Expert (Based Abroad)’ with particular reference to his responsiveness and experience (http://www.chambersandpartners. com/165/242/editorial/2/6#425_editorial). Roger is the author of the Oman chapter in Aircraft Finance (McBain) and the Oman chapter in Aircraft Liens and Detention Rights (McBain). Roger was also included in Who’s Who Legal: Transport 2016 as a leading lawyer in the Aviation section.

Pakistan KABRAJI & TALIBUDDIN

Kairas N. Kabraji read law at Trinity College, Cambridge and is an Advocate of the High Court in Pakistan and has been practicing corporate and commercial law for close to forty years. He has been practicing aircraft finance and leasing for most of that time including all major transactions for Pakistan International Airlines’ lessors and lenders. He was the resource person advising on the implementation of the Cape Town Convention and Aircraft Protocol in Pakistan’s domestic law. Mr. Kabraji has also acted in numerous commercial transactions of all kinds, contentious and non-contentious, both domestic and trans-border, including joint ventures, inward foreign investment, mergers and acquisitions, domestic and global, capital markets transactions, foreign and domestic debt and equity financings.

Syed Ali bin Maaz is a partner at the firm and has worked on various corporate and commercial matters, contentious and non-contentious, advising in a wide range of commercial transactions including project finance and banking, debt and equity financing, mergers and acquisitions, foreign exchange regulations, enforcement of foreign arbitral awards, insider trading, and aviation financing and aircraft leasing, notably in the following aviation matters: Has advised the Aviation Working Group on the implementation and functioning of the Cape Town Convention in Pakistan Law and has advised a number of foreign firms and leasing corporations on the sale of aircraft to private commercial airlines in Pakistan with a focus on the structure of the transaction, registration of international security interests, filings with the Civil Aviation Authority, and protection of interests in the aircraft under Pakistan law.

Papua New ASHURST Guinea Richard Flynn is a lead partner in Ashurst’s corporate practice in Papua New Guinea. Richard is a “hands on” commercial practitioner with a broad range of experience in M&A, corporate restructuring, project finance and capital markets.

Richard is recognized as a leading individual by Chambers Global and is described as impressing clients with his “commercially-focused advice”, that he “always protects his clients’ interests and works to be co-operative instead of adversarial” and is a “great corporate and commercial lawyer, who does excellent work”.

Peru RODRIGO, ELIAS & MEDRANO, ABOGADOS

Jorge Velarde is the head partner of Rodrigo, Elias & Medrano’s Insurance and Reinsurance practice group, as well as of the Firm’s Aviation practice. He has an exceptional professional background in insurance and reinsurance law, as well as in aviation and transport law. Jorge´s expertise extends to claims handling, both through negotiation and through the judicial, extrajudicial and arbitral defense of clients, with major insurers and reinsurers between his clients. A distinguished member of the Iberoamerican Institute of Air and Space Law and Commercial Aviation, Mr. Velarde represents interests of owners and financial entities in sales, mortgages, leases and other means of supplying airplanes to airplane operators.

Fernando Hurtado de Mendoza is highly regarded for having a full comprehension of the international and local aviation regulation, enabling him to serve the different agents involved in the aviation industry. He renders advice to lenders, export credit agencies, wide-body aircraft owners, narrow-body aircraft lessors, among others. Helicopter operators, aircraft maintenance facilities, cargo carriers, aircraft insurers and reinsurers are also among his clients. Fernando is also highly regarded for his involvement on claims’ handling related to aircraft accidents involving local and foreign victims. The settlement of over 30 claims involving personal accident, liability and cargo policies stand on their own. Knowledgeable of the Asian market as per his professional ties with such region, being Singapore, an aviation hub, where he obtained his Masters degree, Fernando Hurtado de Mendoza is vice-chair of the Cross-Border Investment Committee in the Inter-Pacific Bar Association.

Poland SPACZYŃSKI, SZCZEPANIAK I WSPÓLNICY (SSW)

Piotr Spaczyński is a partner at SSW, attorney (radca prawny) and advises clients from regulated sectors including the aviation sector, including air carriers, ground handling agents, airport managers, contractors of air carriers, aerospace organizations and associations, manufacturers of aircraft and aircraft parts in a wide range of issues related to their business and operations. He represents aviation clients in proceedings before the Civil Aviation Authority, the Office of Competition and Consumer Protection, the Inspector General for Personal Data Protection, the Public Procurement Office and in other legal proceedings (including staff matters). Piotr has been recognized in number of international independent rankings like Chambers Europe, Legal 500 and IFLR.

Filip Balcerzak is a senior associate at SSW, attorney (adwokat, abogado), with an LL.M. from the University of Ottawa and a Ph.D. from Adam Mickiewicz University in Poznań. He provides legal services for international clients on issues related to foreign investments. Filip is involved in international arbitration proceedings and domestic litigations. He assists air carriers in negotiating and drafting agreements with their contractors, such as aircraft manufacturers, travel agencies and catering companies. He advised on transactions concerning leasing and financing of aircraft and assisted, in this respect, both foreign and local entities.

Romania TUCA ZBARCEA & ASOCIATII

Caˇtaˇlin Băiculescu is a partner at Tuca Zbarcea & Asociatii and specializes in corporate law, mergers & acquisitions and Romanian privatizations, being recognized as an expert in the due diligence process, the negotiation of assets and share-purchase agreements, as well as post-acquisition restructuring matters. He is also highly skilled in banking & finance, where he has advised on banking regulatory legal issues and compliance, syndicated loans, project finance transactions and bank restructuring and privatization. In addition, he assisted international aircraft owners and financing banks in connection with aircraft lease agreements and mortgage agreements signed with local airlines. Other areas of practice are electronic communications & IT, entertainment and media law.

Roxana Pană is a senior associate at Tuca Zbarcea & Asociatii and specializes in banking and finance, advising on a significant number of financing transactions, as well as advising on consumer lending, telecommunication, certain aspects of capital markets and derivatives, doubled by involvement in insolvency related matters. In addition, she assisted international financers and lessors of passenger aircraft in connection with lease agreements, repossession and deregistration aspects regarding aircrafts leased to Romanian aircraft operators, legal issues pertaining to the lease of aircraft engines to Romanian aircraft operators, sale of certain aircraft spare parts, matters of aircraft title transfer, financing and acquisition of certain aircraft.

Russia RODIN VADIYAN SHURYGIN LLC

Alexander Rodin is a co-founder of RVS LLC and the managing partner of the firm. Alexander specializes in dispute resolution, intellectual property and asset finance and advises both Russian and major international clients on various issues of Russian law. Alexander acted as the leading counsel in a number of notable court processes in Russia and abroad representing Russian state companies, international credit institutions, oil companies and private investors. Alexander’s involvement in asset finance transactions is not limited to Russian deals but also comprises major international transactions. Alexander is a native Russian speaker and is also fluent in English and Spanish.

Alexander Shurygin, Ph.D., LL.M., is a partner in RVS LLC specializing primarily in the areas of corporate, aircraft and shipping finance, bankruptcy and international arbitration. Alexander advises Russian and major international clients in a considerable number of cross-border corporate transactions and shipping finance deals. Alexander’s involvement in bankruptcy procedures comprises some of the biggest Russian bankruptcy processes where he acted as the counsel of Russian and foreign banks and investors. Alexander is a native Russian speaker and is fluent in English and French.

Rwanda ENSAFRICA

Désiré Kamanzi is the head of the Rwanda office of ENSafrica. Désiré is ranked as a leading lawyer by Chambers and Partners Global Guide to the World’s Leading Lawyers 2016, 2015, 2014 and 2013 General Business Law Rwanda-Band 1 and IFLR 1000 Financial and Corporate Guide: Leading Lawyer 2016, 2015. According to Chambers and Partners Global Guide to the World’s Leading Lawyers 2016, Désiré “has a lot of experience and is able to understand things on an international as well as local level.” The Rwanda office of ENSafrica is widely acclaimed in and outside Rwanda in the areas of business law, acquisitions, banking and finance, assisting international / non-governmental organizations, company law and corporate governance.

Slovenia ODVETNIKI ŠELIH & PARTNERJI, O.P., D.O.O.

Mia Kalaš is a partner with Odvetniki Šelih & partnerji, o.p., d.o.o. with experience in acting for domestic and foreign banks and other financial institutions, corporations and other legal entities. She practices in the following areas: corporate and commercial law; mergers and acquisitions; real estate and construction; banking and finance; capital markets; energy and environmental law.

Blaž Ogorevc is a partner with Odvetniki Šelih & partnerji, o.p., d.o.o. most experienced in real estate transactions and financing as well as in other transactions involving domestic and foreign banks and other financial institutions, corporations and other legal entities. He practices in the following areas: corporate and commercial law; mergers and acquisitions; real estate and construction; banking and finance; and insolvency and restructuring.

South Africa ENSAFRICA

Sean Lederman is a director at ENSafrica and is joint head of the firm’s banking and finance department. Sean specializes in leveraged finance, asset finance and other forms of debt finance transactions, including corporate debt. His rankings reflect his position as one of the leading finance lawyers in South Africa. Sean’s areas of deep specialization include aircraft finance and he is recognized as the foremost lawyer for aircraft financing transactions in South Africa. Sean has advised on the majority of the large transactions (including operating lease and export credit finance transactions) that have occurred in this area in South Africa over the past two and a half decades. Sean is also particularly known for his work on leveraged finance transactions, including in the private equity space. Sean has acted for both lenders and borrowers in this area and his clients include local and foreign banks, corporate borrowers, private equity houses, operating lessors, airlines and foreign law firms. ENSafrica has a significant breadth and depth of experience and specialist expertise that spans all commercial areas of law, tax, forensics and IP, and benchmarks itself according to international standards while retaining a uniquely African focus.

Sri Lanka LASANTHA HETTIARACHCHI & ASSOCIATES

Lasantha Hettiarachchi was admitted to practice in 1989 as an Attorney-at-Law of the Supreme Court of Sri Lanka. Lasantha received his Master of Laws (LL.M) at the Institute of Air & Space Law in McGill University, Montreal, Canada in 1992. Presently, Lasantha is reading for the Doctor of Civil Laws also at the Institute of Air & Space Law at McGill University.

Having commenced his career in private practice in 1989, Lasantha served as Manager of International Relations of a national airline from 1993 until 1994 and thereafter as Manager of Legal in a leading Investment Bank until 1996. Reverting to private practice in 1996, Lasantha established the present Law Chambers (Lasantha Hettiarachchi & Associates) specializing in commercial, corporate, civil and aviation law. Lasantha is frequently consulted on aviation matters by domestic and international airlines, aircraft financiers, lessors, airline passengers, cargo agents, insurance companies and airline consumers in Sri Lanka. Since 1993, he has served as an external independent Legal Consultant to the Civil Aviation Authority of Sri Lanka and has also been involved in drafting of the Civil Aviation Act and subsidiary legislation relating to zoning and licensing of service providers in Sri Lanka.

Piyum Dassanayake was admitted to practice in 1994 as an Attorney-at-Law of the Supreme Court of Sri Lanka, and was admitted to practice as a Solicitor in the United Kingdom in 2004.

Piyum joined the firm in 2007 and has been involved in aviation related assignments from the commencement of her services with the firm. She is currently in charge of the Aviation practice of the firm and is responsible for advice, negotiating and drafting all aviation related contract and agreements for the clients of the firm including aircraft acquisitions and leases.

Switzerland LENZ & STAEHELIN

Olivier Stahler specializes in banking and finance law. He has an extensive expertise in finance transactions, including aircraft leasing. He acts for a broad range of Swiss and foreign financial institutions and corporate borrowers, both in a domestic and international context. Olivier is also involved in the structuring of financial products, and in particular private equity funds and hedge funds. Further, he provides regulatory advice in the context of the granting of licenses for banks, securities dealers and collective investment schemes by the Swiss financial market supervisory authority. Considered a leading individual by the Legal 500 in 2016, Olivier has been named exclusive recipient of the International Law Office (ILO) 2016 Client Choice Awards for Banking in Switzerland. Olivier is further recognized in Chambers Global (2016), Chambers (Europe 2016) and Who’s Who Legal (2016).

Emilie Jacot-Guillarmod is a member of Lenz & Staehelin’s Corporate and M&A group in Geneva. She regularly advises clients on corporate matters, M&A transactions and financings. Her expertise covers in particular international finance and leasing.

Taiwan RUSSIN & VECCHI (Republic of China) Thomas H. McGowan is a senior U.S. licensed attorney with over thirty years of Taiwanese experience, all with Russin and Vecchi, a long established Taiwanese law firm with extensive experience in all aspects of financial services including aircraft related financing, enforcement and insolvency proceedings. His practice focuses on financial services and financing transactions including aircraft financing acting for lenders, lessors and airlines.

H. Y. Cho is a senior professional with over 30 years of financial services and transaction experience in both aircraft and vessel financing.

Turkey ERSOY BILGEHAN LAWYERS & CONSULTANTS

Ali Kartal was born in Istanbul in 1961. He obtained his law degree in 1984 at the Ankara University Faculty of Law in Ankara, Turkey. He completed his training at the AYBAY & AYBAY Law Firm and was admitted to the Istanbul Bar in 1987. He worked as in-house counsel for IBM Turkey between 1989 and 1993. In 1994 and 1995 he attended flight schools in Turkey and the USA and obtained his commercial pilot license, instrument rating, multi-engine rating and flight instructor certificate. He worked as a flight instructor in the USA for a brief period. Upon his return to Turkey he worked as a private practitioner until 2002. In 2002 he joined the AYBAY & AYBAY Law Firm as a partner. His practice and experience is focused on commercial law, law of obligations, maritime law, aviation law and insurance law. He has extensive experience in litigation. He is bilingual in Turkish and English. He is a court accredited expert witness on aviation matters. He joined Ersoy Bilgehan as a partner in June 2016.

Ukraine JURVNESHERVICE INTERNATIONAL LEGAL SERVICES

Anna Tsirat (Dr.) is a partner and head of aviation, aerospace, and transportation practice at Jurvneshervice International Legal Services. She acts as counsel to foreign lenders/lessors and other aviation companies including AerCap, Cessna/Textron, ELFC, GECAS, Macquarie AirFinance, Willis Lease Finance Corporation, Apollo, Ex-Im Bank of USA, Erste Group Bank AG and many others. Dr. Tsirat also specializes in the areas of international trade (agency, distribution and franchising agreements); litigation and dispute resolution; protection of foreign investments; corporate law and tax planning and tax disputes. Dr. Tsirat is a member of International Bar Association, Kyiv Region Bar, Center for International Legal Studies (Zaltsburg, Austria). Dr. Tsirat graduated from Taras Shevchenko National University of Kyiv specializing in commercial law and the Romano-Germanic Philology Department specializing in English literature and language. She attended study courses at the Institute of International Law Development (IDLI) in Rome. Dr. Tsirat is an author of almost 100 publications on franchising, aircraft financing and aviation, civil procedure, joint ventures and intellectual property. She is an author of chapters on Ukraine in Aircraft Finance: Registration, Security and Enforcement under general editor G.McBain since 2006, The Aviation Law Review under editor Sean Gates from 2013 and in the 11th edition of Getting the Deal Through – Air Transport 2016.

United Arab AL JALLAF ADVOCATES & LEGAL CONSULTANTS Emirates Amna Al Jallaf, described by some as the “Queen of Aviation,” is recognized internationally as one of the Middle East’s leading Aviation Law and Islamic Finance specialists. Amna began her career as the first Emirati and Arabic speaking legal counsel at Emirates. In 1999, she founded the UAE’s first specialist aviation Al Jallaf Advocates & Legal Consultants. Amna has been appointed to a number of prestigious institutions, including the Legal Advisory Panel of the AWG. She has served as a Member of the Board at the Dubai Chamber of Commerce for over 10 years and is a Member of the Board of Directors for the Awqaf and Minors Affairs Foundation. Amna holds an LL.M. from the Washington College of Law, American University, Washington DC, and is a licensed UAE Advocate. She advises on all aspects of national and international aviation law and regulations, including on both contentious and non-contentious matters. Al Jallaf Advocates & Legal Consultants is one of the UAE’s premier commercial law boutiques. Comprising a diverse team of internationally qualified lawyers, the firm advises and represents local and international clients on various litigation and commercial matters with a focus on aviation law.

Jeremy A. Brown qualified as a barrister in London (Middle Temple, 2009), where he spent a number of years in private and employed practice before moving to the UAE to join Al Jallaf Advocates & Legal Consultants. He has a wealth of international legal experience having acted and advised in cases covering the MENA region and numerous jurisdictions around the world. Jeremy holds a First Class LL.B. (Hons) and an LL.M. with Distinction from the renowned School of Oriental and African Studies (SOAS), University of London. He later joined the School of Law at SOAS as a Teaching Fellow, teaching both undergraduate and postgraduate law. Jeremy is a Door Tenant at Coram Chambers in London.

United Kingdom PILLSBURY WINTHROP SHAW PITTMAN LLP

Debra Erni is the Managing Partner of Pillsbury’s London office and a member of the firm’s Asset Finance practice, with a particular focus on international asset finance, leasing and trading, particularly for the aviation industry. Based in London with significant client followings in California and Japan, Debra has represented several of the world’s largest aircraft and engine leasing companies, financiers, airlines and manufacturers in connection with the sale and purchase of new and used aviation assets, ECA-supported financings, secured debt, operating and tax-based lease financings, securitizations, and the formation and unwind of joint venture leasing platforms. Formerly resident in Japan for nearly a decade, Debra speaks and reads Japanese fluently and is familiar with Japanese corporate structures and many other aspects of Japanese law, regularly acting as a trusted advisor to a number of major trading houses. She has also spent time on secondment at AerCap’s Amsterdam office. Debra has been recognized in Chambers UK, Asset Finance: Aviation Finance (2016), Euromoney’s Expert Guides – Aviation Lawyers (2013-2016), Euromoney’s Expert Guides – Women in Business Law (2013-2016), Who’s Who Legal Transport: Aviation Finance (2016) and Legal 500 Asset Finance and Leasing (2014-2016) – the latter publication citing her as “experienced, knowledgeable and attentive” and together with the London offering as “having made impressive market penetration in a relatively short period.”

Graham Tyler is the leader of Pillsbury’s London office Finance practice and is a co-leader of the firm’s Asset Finance practice. He is a recognized expert in aircraft finance and regularly advises clients that include major airlines, financial institutions and lessors on the procurement of new and used aircraft and engines and the cross border leasing and financing of those aircraft and engines, utilizing a variety of structures including operating leases, finance leases, export credit supported transactions, capital markets Islamic finance and tax-based and structured finance products. Graham has also worked on deals involving other assets, including ships/offshore equipment rolling stock and yellow goods. Both Chambers and Legal 500 rate Graham and his team highly for their work in this sector. He is also listed as an aviation expert in Euromoney’s Expert Guide - Aviation Lawyers. Graham is recognized in Chambers UK, Asset Finance (2016) as “solution driven and skillful in negotiations,” and in Legal 500 UK, Asset Finance & Leasing (2014-2016) as a “leading industry figure.” Graham has also been recognized in Chambers Global, Aviation: Finance - Global-wide (2016).

United States PILLSBURY WINTHROP SHAW PITTMAN LLP

Mark Lessard is a partner in Pillsbury’s New York office and is the Global Head of the firm’s Finance practice, primarily representing clients who are active in the Aviation, Aerospace and Transportation sectors. Mr. Lessard represents lenders, lessors, investors, operators, underwriters, liquidity providers, manufacturers, rating agencies and trustees in connection with all forms of transportation asset-backed financings, including term loans and revolving credit facilities, operating leases, leveraged and tax leases, as well as private placements and other capital markets offerings, such as portfolio securitizations, EETCs and debt repackagings. Mr. Lessard has particular experience in cross-border transactions, having placed, financed or repossessed aviation assets in dozens of jurisdictions around the world. He is an active member of the Legal Advisory Panel to

the Aviation Working Group, which has been at the forefront of the adoption and implementation of the Cape Town Convention on International Interests in Mobile Equipment. Mr. Lessard is a Member of the Legal Advisory Panel to Aviation Working Group (2012-present), and is recognized in the following publications: Chambers USA, Aviation Finance—National (2009-2016); Legal 500 US, Asset Finance and Leasing (2010, 2013-2016); International Who’s Who of Aviation Lawyers (2010-2013); Who’s Who Legal, Aviation—New York (2010, 2012, 2014-2016); and Guide to the World’s Leading Aviation Lawyers, Euromoney/Legal Media Group (2013).

Leo T. Crowley is a partner in the law firm’s Insolvency & Restructuring practice and is located in the New York office. He is the immediate former leader of the firm’s Insolvency & Restructuring Practice and a current member of the firm’s Board. Previously he served as co-leader and leader of the firm’s Litigation Section and he has also led and served on a number of other firm committees. Mr. Crowley has extensive experience in all fora, including Federal District Court; Federal Bankruptcy Court; the United States Circuit Courts of Appeal; New York State Supreme Court; the New York State Appellate Division; New York State Court of Appeals; federal and state administrative agencies; and arbitration and mediation tribunals. His practice is devoted primarily to creditors’ rights and health care. Mr. Crowley is recognized as a leading U.S. bankruptcy/restructuring lawyer by Chambers USA, a guide that ranks law firms and lawyers throughout the world based on independent reviews from clients and peers. Mr. Crowley is also recognized in the following publications: Chambers USA, Bankruptcy/ Restructuring—New York (2009-2012); and Legal 500 US, Insolvency & Restructuring (2014).

Vietnam VILAF

Duyen, Vo Ha has been a Partner at VILAF, which is one of the largest business law firms in Vietnam, since January 2001 and worked with two American law firms in Ho Chi Minh City and Washington DC prior to joining VILAF. Duyen advises foreign investors, private equity funds, issuers and financial institutions in relation to equity investment, bond investment and debt instruments in private and public companies in Vietnam. Some of Duyen’s transactions include, among others, KKR’s investment in Masan Consumer, Mondelez International’s acquisition of Kinh Do Corporation, Hoang Anh Gia Lai’s international bond listing transaction and several bond restructuring transactions, Dragon Capital in an investment in a mining project, Bluescope Steel in relation to its Vietnam subsidiaries in a global M&A transaction, Shell in various M&A transactions in its downstream business in Vietnam and CPECC in the joint venture acquisition Jaks Hai Duong BOT Power Project.

OECD data is provided courtesy of OECD, all rights reserved. High-Income or Zero-Rated data is as of October 28, 2016. ASU Cape Town Discount data is as of May 30, 2016. Source material available at http://www.oecd.org/tad/xcred/ctc.htm and http://www.oecd.org/tad/xcred/cre-crc-current-english.pdf.

World Economic Forum data is as of September 22, 2015, and is provided courtesy of World Economic Forum, all rights reserved. Source: The Global Competitiveness Report, World Economic Forum, Switzerland, 2015-2016.

World Justice Project data is as of October 20, 2016, and is provided courtesy of the World Justice Project, all rights reserved. Source material is available at http://worldjusticeproject.org/rule-of-law-index.

Heritage Foundation data is as of February 1, 2016, and is provided courtesy of the Heritage Foundation, all rights reserved. Source material is available at http://www.heritage.org/index Terry Miller and Anthony B. Kim, 2016 Index of Economic Freedom (Washington, DC: The Heritage Foundation and Dow Jones & Company, Inc., 2016), http://www.heritage.org/index.

30-Minute (Check-Box) Jurisdictional Questionnaire Pillsbury Winthrop Shaw Pittman LLP

General Information Guidance Notes Please note the DISCLAIMER on page 7 Select the country from the drop-down box Country: Type which jurisdiction(s) within the country your responses relate to. Include federal law if applicable Applicable jurisdiction(s): Format: [month in words] [dd] [yyyy]

Date of List the full name of the firm and, if applicable, the local office completion: completing the questionnaire Name of law firm: Maximum two persons, the first name being the lead lawyer completing the questionnaire. Contact name #1: Your responses, if presented in a brochure for general Position/title: distribution to the public, will be subject to disclaimer language provided to you together with this questionnaire. Email address: By providing us with your completed questionnaire, you consent to us reproducing and publishing a graphic of your Contact name #2: firm's logo in the materials presenting the results. Position/title: If any answer is "probably yes" or "probably no", then you should answer "YES" or "NO", respectively. Email address: Repossession Box 1 Guidance Notes Self-help remedies ANSWER "YES" OR "NO". (1) You should assume that the lease has been terminated (or that the mortgage has become owner-lessor enforceable). (2) "Self -help " means that the laws of your jurisdiction permit an owner-lessor (and/or mortgagee) to (a) May an exercise "self-help" repossession remedies in your jurisdiction? repossess the aircraft from an uncooperative lessee (or debtor) mortgagee without the need to obtain a court order, provided that it does so peaceably, without using force or the threat of force. (b) May a exercise "self-help" repossession remedies in your jurisdiction? Judicial proceedings: requirement for a deposit, bond or ANSWER "YES" OR "NO". If a bond or guarantee IS NOT other security typically required but MAY be required at the discretion of the court, the answer to this question should be “NO”. If, on the other hand, a bond or guarantee IS typically required but MAY be waived at the discretion of the court, the answer to this question (c) In the event the owner-lessor or mortgagee owner-lessor should be “YES”. applies for repossession order in the courts or mortgagee typically be required to ANSWER "YES" OR "NO". An example of such a tax might include of your jurisdiction, would the deposit a bond or other guarantee a stamp tax payable as a condition to admitting documents in evidence for the purposes of a repossession (where self-help with the Taxes and fees remedies are not available). We leave it to your discretion to court? determine if fees are significant; however, “significant ” fees or taxes or fees taxes would include any fees or taxes assessed on a percentage

(d) Are there any “significant” basis against the value of the aircraft or the sum secured by a mortgage, etc., but would exclude nominal fees or nominal taxes payable in your country or under the laws of amounting to less than US$1,000 or its equivalent in the local your jurisdiction on repossession of the currency. aircraft, or on applying for a court order for repossession of the aircraft? QUESTIONNAIRE CONTINUES ON NEXT PAGE…

APPENDIX: Appendix30-MINUTE (CHECK-BOX) JURISDICTIONAL QUESTIONNAIRE

30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Repossession (contd…) Box 1 (contd…) Guidance Notes

Speed of Repossession ANSWER "YES" TO ONE OF THE FOUR BOXES, LEAVING THE REMAINDER BLANK. For the purposes of your answer, (1) you should ignore any self-help remedies that may be available as an (e) In your opinion and estimation, which of the bands below alternative means of repossession. You should also assume that how long it might take to obtain in provides, on the balance of probabilities, the most (2) the mortgagee or the owner-lessor is ultimately successful, your jurisdiction a court order for repossession accurate estimate of (3) the proceedings are contested by the lessee (or an insolvency of practitioner or bankruptcy trustee on its behalf), but are the aircraft, following commencement of judicial otherwise not contested by any competing creditor, (4) where proceedings? judicial proceedings are instigated by the mortgagee, it has the cooperation of the owner/lessor, (5) there is already either an English or New York judgment or an arbitration award ordering (1) Less than or (2) in excess of 60 repossession (and your answer should represent the quickest of equal to 60 days, but less either litigating afresh on the merits or enforcing such days: than or equal to judgment/award), and (6) the lessee is insolvent at such time the 180 days: proceedings are instituted. (7) The proceedings may either be for a preliminary (i.e. interim) or a final order , whichever represents (3) in excess of (4) in excess of 1 the quickest in your jurisdiction. 180 days, but year: less than or equal to 1 year: ANSWER "YES" TO ONE OF THE FOUR BOXES, LEAVING THE REMAINDER BLANK. For the purposes of your answer, (1) you Legal Cost of Repossession should ignore any self-help remedies that may be available as an alternative means of repossession. (2) The estimated legal costs should be inclusive of all court and lawyer fees incurred by the (f) In your opinion and estimation, which of the bands below legal costs of obtaining a court owner-lessor or mortgagee (but without deducting any amounts provides, on the balance of probabilities, the most order for repossession that represent any potential recovery of those costs). You should accurate estimate of the also assume that (3) the mortgagee or the owner-lessor is of the aircraft, following ultimately successful , (4) the proceedings are contested by the commencement of judicial proceedings? lessee (or an insolvency practitioner or bankruptcy trustee on its behalf), but are otherwise not contested by any competing (1) Less than or (2) in excess of creditor, (5) where judicial proceedings are instigated by the equal to U.S.$50,000, but mortgagee, it has the cooperation of the owner/lessor, (6) there U.S.$50,000: less than or equal is already either an English or New York court judgment or an to U.S.$250,000: arbitration award ordering repossession (and your answer should represent the least costly of either litigating afresh on the (3) in excess of (4) in excess of merits or enforcing such judgment/award), and (7) the lessee is U.S.$250,000, U.S.$1,000,000: but less than or insolvent at such time the proceedings are instituted. (8) The equal to proceedings may either be for a preliminary (i.e. interim) or a U.S.$1,000,000: final order , whichever represents the least costly in your jurisdiction.

Insolvency Box 2

Sophistication of insolvency laws

ANSWER "YES" TO ONE OF THE TWO BOXES, LEAVING THE OTHER ONE BLANK. (1) Your answer should be restricted to Is the body of insolvency law in your jurisdiction: insolvency law as it relates to the rights of a mortgagee (as a (a) Undeveloped, under development, or creditor) and an owner-lessor (as a creditor/owner). (2) Your somewhat limited in its development: answer should take into account (a) the frequency, volume and history of case law and any applicable legal commentary on the (b) Moderately or well developed: subject, and (b) the sophistication of the applicable statutes. QUESTIONNAIRE CONTINUES ON NEXT PAGE…

APPENDIX: 30-MINUTE (CHECK-BOX) JURISDICTIONAL QUESTIONNAIREAppendix

30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Insolvency (contd…) Box 2 (contd…) Guidance Notes

Insolvency moratorium

ANSWER "YES" TO ONE OF THE FOUR BOXES, LEAVING THE period during which a REMAINDER BLANK. For the purposes of your answer, (1) you (c) Under the mandatorily applicable laws of your country or moratorium may be imposed in the event of a lessee should assume that the lessee (or debtor) entity is subject to the your jurisdiction, how long is the (or debtor) insolvency/bankruptcy mandatorily applicable insolvency / bankruptcy laws of your country or jurisdiction. (2) If, in your country or jurisdiction, the , thereby adversely full extent of the moratorium period cannot be known in advance affecting the rights of the owner-lessor (or mortgagee) to because the law takes a variable or "ad-hoc" approach to the repossess the aircraft on termination of the leasing of the length of insolvency moratoria, then you should check the box "in aircraft (or enforcement of the mortgage): excess of 180 days, or variable" (or the box representing the (1) Less than or (2) in excess of 60 maximum limit, if there is a maximum). If, on the other hand, the equal to 60 days, but less law of your country or jurisdiction does provide for a definite days: than or equal to fixed period, but that fixed period may be extended with leave of 180 days: the court, you should check the box which corresponds to that fixed period, ignoring any possible discretionary extensions. (3) If, (3) in excess of (4) in excess of 1 under the law of your country or jurisdiction, more than one 180 days, but year, or variable: answer may be applicable because the moratorium period may less than or vary depending on the circumstances (e.g. whether or not the equal to 1 year: Cape Town Convention applies or some other criteria are met), then your answer should reflect the most favorable (i.e. the shortest) such time period , and you should answer question (d) below accordingly. (d) Does the moratorium period given in your answer in (c) above apply: ANSWER "YES" TO ONE OF THE TWO BOXES, LEAVING THE OTHER ONE BLANK. You should check the "certain / limited (1) In all (2) Only in circumstances: certain (or circumstances" box if, for example, (1) your country has adopted limited) the Cape Town Convention (and Aircraft Protocol) and has opted circumstances: for a definite waiting period under "Alternative A" pursuant to Article 13 of the Cape Town Convention (and Article X of the Overeaching of lessee's insolvency estate Aircraft Protocol), but a different (longer) waiting period or moratorium applies under the laws of your country or jurisdiction where the Cape Town Convention does not apply, or (2) where the indicated moratorium period applies only to a class (e) If the lessee is put into administration, of lessee/debtors, such as airlines holding an air operator's liquidation or similar bankruptcy or certificate (with a different (longer) moratorium applying to insolvency process, under the mandatorily aircraft be deemed to other persons, such as operating lessors). applicable laws of your country or be the lessee's property and part of its jurisdiction, will the bankruptcy or insolvency estate ANSWER "YES" OR "NO". For the purposes of your answer, you should assume that (1) the lessee (or debtor) entity is subject to the mandatorily applicable insolvency / bankruptcy laws of your (notwithstanding that the owner-lessor is country or jurisdiction, and (2) the lease is a true operating lease. Registrationthe legal owner)? Box 3

Aircraft Register Type ANSWER "YES" OR "NO" TO EACH BOX. (1) If your country allows aircraft registration either in the name of an owner (who is not also the operator) or in the name of an operator (who is (a) May an aircraft be registered in your country in the name not also the owner), then you should answer "YES" to both boxes. of: (2) This question refers to in whose name, at a minimum, the aircraft may be principally registered, NOT whether there is an (1) the aircraft (2) the aircraft option, in addition, to note the interest of a particular party on operator, if the owner, if the the aircraft register or on the certificate of registration. This is operator is not owner is not addressed in the question below. also the owner: also the QUESTIONNAIRE CONTINUES ON NEXT PAGE…operator:

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30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Registration (contd...) Box 3 (contd…) Guidance Notes

ANSWER "YES" OR "NO". (1) "Register" means either the aircraft register, a separate government ownership/mortgage (b) May the following interests also be noted on the "register": register, or on the aircraft's certificate of registration. (2) This (1) that of the (2) that of the question speaks to additional interests that may be noted, as an legal owner: mortgagee: option, on the register , in the event the aircraft is registered in Convenience of registration the name of some other party. (3) If, per your answer above, the registration aircraft may ONLY be principally registered in the name of the owner (and not alternatively in the name of the operator), then (c) With respect to of an aircraft, your answer to (b)(1) should be "N/A". does the aircraft register/ aviation authority notarized and/or authenticated ANSWER "YES" OR "NO". For the purposes of your answer, (1) in your country require any document to be "document" includes any application forms necessary for before it registration, any necessary consents, authorizations or will accept and process the registration of an supporting documents. (2) "Authenticated" includes any aircraft, or any lease or mortgage of an requirement that a document be apostilled, legalized or aircraft? translated. alternative countries, if any, in which aircraft (d) Please identify in the box below the two most popular IN EACH BOX, EITHER SELECT A COUNTRY, OR CHOOSE "N/A". habitually based in your country are typically (1) If, in your experience, aircraft habitually based in your registered country are typically registered in another country pursuant to a , pursuant to a delegation arrangement. delegation arrangement between your country and that other country, then you should indicate this here. (2) Such delegation Alternative country #1: Alternative country #2: arrangements typically made pursuant to a formal " 83bis delegation agreement " under the Chicago Convention, but sometimes other types of bilateral arrangements exist between Deregistration Box 4 countries. A Third party rights to deregister ANSWER "YES" OR "NO". For the purposes of your answer you should assume that: (1) the owner-lessor (or mortgagee) has repossessed the aircraft, or is seeking simultaneous repossession (a) Will the laws of your jurisdiction and/or the of the aircraft; (2) the lease has been terminated (or that the local practice of the aircraft register / mortgage has become enforceable); (3) where any such honor a unilateral aviation authority in your country (subject to deregistration request is made by an owner-lessor, it is with the request by the owner-lessor to de-register question(c) below) consent of the mortgagee (if any); and (4) "cooperation of the the aircraft lessee" includes a requirement that the original of the certificate from the aircraft register, of registration be surrendered. If an original of the certificate of without the cooperation of the lessee? registration is required as a condition to de-registration, the answer to this question should be "NO". (5) A request may be (b) Will the laws of your jurisdiction and/or the honored either pursuant to (A) the exercise of a de-registration local practice of the aircraft register / power of attorney or an irrevocable de-registration and export honor a unilateral aviation authority in your country (subject to authorisation (IDERA) granted in its favor, or (B) its status as request by the mortgagee to de-register question(c) below) owner-lessor (or mortgagee) of the aircraft, even without any the aircraft such power or IDERA. from the aircraft register, Precedent of refusing to deregisterwithout the cooperation of the lessee? ANSWER "N/A" TO THIS QUESTION IF YOU ANSWERED "NO" TO BOTH QUESTIONS (a) AND (b) ABOVE. OTHERWISE re you aware of any instances where the ANSWER "YES" OR "NO" TO THIS QUESTION. (1) This question aircraft register / aviation authority in (c) A relates to questions (a) and/or (b) above only to the extent you your country has refused to honor a answered "YES" to those questions. (2) "Despite being otherwise request entitled to do so" means that the owner-lessor (or mortgagee), in by the owner-lessor and/or the submitting the deregistration request, has complied with the local mortgagee (as applicable) to deregister the law and the paperwork required for deregistration is otherwise aircraft, despite being otherwise entitled to in order. do so as indicated in your answers above? QUESTIONNAIRE CONTINUES ON NEXT PAGE…

APPENDIX: 30-MINUTE (CHECK-BOX) JURISDICTIONAL QUESTIONNAIREAppendix

30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Deregistration (contd…) Box 4 (contd…) Guidance Notes

Convenience of deregistration

deregistration ANSWER "YES" OR "NO". For the purposes of your answer, (1) "document" includes any application forms necessary for (d) With respect to of an aircraft, registration, any necessary consents, authorizations or does the aircraft register/ aviation authority notarized and/or authenticated supporting documents. (2) "Authenticated" includes any in your country require any document to be requirement that a document be apostilled, legalized or before it translated. will accept and process the deregistration of an aircraft? Export Box 5

Lessee/debtor cooperation ANSWER "YES" OR "NO". For the purposes of your answer, you should assume that: (1) the owner-lessor (or mortgagee) has repossessed and de-registered the aircraft, or is seeking (a) May an owner-lessor (with the consent of the simultaneous repossession and de-registration of the aircraft, (2) mortgagee, if any) unilaterally export the the leasing has terminated (or the mortgage has become aircraft from your country without the enforceable), and (3) the owner-lessor (or mortgagee) has an cooperation of the lessee? export power of attorney granted in its favor, but that the lessee (or debtor) is insolvent and uncooperative at the time the owner- (b) May a mortgagee unilaterally export the lessor (or mortgagee) is seeking to export the aircraft from your aircraft from your country without the country. cooperation of the owner or the lessee? Export licenses / permits ANSWER "YES" OR "NO". For the purposes of your answer, you should disregard any restrictions relating to the export of goods export license or permit to countries subject to sanctions or with respect to classified or (c) Is any required or military equipment installed on the aircraft. are there any other restrictions on the ability ANSWER "YES" OR "NO". We leave it to your discretion to of an owner-lessor or mortgagee to export determine if fees are significant; however, “ significant ” fees or Taxes and feesthe aircraft from your country? taxes would include any fees or taxes assessed on a percentage taxes or fees basis against the value of the aircraft or the sum secured by a mortgage, etc., but would exclude nominal fees or nominal taxes (d) Are there any “significant” amounting to less than US$1,000 or its equivalent in the local payable in your country or under the laws of currency. your jurisdiction on export of the aircraft from your country? Judgments / Arbitration Box 6

Enforceability of judgments

ANSWER "YES" OR "NO". If enforcement of a judgment rendered by a New York or English court (as applicable) would be subject (a) Subject to certain permitted threshold recognize and enforce a to the satisfaction of one or more of the threshold conditions conditions being met, will the courts of your judgment rendered by a New York state ENUMERATED ON THE NEXT PAGE , but would not be subject jurisdiction to any other conditions , then the answer to this question should or be “YES”; if enforcement would be subject to the satisfaction of a U.S. federal court sitting in New York, without threshold condition that is NOT included in the list of threshold the case being re-examined on its merits? conditions set out on the next page, then the answer to this (b) Subject to certain permitted threshold recognize and enforce a question should be “NO”. For the purposes of your answer, you conditions being met, will the courts of your judgment rendered by an English court should assume that "enforcement" means the enforcement of jurisdiction money awards only (and not injunctive or any other type of non- , monetary relief). without the case being re-examined on its merits? QUESTIONNAIRE CONTINUES ON NEXT PAGE…

APPENDIX: Appendix 30-MINUTE (CHECK-BOX) JURISDICTIONAL QUESTIONNAIRE

30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Guidance Notes (permitted threshold conditions for enforcement of judgments)

Permitted threshold conditions (for questions (a) and (b) on previous page relating to BOX 5 on Judgments/Arbitration):

(1) the court rendering the judgment must have had jurisdiction over the defendant and has obtained such jurisdiction in a way that is compatible with the laws of your jurisdiction; (2) the judgment of the rendering court must be final and conclusive and not subject to appeal; (3) the judgment must have been given on the merits of the case (and, for example, must not have been obtained by way of “judgment in default”); (4) the judgment must not have been obtained by fraud; (5) the judgment must not be incompatible with the public policy of your jurisdiction; (6) the judgment must not contradict another judgment rendered by a court in your jurisdiction; and/or (7) in the case of a judgment rendered by an English court and if your country is a sister EU member state, any of the conditions or exceptions permitted by the “recast” Brussels Regulation (Council Regulation (EU) 1215/2012).

A requirement for reciprocity of recognition/enforcement by a New York or English court (as applicable) is NOT a permitted threshold condition , unless it can be said with reasonable certainty that on a general basis (rather than on a case by case basis) such reciprocity requirement will be satisfied with respect to any such New York or English court judgment (because, for example, a reciprocal enforcement treaty exists). Judgments / Arb. (contd…) Box 6 (contd…) Guidance Notes

Enforceability of arbitral awards

ANSWER "YES" OR "NO". For the purposes of your answer, you may assume that a court in your jurisdiction would be entitled to (c) Has your country adopted the 1958 refuse enforcement of the arbitral award based on one of the Convention on the Recognition and exceptions and carve-outs enumerated in the New York Enforcement of Foreign Arbitral Awards (the Convention. New York Convention) and, if so, will the courts of your jurisdiction recognize and Preferential Liensenforce a decision of an arbitrator? Box 7

Unusual or onerous preferential liens ANSWER "YES" OR "NO" to all questions in this box.

(1) A " preferential " lien means a lien that would take priority non- over the owner/lessor’s ownership and/or a mortgagee’s (a) Do the laws of your jurisdiction provide for possessory secured creditor rights in the aircraft. (2) A “ fleet-wide ” lien any non-consensual preferential repairer/mechanic or a means a lien that has arisen as a result of unpaid amounts liens over aircraft that could landlord/hangar-keeper attributable to a particular aircraft in an operator’s fleet, but has arise in favor a attached or is capable of attaching to any other aircraft in that ? operator’s fleet (i.e. any other aircraft operated by that fleet-wide" operator), regardless of the fact that the owners of such aircraft (b) Do the laws of your jurisdiction provide for may be different. (3) For the purposes of question (b) only, any " non-consensual examples of third party non-consensual preferential liens include: preferential liens and/or equivalent rights or in favor of third parties (A) liens in favor of a repairer or mechanic, (B) liens in favor of rights of detention over aircraft that could an airport authority for unpaid navigation, landing or similar arise , not requiring charges, (C) liens in favor of a landlord (hangar-keeper) for any form of registration? unpaid rent, (D) liens in favor of the government or a government agency, (e.g. liens for unpaid taxes and customs duties, violation of sanctions, drug-trafficking laws or other criminal activities, (E) liens in favor of a person who has provided salvage services with respect to the aircraft, and (F) liens in favor of crew or employees of the airline or operator of (c) Do the laws of your jurisdiction provide for the aircraft, with respect to unpaid sums owed to them. any non-consensual preferential liens and/or in favor of a lessee An example of such lien might include a non-consensual equivalent rights or rights of detention over or debtor preferential lien over the aircraft arising by operation of law in aircraft that could arise favor of a lessee in circumstances where the lessee has a valid , not requiring any form of counterclaim against the owner-lessor. registration? QUESTIONNAIRE CONTINUES ON NEXT PAGE…

APPENDIX: 30-MINUTE (CHECK-BOX) JURISDICTIONAL QUESTIONNAIREAppendix

30-Minute (Check-Box) Jurisdictional Questionnaire

(continued) Preferential Liens (contd…) Box 7 (contd…) Guidance Notes

Government requisition and confiscation

ANSWER "YES" OR "NO". For the purposes of your answer, you government to requisition or confiscate should disregard government requisition or confiscation of the (d) Do the laws of your jurisdiction permit the without needing to pay the aircraft in circumstances where there has been a violation of any owner reasonable compensation? drug-trafficking laws or other criminal offenses. an aircraft END OF QUESTIONNAIRE - SEE BELOW FOR NOTES AND DISCLAIMERS Notes / Comments (if any) Box 8

Box and Question number: Note / Comment (below represents the maximum permitted space):

DISCLAIMERS

To the extent that this Jurisdictional Questionnaire has been fully or partially completed and has been published or has otherwise been provided to any person other than the person(s) who completed it (as indicated on page 1), the following disclaimers should be noted:

(1) The Jurisdictional Questionnaire contained in this publication has not been completed by Pillsbury Winthrop Shaw Pittman LLP (“PWSP”) unless otherwise stated, but has instead been completed by the law firm and the person(s) indicated on page 1.

(2) This publication is issued periodically to keep PWSP clients and other interested parties informed of current legal developments that may affect or otherwise be of interest to them. The comments contained herein do not constitute legal opinion of either PWSP or any other law firm identified in this publication and should not be regarded as a substitute for legal advice.

(3) The questions and responses contained in this Jurisdictional Questionnaire provide an estimate and preliminary indication only as to the likelihood of success, cost and speed of repossessing, de-registering, exporting, etc. an aircraft from the country and jurisdiction(s) indicated, based on information received from reputable local attorneys in such country and/or jurisdiction as of the date indicated. The actual likelihood of success for any specific case may differ, depending on a more detailed analysis of the particular facts. In such circumstances specific and up-to-date legal and other professional advice in the relevant jurisdiction(s) should be sought. Furthermore, the questions and responses contained in this Jurisdictional Questionnaire do not represent an exhaustive analysis of all legal issues in the country and/or jurisdiction(s) indicated relevant to financing and leasing of aircraft in such country and/or jurisdiction. There may be other relevant issues not addressed herein and further legal and other professional advice in the relevant jurisdiction(s) should be sought.

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